Scott Beier: Counsel You Can Count On

When corporate attorneys are asked to identify the hardest part of moving in-house, many would say that their lack of knowledge about business finance, return on investment, and profit/loss statements presents the biggest challenge. Scott Beier didn’t have that problem.

After graduating cum laude in accounting from Butler University, Beier joined Deloitte and spent the next four years as an auditor. “I enjoyed working with different clients, learning about their companies, and collecting the right data to inform important decisions,” he recalls.

In addition to auditing financial statements, Beier’s exposure to his clients’ senior executives gave him a chance to audit different leadership styles. “I got to see what worked and what didn’t,” he says. “Team-focused leaders seemed to create the best environments and produce the best results. Authoritative leadership often resulted in high turnover and uncertainty.”

Beier also witnessed the day-to-day workings of many in-house and outside counsel, which convinced him to go to law school. “I envied their role as counselors and as real contributors to the business,” he explains.

After earning a JD at Boston College, he spent seven years at Sidley Austin’s Chicago office, working primarily on mergers and acquisitions (M&A), joint ventures (JV), financing transactions, and capital markets offerings. In 2013, when he and his wife moved to Indiana, Beier decided to move to an in-house role.

He joined Cummins, the Indiana-based, Fortune 500 engine designer, manufacturer, and distributor that employs 60,000 people and has a presence in 190 countries. At the time he joined, the company had grown by $4 billion in the previous five years and had no plans to slow down. Indeed, during Beier’s first three years, he helped navigate Cummins’s acquisition of North American Distributors and negotiated some of the largest customer contracts for the company’s four business units.

In 2016, Beier became the lead attorney for the distribution business unit (DBU) for the Americas, and today acts as its assistant general counsel. It was a fortuitous move. “After we acquired North American Distributors, we needed to integrate them, focusing on governance, compliance, and standardizing many procedures. My auditing background made me uniquely suited for the task,” he explains.

One of the first things Beier did was design a contract approval process to ensure that higher-risk matters were reviewed by both business and legal teams. Under Beier’s leadership, the company also assigned contract administrators to each of its North American regions to both oversee the thousands of contracts Cummins enters annually and ensure that legal’s new compliance and risk mitigation guidelines were implemented.

Beier and a colleague in Australia are responsible for legal matters throughout DBU’s eight geographic regions: North America, Latin America, Asia Pacific, Europe, China, India, Russia, and Africa/Middle East. He also coleads the global transaction team, which is made up of twenty-plus commercial/M&A attorneys and is the primary support function for the company’s strategic M&A, JV, and long-term customer agreements.

Much of Beier’s success stems from his proactive approach and determination to continuously improve policies and procedures. For instance, he helped design and implement a contract lifecycle management (CLM) tool focused on all of the various stages of contracts—including their initiation, execution, renewal, and termination. “One of the key motivators for this new tool was risk mitigation,” Beier explains. “Automating CLM provides for increased contract access/visibility, awareness of contract deadlines, standardization, and process around approvals.”

Another example of Beier’s preemptive business focus is the creation of the company’s strategic transactions playbook. “I noticed that our M&As and JVs were not being handled in a consistent manner, leading to wasted time—particularly among the legal staff—and the potential for missing risky situations,” he notes. “So, I developed a new process within the legal department, which details specific steps for the handling of all M&A and JV deals and breaks each into three phases: due diligence, formation/negotiation, and governance/integration. The resulting legal playbook includes a list of considerations, templates, and steps to avoid at each phase, based on whether it is an asset deal, equity deal, or JV.”

He also helped develop a “lessons learned” presentation for Cummins executives to help them better understand their role in managing legal risks, improving procedures, and protecting the company’s reputation.

One of the most important lessons Beier has learned? “You have to listen. As attorneys, people are always asking us what to do. It may seem counterintuitive, but it’s very important for us to ask questions and learn our colleagues’ frustrations, concerns, and goals so we can offer the best advice,” he emphasizes. “We need to be able to demonstrate that we can see things through more than just a legal lens—ultimately, this will cause the business to be more receptive to our suggestions and encourage them to involve legal earlier in the process in the future.”

“After all,” Beier continues, “we all have the same goal: getting to the best result for the company.”

***

Foley & Lardner LLP:

“Scott Beier is incredibly smart and intuitive, taking into account both the human and business aspects of any issue. He asks great questions and has a solid, practical sense of both legal and operational factors in any situation. Scott’s a consummate advisor and a true pleasure to work with.”

–Bobbi Howell, Partner

***

Taft:

“Scott is an extremely talented business attorney and an exemplary leader in Cummins’ legal department. We are honored to call him a friend of Taft and look forward to working with and learning from him in the years to come.”

–Stacia Buechler, Partner