Interim lawyer

Businesses can bring in external legal expertise in several ways. Two common models are engaging an interim lawyer or a legal consultant. Both provide rapid access to qualified legal expertise, but the roles often differ in terms of integration into the business, responsibility, delivery model and governance.

An interim lawyer typically works closely with the business for a limited period and may, for example, strengthen an in-house legal function, cover a vacancy or lead a defined change initiative. A legal consultant is more often engaged to address a specific legal issue or provide a defined deliverable. The most appropriate model therefore depends on the needs of the business, its organisation and the preferred allocation of responsibilities.

What distinguishes an interim lawyer from a legal consultant?

The terms interim lawyer and legal consultant are somewhat fluid. It is therefore the agreement and the actual structure of the engagement that determine what the consultant is expected to do, what authority they have and how responsibilities are allocated.

An interim lawyer often serves as temporary reinforcement for the internal legal organisation. The role may involve ongoing participation in business processes, internal meetings and decision-making processes. In practice, the engagement may therefore resemble that of external in-house counsel, while the relationship is governed by a consultancy agreement rather than an employment contract.

A legal consultant often has a more clearly defined engagement. This may, for example, involve negotiating one or more specific agreements, carrying out a legal analysis, supporting a project or preparing specific decision-making material.

Responsibility and authority should reflect the function of the engagement

When external legal expertise is closely integrated into the business, a clearly defined mandate becomes particularly valuable. It should be clear which matters the lawyer may handle independently, which decisions require internal approval and who retains ultimate responsibility within the business.

The practical value often lies in distinguishing between advice and decision-making. An interim lawyer may, for example, be responsible for preparing legal matters, negotiating contractual terms and recommending actions, while decisions concerning commercial risk, budgets or strategic direction remain with the company’s authorised decision-makers.

A well-structured engagement description may regulate, among other matters:

• the scope and priorities of the engagement,
• the lawyer’s authority and reporting lines,
• which decisions must be escalated or approved internally,
• confidentiality and information management,
• the handling of personal data and other protected information,
• liability, insurance and any limitations of liability,
• intellectual property rights in materials produced as part of the engagement, and
• how knowledge and ongoing matters are to be handed over when the engagement ends.

The delivery model affects how the work can be managed

A traditional legal consultancy engagement is often linked to a specific outcome or a clearly defined area of work. This makes it possible to establish concrete deliverables, timeframes and points of responsibility.

An interim engagement is normally more closely integrated with the business. Priorities may need to change as new agreements, projects, regulatory matters or internal decisions arise. It may therefore be more appropriate to manage the engagement through objectives, areas of responsibility and prioritisation principles rather than through an exhaustive list of individual deliverables.

With the right structure, it becomes easier to combine the flexibility of the interim model with clear oversight. Regular review meetings, designated points of contact and documented priorities create a shared understanding of what the lawyer is expected to deliver.

An interim lawyer as external in-house counsel

An interim lawyer can be particularly useful when a business needs legal expertise that works closely with the organisation without immediately expanding its permanent headcount. This may, for example, be relevant during parental leave, recruitment, organisational change, an intensive project period or an increased need for regulatory support.

In such engagements, the lawyer may work as external in-house counsel and handle matters such as commercial agreements, company law issues, internal policies, compliance matters and legal support for management or business functions.

At the same time, a clear process for authority and decision-making powers is important. If the lawyer is, for example, expected to communicate with counterparties, negotiate on behalf of the company or enter into legal transactions, the business needs to determine which powers of attorney and internal approvals are required.

A legal consultant for clearly defined needs

A legal consultant is often well suited where the need can be defined as a project or a specific legal deliverable. This may involve contract review, due diligence, regulatory analysis, implementation of new regulations or support in a specific negotiation.

In these circumstances, the engagement agreement can usefully define what the deliverable is to include, the assumptions on which the advice is based and the material the consultant requires from the business. This creates better conditions for both quality and efficiency.

Legal as a service and ongoing legal support

Between a pure interim engagement and a standalone consultancy deliverable, there are also models sometimes described as legal as a service. This arrangement may provide the company with ongoing access to legal expertise within certain areas of law or for a specified number of hours per month.

There is no specific definition of what constitutes legal as a service. Here too, the agreement governs the relationship. A clear agreement on scope, availability, priorities, pricing model and responsibility makes the model easier to use as part of the company’s ongoing governance.

Practical checkpoints when choosing a model

The choice between an interim lawyer and a legal consultant becomes easier when the business first defines the function the external lawyer is expected to perform.

• Duration of the need: Is the lawyer expected to cover an ongoing need for a period of time or carry out a standalone project?
• Integration: Does the lawyer need to participate in day-to-day operations and internal decision-making processes?
• Authority: Is the lawyer primarily expected to provide advice, or also to represent the business in negotiations and other external dealings?
• Expertise profile: Is broad commercial legal expertise required, or specialist knowledge within a particular area of law?
• Delivery management: Is it more appropriate to define specific deliverables or an ongoing area of responsibility?
• Knowledge transfer: How should documentation, templates, ongoing matters and internal knowledge be managed when the engagement ends?

When legal expertise becomes part of governance

The difference between an interim lawyer and a legal consultant therefore has less to do with the professional title and more to do with how the engagement is organised. An interim engagement that is closely integrated with the business can provide continuity and capacity within the internal legal function. A more clearly defined consultancy engagement can provide specialist expertise and a clearly specified deliverable.

When roles, authority, responsibilities and reporting lines are established from the outset, the business is better placed to use legal expertise where it delivers the greatest commercial value. At the same time, this gives the business greater control over decisions, documentation and legal risks.

Morling Consulting’s lawyers specialising in data protection, financial regulation, AML and contract law undertake interim engagements and help businesses structure legal engagements, strengthen internal legal functions and establish clear working methods for ongoing commercial legal matters.