Jay Stephens, the general counsel of Raytheon, spoke recently at a Director’s Roundtable. His remarks are in a special supplement to the Nat’l Law Journal, Feb. 2007 at 3. During them he summarized the half-dozen roles incumbent upon a general counsel (See my post of July 14, 2005 on the multiple roles of in-house counsel generally; and Oct. 8, 2005 on general counsel specifically.).
“First and foremost, the general counsel must be a business partner.” Second, the general counsel must be a legal counselor. Third, the general counsel sometimes becomes an advocate for the company. Fourth, at times a general counsel needs to serve almost as an inspector general. Then there are times when the role of the general counsel is to be an “honest broker” of information and views. And, sixth, the general counsel “is fundamentally a problem solver.” Stephens also is of the opinion that ultimately the primary client of the general counsel are the shareholders — “and the Board of Directors in governance terms represents the interests of the shareholders.”