The Role of the Modern General Counsel
Last offered in 2011-2012
(Same as GSBGEN 544) The news is filled with reports of one corporate crisis after another - names like BP, Goldman Sachs, Google, Hewlett-Packard, AIG, Siemens and issues like bribery, antitrust violations, insider trading, backdating, procurement fraud, health and safety violations, breach of privacy, consumer class actions and the like. And often the cry is heard - where are the company's lawyers? This course, introduced last year, explores the evolution of the role of the general counsel of major American public companies and, more broadly, the expanding role of in-house counsel. These are the lawyers in the trenches, on the front lines of American businesses. Each week, we'll review another dimension of the general counsel's job. We'll review the different ways in which general counsels manage large corporate legal departments and direct functional legal areas like litigation, IP, corporate and securities, M&A, environmental and employment law. We will also examine the professional responsibilities and legal obligations of the general counsel -- including the delicate and sometimes conflicting reporting relationships to the CEO and the board of directors -- and consider how an in-house legal department fits into a corporation's organizational structure and how it supports the company's operating units on a day-to-day basis. We will explore the general counsel's role in internal investigations, shareholder derivative suits, regulatory investigations and compliance programs, and government affairs. We will also consider current practices in how in-house lawyers select, collaborate with and evaluate outside counsel.
Instructors for this courseDan Cooperman
Joseph A. Grundfest