Philip Bramwell, the recently appointed general counsel of BAE Systems, immediately kicked off a three-year plan to reshape the legal department. According to Corp. Counsel, Vol. 15, Dec. 2008 at 96, Bramwell’s overhaul of the 120-lawyer group includes “making sure each line of business has its own chief counsel, who reports to the general counsel.”
I support a structure where clients in each line of business have a single point of legal contact. It makes it easier for everyone to know whom to call. At the same time, such an arrangement has its problems (See my post of March 17, 2006: four disadvantages of SPOCs; and Sept. 19, 2008: Bombardier and two business unit general counsel.). Upon reflection, I will add another two concerns.
To the extent a lawyer hitches his star to one business unit, as its chief go-to lawyer, that lawyer starts to align with the client, which imperils the lawyer’s objectivity. If a law department has multiple lawyers who serve the business unit, the impetus to counsel in favor of the unit’s top executives will mute.
The other disadvantage might be some difficulty defining “business unit” so that a one-unit-to-one-contact lawyer makes sense. For many companies it is quite clear what is a business unit, but for others there may be many contenders. It would not be good to irritate a major line of business executive when you say, “Sorry, you don’t qualify for an assigned SPOC.” And as business lines – not yet units – grow and change, you must keep revisiting the SPOC assignments.