He cannot remember the first time he said it out loud.

Asked to date the moment, to put himself in a room and name who else was in it, Machado does not reach for a founding scene. “I don’t honestly remember,” he says. What he remembers is the irritation.

He was early in his in-house career at SC Johnson. Outside counsel framed the matter in front of them as a legal issue, and something in that framing landed wrong. “I recall responding that, if this is a pure legal issue, I don’t see why I should care since we were not in the business of making law.”

We are not in the business of making law. The line survived the meeting. He has used it for most of the career that followed, usually aimed at young in-house lawyers who need reminding where their attention belongs.

The argument underneath it is not really about law. It is about where lawyers sit.

Call something a legal issue and you have quietly moved it off the table where the business is being decided. “Dealing with something as a legal issue only disengages it from the strategy or needs of the business, rendering it academic,” Machado says. Then the part that costs a company money. “When an issue is relegated to a legal issue, the lawyers are effectively sidelined and no longer directly engaged in doing their jobs.” That, in his reading, is how legal teams lose the ability to “be in the room where it happens.” Not through a single exclusion. Through a category.

IThe P&L before the law degree

The instinct predates the credential. Machado did not go straight from college into law school. He worked to support himself, first in sales and then in general management, developing revenue and carrying a profit and loss statement before he ever carried a case.

That stretch gave him the vocabulary he still uses. “I got to understand just how difficult it is to maintain profitability in a competitive marketplace and how to distinguish between productive activities and activities that I refer to as academic (nice to know and may be long-term helpful but not connected to strategy or direct results).”

Academic. The word recurs. It is what he calls the legal issue when it has been walled off from the business, and it is not a compliment.

If this is a pure legal issue, I don’t see why I should care since we were not in the business of making law.

Luis F. Machado

By the time he enrolled, he knew what he was after. Business lawyer. Eventually, public company general counsel. He also knew he was walking in with something most of his classmates did not have, which was a working sense of what a competitive marketplace does to a plan.

IIStanding, and who gives it

At SC Johnson he got the second half of the education.

His general counsel there let him work close to the businesses and put him on projects that sat outside the legal function entirely. She also handed him something scarcer than assignments. “She also gave me the freedom, and the backing, to speak authoritatively on behalf of the legal team, and always backed me, even when I was mistaken. I am forever thankful for that.”

The company was privately held, but the family running it operated with public company discipline, and the effect on the room was the point. Machado describes a business, finance and legal group that behaved as one unit rather than three, everyone bringing their particular expertise and none of them staying inside it. “It was an organization without silos, much to the credit of the executive team at that time.”

Legal teams are finally evolving from the department of ‘no’ to the department of ‘how’ and that benefits everyone.

Luis F. Machado

Then came the first general counsel’s chair, and a function that did not work. He rebuilt it the hard way, eventually replacing the entire team. He suspects the acute sense of responsibility he felt in that seat, the pull to go help drive the business rather than serve it from a distance, is close to universal for anyone taking the chair for the first time.

IIIThe story he declines to tell

There is a moment in the interview where Machado refuses the question.

He had described, earlier, a boardroom habit: the room turns to the person who used to be a lawyer and asks them to look over a contract. Asked to reconstruct one specific instance, what the board thought it was asking and how he reframed it, he corrects the premise instead.

“I don’t think I mentioned that as a specific experience,” he says. “I was simply illustrating a point that, a particular type of training does not necessarily prescribe the appropriate role in a group oversight environment like a board.” There are likely several people at that table who should have a view on the contract, depending on the contract and the result anyone wants from it. He was pointing at narrow thinking, not telling a war story, and he is not going to let the two be confused.

It is a small correction. It is also the whole argument in miniature. Training tells you what you know. It does not tell you where you belong.

IVWhy now

Machado does not diagnose the profession’s blind spot as a training problem, exactly. He calls it a focus problem, and he thinks it costs the business and the legal team both.

“The focus of every employee within a business should always be driving the needs of the business. Framing issues as ‘legal’ immediately changes that focus.”

AI now requires that you start thinking about that from inception.

Luis F. Machado

What has shifted is demand. Companies are asking for more direct engagement from their legal teams and from general counsel in particular, and that pressure has been doing the arguing for him. He sees the correlation showing up plainly now: the companies that perform well tend to have high performing legal teams the business actually values, and he does not think those two facts are independent.

“Legal teams are finally evolving from the department of ‘no’ to the department of ‘how’ and that benefits everyone.”

VWhat AI accidentally proved

Help arrived from a direction he did not expect.

What Machado noticed about the spread of AI is that it made executives care about prompts. Which is to say, it made them care about whether the right question was being asked. “This is something lawyers are trained to do as baby lawyers,” he says.

He describes the pattern it is replacing. “It was not unusual in the past to have business people come to legal with a fully developed idea, looking for someone to ‘paper it’.” The lawyer’s job then ran backward: work out what the business actually wanted, then poke holes in the plan already built. Getting legal in early was a thing lawyers had to teach the business to want, one project at a time.

“AI now requires that you start thinking about that from inception.”

He is precise about what that does and does not mean. Not replacement, though he grants the tools are useful for working through scenarios. Elevation, and only for the lawyers who go and take it. “Good lawyers need to take the next step and be able to creatively approach business issues from numerous perspectives, together with their in-depth understanding of the business.” The lawyer who can do that is the one who can judge both the question put to the machine and the validity of what comes back.

Which is a fair description of what Machado has been asking lawyers to do since before there was a machine.

VIThe last mile

TopBuild sold to QXO this year. Machado, who was vice president, general counsel and secretary, will not walk anyone through the transaction. “I would rather not go into details about this other than to say that, as with all such transactions, certainty is difficult to achieve until the deal is final and announced. Even then, there are contingencies.”

What he will talk about is the handoff, and it turns out to be the least dramatic story in the file.

Asked what he optimized for in the final stretch, what he protected, which calls he made so the function would stand without him, he declines the drama a second time. “I did not have to make decisions, simply to present the facts.”

The facts were a legal team he had built for cross-training, mutual support and service, and the data to show all three were true. The whole team was retained. His last day was the last day of July.

“I was confident that they would continue to perform at a very high level without me. The rest was just a conversation.”