The Under-Examination of In-House Counsel
Omari Scott Simmons
Wake Forest University School of Law
March 24, 2010
Transactions: The Tennessee Journal of Business Law, Vol. 11, 2009
Wake Forest Univ. Legal Studies Paper No. 1577879
Although the emergence of in-house counsel is one of the most significant shifts in the legal profession over the past half century, there is a relative dearth of scholarship dedicated to this important transformation. This Essay highlights the reasons for the under-examination of in-house counsel in the legal literature, namely: (i) the difficulty addressing corporate complexity; (ii) a preoccupation with director-shareholder dualism; and (iii) the overemphasis on symbolic procedures reflecting democratic values like independence. This Essay, however, contends that further examination of the in-house counsel role may: (i) illustrate how a well-positioned in-house legal presence, complemented by external gatekeepers, is an essential feature of healthy corporate governance for large publicly-traded firms; and (ii) yield more pragmatic resolutions to corporate governance issues.
Number of Pages in PDF File: 7
Keywords: Corporate governance, corporations, securities law, regulation, legal profession, general counsel, in-house counsel, business, regulation, corporate, indepedenceAccepted Paper Series
Date posted: March 28, 2010 ; Last revised: April 6, 2010
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