In-House & Corporate
4. The Role of In-House Counsel
Firm / Chambers:
Last updated: 01 Aug 2015
- An-in house counsel attends to any legal issues faced by the company.
- The in-house counsel will manage the company’s internal contractual relationships including:
- employment contracts;
- workplace policies;
- restraint of trade policies; and
- protection of confidential information and trade secrets.
- The in-house counsel will also deal with the company’s contracts with external third parties such as customers and suppliers. For example:
- the company may wish to procure goods or services from a new supplier. The new supplier issues the company with a copy of their standard terms and conditions. The in-house counsel will review the supplier’s contract, advise the company of any legal risks or issues for the company and assist the company to negotiate any sticking points with the supplier; or
- the company may have an existing contract with a customer but the customer has failed to pay the company. The in-house counsel can review the contract with that customer, advise the company of what rights it has including charging interest on late payments and advise on any obligations the company has such as the process the company needs to follow when there is a dispute under the contract.
- An in-house counsel can also draft standard contracts for a company, including standard supplier contracts, customer contracts and website terms and conditions.
- If a company is involved in a dispute the in-house counsel will advise and guide the company through the dispute. This may include a review of the relevant contracts and advice on how to communicate in a manner that protects the in-house counsel’s company.
- A part of the dispute resolution process may be mediation.
- Mediation involves attempting to resolve the dispute with the help of a third party mediator as an alternative to court action.
- The in-house counsel will be involved in the mediation and depending on the nature and value of the dispute may also choose to engage external lawyers including possibly a barrister.
- If the dispute is not resolved through mediation a party may commence legal proceedings and the dispute may end up in court.
- The in-house counsel will guide the company through the litigation process generally with the support of external litigation lawyers.
- Aside from contractual issues a company will at some stage need advice on issues including:
- how the company deals with its competitors;
- how the company can lawfully perform marketing activities; and
- how the company can protect its intellectual property.
- The in-house lawyer should be responsible for engaging and briefing external lawyers for the company.
- An in-house counsel is also best placed to analyse the legal advice received from external lawyers which can be lengthy and complex.
- The in-house counsel can distil the advice into the brief and commercial advice that the company is looking for ensuring the company understands the advice.
- Every company is required to comply with a range of laws. Some are industry specific such as building and construction while many apply to all companies such as work, health and safety.
- An in-house counsel can assist the company to identify and comply with its regulatory obligations. The in-house counsel can also assist by putting processes in place to assist the company with compliance.
- An important aspect of the in-house counsel’s role is educating the business on their legal obligations. This can be done by providing the company with training on various issues.
- An in-house counsel can assist with drafting policies for the company and ensuring that the policies comply with any regulatory requirements. For example employment law policies such as leave entitlements or a policy regarding appropriate use of the company’s IT equipment.
- Internal processes can also be developed which help to manage the company’s activities and risks. For example a process regarding how the company enters into contracts and manages those contracts.
- An in-house counsel can be involved in all aspects of their company’s business and be proactive in preventing issues from arising.
- Beyond giving legal advice an in-house lawyer can be involved in and drive good decision making within the business. By being involved in issues or transactions at the early stages problems can be anticipated and avoided or addressed.
- Being located within the business the in-house counsel is better placed to work with the business and be a partner to the business than an external lawyer who may have many other pressures on their time.
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