“Can you just sign this off quickly?”

Sound familiar?

You’re deep in a contract review when someone from Sales pings you: “We’ve promised the customer redlines will be done today. Can you just sign off on the changes?”

The document’s half-baked. Risky indemnities. Uncapped liability. No proper data protection clause.

And you’re torn – again – between being the enabler and the enforcer.

Say yes, and you compromise the company. Say no, and you reinforce the (unfair) stereotype of Legal as a blocker.

Here’s how to navigate that tension – and master the subtle art of saying no, without becoming the Department of No.

The perception problem: “Legal always says no”

It’s no secret that Legal teams are often unfairly branded as obstacles. This reputation stems not from what we say, but how we say it.

When the business hears a flat “no,” they’re left without context, frustrated, and tempted to bypass Legal next time.

But when you calibrate risk and explain your position in business terms, you can shift that perception. You move from blocker to trusted adviser.

Here’s how.

Step 1: Understand what they’re really asking

Not every “Can we do this?” is a legal question. Often, it’s shorthand for “Can we do this without getting in trouble – or holding up the deal?”

That means you need to read between the lines:

• What’s at stake commercially?
• What’s the deadline pressure?
• Is this a make-or-break moment for the business?

Understanding the commercial context helps you shape a tailored, pragmatic response – not a knee-jerk no.

Step 2: Calibrate risk, don’t eliminate it

As in-house counsel, your role isn’t to eliminate all risk. It’s to calibrate it.

That means distinguishing between:

• Red risks – regulatory breaches, criminal liability, reputational landmines.
• ‍
• Amber risks – issues that can be mitigated with smart drafting or safeguards.
• Green risks – acceptable exposures aligned with business priorities.

Instead of defaulting to “we can’t,” say:

•  “Here’s what the risk is, and here’s how we can manage it.”
• “This clause exposes us to X – we could tweak it like this to reduce the impact.”
• “We could accept this, but I’d recommend flagging it to [CFO/COO] due to the potential cost.”

You’re still protecting the business – but enabling momentum too.

Step 3: Reframe the conversation

Saying no doesn’t have to sound like “no.”

Try these reframing techniques:

• Instead of: “We can’t sign this.”
  Say: “We need to adjust a couple of clauses to protect us – here’s why.”
• Instead of: “This isn’t compliant.”
  Say: “We’ll need to tweak the process slightly to stay on the right side of [regulation] – I can draft a version that works.”
• Instead of: “That’s too risky.”
  Say: “There’s a high impact if this goes wrong – we can manage that by [safeguard], or explore [alternative option].”

By focusing on options, not obstacles, you keep the conversation constructive.

Step 4: Use plain English and commercial language

Legalese kills momentum – and trust.

To influence stakeholders, speak their language:

• Translate legal points into business impact.
• Quantify risk where possible (e.g. “This could cost us £X if it goes wrong”).
• Use analogies if helpful (e.g. “It’s like driving without insurance – you might be fine, but the fallout if you’re not is serious.”)

When Legal sounds commercial, it’s easier to be heard – even when you’re saying no.

Step 5: Educate, don’t escalate

You can’t be everywhere at once. And you can’t sign off everything.

That’s why education is your secret weapon.

• Create simple guides or FAQs for common scenarios.
• Offer “legal playbooks” with fallback positions the business can use safely.
• Run lunch-and-learns on risk awareness for teams like Sales and Marketing.

By equipping others, you reduce the pressure on Legal – and empower better decision-making across the business.

Step 6: Pick your battles

Not every risk is worth a hill to die on.

If something’s technically imperfect but commercially immaterial, it’s okay to let it go – with a light caveat or internal note.

Being pragmatic doesn’t mean being negligent. It means saving your capital for the moments that really matter.

Final thought: You’re not saying “no” – you’re saying “not like this” 

Rejecting risk isn’t the same as rejecting progress.

When you give the business a safer route to the same goal, you’re not blocking – you’re building.

That’s what turns Legal from “No” to “How about this?”