The Corporate Lawyer: Industry Insiders on the Successful Practice of Business Law by Aspatore Books & Inside the Minds

Author:Aspatore Books & Inside the Minds [Jamieson, Michael L.]
Language: eng
Format: epub
Tags: Corporate lawyers, Corporation law, Leadership, Law, Corporate, Business & Economics
ISBN: 9781587622328
Publisher: Aspatore Books, Inc.
Published: 2003-01-15T08:00:00+00:00

The Ethical Role of the Corporate Lawyer

Michael H. Friedman

Pepper Hamilton

Partner, Commercial Department

Golden Rules of Corporate Law

The role of corporate lawyer is to assist a client in achieving its business objectives in a manner that is efficient and consistent with the client’s expectations. Sometimes these expectations are based on an inaccurate understanding of either the law or the business context, and the lawyer must clarify with the client the validity of the client’s expectations. Although business transactions often involve negotiation over competing interests, resolution of these competing interests in a manner that accommodates the needs of all parties often ensures that the client will have a long-term relationship with other transaction participants.

Golden rules for the corporate lawyer: (1) maintain a mastery of the law; (2) understand the client’s objectives and constraints; (3) be open and honest with clients and colleagues; (4) work hard and pay attention to details; and (5) avoid complacency. Corporate lawyers should provide clients with accurate technical advice and good judgment. That ensures that the clients will feel that their business and personal objectives have been accomplished effectively.

Key values and ethics for corporate lawyers are inseparable from honesty and consistency. Lawyers should endeavor to communicate to clients that a business model premised on honesty and consistency will enhance long-term prospects for success. In the public company context, public disclosures of material information must be as transparent as possible. Moreover, both public and private companies should deal with their business counterparts in good faith. This is not just good legal advice. It is good business advice. If a client tries to exploit a clever opportunity to the disadvantage of the other side, the client risks a fight. This may be a risk that the client is prepared to take, but the client is well advised to consider all dimensions of the risk, including risk to its reputation and other factors beyond its immediate objective. The client must assess the long-term implications of such a strategy.

Building a successful legal team hinges upon a combination of knowledge and a commitment to work hard to meet the client’s objectives. A successful legal team is typically comprised of attorneys who understand the specific issues of concern to the client, including the industry in which the client operates, relevant law and contractual context.

Good corporate lawyers have the ability to assist a client in identifying real objectives and taking steps to accomplish them in an efficient and creative manner. Of course, to truly appreciate the distinction between the great and satisfactory attorney requires challenging transactions and difficult situations.

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