Document Type

Article

Publication Title

Houston Law Review

Abstract

No one has thought about the role of the general counsel more deeply than Geoff Hazard. The role of a lawyer in an organization raises fundamental questions about both the role of the lawyer as well as the key and contested question of “Who is the client?” In his article Legal and Managerial “Cultures” in Corporate Representation, Geoff pushes the analysis forward by introducing “culture” into the analysis and by urging us to look to the sociological literature to better understand the role of a general counsel in a corporation. The most important move in Geoff’s turn to the sociological literature, I submit, is to push us to examine closely the organizational context in which lawyers interact with their management colleagues. By invoking the concept of “culture,” what Geoff ultimately forces us to do is to recognize: (1) that organizations are heterogeneous; (2) that broad principles (e.g., “independent professional judgment,” “the client is the corporate juridical entity”) are only given substance in concrete contexts; and (3) that much of the real work of understanding the role of lawyers in organizations can only be done at the level of specific organizations with distinctive organizational cultures. In this brief response, I want to extend Geoff’s analysis into a context that he does not address in his article and to begin to think through how it might help us understand the role of the lawyer in a somewhat different organizational context: the nonprofit corporation. Indeed, because this is too broad and heterogeneous a category to be useful, let me make it even more specific: the role of the general counsel in a university.

First Page

17

Volume

46

Publication Date

2009

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