What a law firm is

A law firm must generate fees to operate. The conflict of interest is structural.

A law firm is built to solve matters, not to become the memory of the client organization. Hourly billing prices work performed, not capability retained. The firm is rewarded for effort. The organization gains when the next matter needs less of it.

What a law firm is

Every matter sent outside must first be explained.

The business, its history, what was tried before, what nobody wrote down. Context leaves in briefings and comes back in memos, and something is lost each way. This is the briefing bottleneck, and most of what it costs appears on no invoice.

What a law firm is

Instructing outside counsel can move the responsibility along with the work.

An outside opinion is a defensible basis for a decision, which is sometimes exactly what a matter needs and sometimes a way of not deciding it. That is the principal-agent problem, and better counsel does not solve it. Work kept inside offers no such cover.

What a law firm is

The middleman has noticed.

Under all three sits the reading, and buying it by the hour was the main reason the work left the house. The argument inside the firms now is how to price work the hour no longer measures, which is what an intermediary argues about when part of its work can be done without it.

What changes

Work that was never worth an outside hour is now worth an afternoon.

Machines now do much of the first-pass reading and comparison. They are fast and cheap, and they can be made to show the ground for what they say. What falls is the cost of reading, which removes the reason the work had to leave. The reason to bring it back is a different one.

What the organization gains

Reading done in the house leaves its memory in the house.

Today the chronologies, the analyses and the reasons behind past decisions sit in the files of the firms paid to produce them. Held inside, the same record shows what recurs. A first question worth asking is what those firms hold, and how much of it can be taken back.

What the organization gains

An organization that stops reading cannot judge what it buys.

The ability to weigh an opinion comes from having done the work that produces one. Send the first pass out for a decade and the capacity to test what comes back goes with it. That loss is slow, and it appears on no invoice either.

What the work must show

Purpose. Sources. Status. Limits. Change. Ownership. Responsibility.

The decision the work serves. The source behind every fact and every statement of law. What is established and what is not. What could not be grounded. What changed and why. Who keeps the record. Who answers for the judgment. Begin with one recurring question.

In transactional work

Every incoming draft is measured against a standard the organization owns.

The terms it accepts, the departures it will trade, the ones it will not. Each deviation is marked with what it would cost before anything is conceded, so what reaches the person who approves is short. Every negotiation improves the standard it is measured against.

In litigation

A dispute is decided in part by who understands the record first.

The record is gathered in days rather than months, and out of it come a sourced chronology, the weak points, and the two or three findings the matter turns on. Checks then run on a schedule rather than on request, so a party that knows its case can settle from strength.

What it takes

There is no product to buy. Someone inside has to own it.

The work runs on systems and people the business already has. What it needs is one person whose job it is, and time taken before the next urgent matter rather than during it. The first year costs more than it returns. The second is when the record starts paying.

What it takes

Keeping a file inside does not make it privileged.

Whether a document can be withheld turns on why it was made and who made it, not on where it sits. Advice on the law is treated differently from advice on the business, and the rules on in-house work differ between countries. Decide this before the answer is needed.

What counsel is for

A business that keeps its own record can brief outside counsel in an afternoon.

The briefing bottleneck runs in reverse: the chronology and the findings go out with the instruction, so the firm arrives to a record it can check rather than a business it has to learn. What is bought then is judgment, and a sparring partner for the people who have to decide.

What counsel is for

Reading can be handed to machines. Responsibility cannot.

Someone has to decide what the reading means and stand behind it, before a court, a regulator or a board. A model can give reasons. It cannot stand behind them. Courtroom advocacy can still be bought. The case knowledge should not be. Whoever keeps the record keeps the decision.

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