What is a legal counsel?

Legal counsel is a qualified lawyer who advises an organisation on its legal rights, obligations and risks. In an in-house legal team, they help the business negotiate contracts, meet legal obligations and make informed decisions. The role is also called an in-house lawyer, in-house counsel or corporate counsel.

What does legal counsel do?

An in-house corporate lawyer works closely with colleagues across the business. Their responsibilities vary, but commonly fall into four areas:

1.  Contracts: drafting, reviewing and negotiating agreements with customers, suppliers and business partners.
2. Compliance: helping teams understand and meet relevant legal and regulatory obligations.
3. Risk and advice: explaining legal risks and practical options so management can make informed decisions.
4. External lawyers: briefing and coordinating law firms when specialist advice or additional support is needed. 

Good legal counsel understands the organisation’s priorities and translates legal analysis into advice people can use. The Law Society of NSW identifies this commercial understanding as an important part of in-house practice. 

For example, when a business buys software, counsel might assess liability, privacy and termination provisions, then explain what needs changing before the agreement is signed.

Is legal counsel the same as a corporate lawyer?

The terms overlap, but describe different aspects of a lawyer’s work. Legal counsel usually describes an advisory role within an organisation. Corporate lawyer can describe an in-house lawyer or a lawyer advising businesses from private practice. In Victoria, the legal regulator specifically uses “corporate lawyer” for a lawyer holding a corporate practising certificate who practises for their employer or a related entity. The key distinction is the working arrangement: in-house counsel advises from within the organisation, while a private-practice lawyer advises external clients.

What qualifications does legal counsel need?

Legal counsel is a practising lawyer, not simply someone with a law degree. Requirements depend on the Australian jurisdiction and the work involved. In Victoria, anyone practising law must hold a current practising certificate; newly admitted lawyers have a supervised legal practice condition on their first certificate. 

Qualifications are the starting point. Relevant experience, sound judgement and the ability to explain legal issues to non-lawyers also matter when working within a business.

Where does a general counsel fit?

General counsel usually leads the legal function, manages the team and advises senior executives. In larger organisations, several general counsel may report to a group general counsel.

Legal counsel may manage everyday matters or specialise in areas such as employment, technology or commercial contracts.

Whatever their title, an in-house lawyer represents the organisation rather than the CEO or individual employees personally and must maintain professional independence. 

Legal counsel must also protect confidential information, avoid conflicts of interest and provide clear, timely advice. These professional duties apply even when commercial pressure makes a decision difficult. 

Their role includes explaining when a proposed approach needs to change, rather than simply approving what the business wants to do.

Can legal counsel work with a team temporarily?

Teams can also access legal expertise through secondments or outsourced legal counsel, depending on whether they need embedded support or external advice. At Aclaria, we provide intelligent resourcing for in-house legal teams through seconded lawyers. We focus on lawyer quality, commercial understanding and making engagements easy to manage, matching support to the work and capacity required. Want to understand how a seconded lawyer fits into an in-house legal team?

Explore Aclaria’s legal secondment information for a practical introduction to working with counsel on a flexible basis.

References

1. Association of Corporate Counsel, What does an In-House Counsel do? Publication/update date not displayed. Used for general responsibilities, rather than Australian qualification requirements. jobline.acc.com

2. The Law Society of NSW, Handy Hints for In-House Lawyers. Updated January 2025. www.lawsociety.com.auVictorian Legal Services Board + Commissioner, Corporate in-house lawyers. Publication/update date not displayed; Victorian regulatory terminology. lsbc.vic.gov.au

3. The Law Society of NSW, Moving In-house: A resource on in-house legal practice. Updated January 2020. Used for organisational structures, rather than current market statistics. www.lawsociety.com.auVictorian Legal Services Board + Commissioner, How to apply for a Practising Certificate. Publication/update date not displayed; Victorian practising requirements. VLSB+C

4. The Law Society of NSW, Solicitors’ duties to clients. Publication/update date not displayed. The Law Society of NSW

What is a legal counsel?

Aclaria graphic titled “What is a legal counsel?” showing a lawyer discussing documents with two business colleagues.