If you are considering applying for an in-house solicitor position, it is advisable to obtain as much information as possible about the employer, the role, the job requirements, and the terms and conditions of employment. This will allow you to assess the employer and its understanding and support for the in-house legal function. This in turn will help you decide the extent to which the position and the in-house legal function is ‘set up for success’.

The following checklists may be helpful in assessing the position and, although generally phrased in the context of the private sector, they are equally applicable to roles in State bodies and the public sector:

• What is the exact identity of the employer? Is it one company, several companies, or a group of associated companies? If it is in the public sector, which government function, agency, or authority is it and, if a State body, under which government function’s aegis does it fall, or is it an independent State body?

• Is the employer part of a multinational group, foreign or domestic? If it is the former, what are its reasons for establishing its operation in Ireland (for instance, EU market access, grants, tax breaks, standard of education and/or the potential pool of available employees, language) and what are its short/medium/long-term plans for or commitment to its Irish operation?

• What is the company’s trading record in Ireland and worldwide? Is a copy of the last annual report or other relevant information about its activities and financial performance available?

• What is the management structure in the Irish operation and worldwide? If the employer is part of a multinational organisation, are its budget, policies and business plan dictated by head office or are they devised by local management? In this context, it will be important for you to understand the degree of autonomy and independence that you will have in carrying out your role as a legal advisor to the local business and the degree to which you will be expected to refer to other legal staff (for example, based at headquarters) before advising your local client organisation.

• Is the employer’s operation ‘greenfield’ or well-established? If greenfield, will you be expected to become involved in establishing the office (for example, buying office supplies and furniture, hiring staff, and marketing)?

• Is the employer company an entity that is subject to regulation (for instance, by the Central Bank of Ireland)? In-house solicitors working for regulated businesses need to be cognisant that they may also be subject to the regulatory regimes that apply to their client by virtue of the work they are doing. An example of this is that the role of head of legal/general counsel may be designated as a controlled function (CF1) under the Central Bank’s Fitness and Probity Regime.

• Does the employer already have a legal function? If so, how is it organised – for example, is it a separate legal function? Is there a central ‘general counsel’ role with embedded legal advisors in the various functions, companies, or divisions of the organisation?

• If there is no existing legal function, why has the employer decided to set up a legal function at this time? Will you be required to establish the role and/or function, and what level of autonomy and support will you be given (in terms of resourcing, budget, access to senior leadership etc)? Who will you be reporting to? If in the public sector, will you sit on the management board?

• Does the employer have legal functions in other countries? What is the relationship between these and the Irish function?

• Will the legal function take on trainee solicitors?

• What role does external counsel currently play in the provision of legal services? (The relationship of the in-house solicitor with external legal advisors is considered further in Chapter 3.)

• If in the public sector, does your organisation have access to advisors in the Office of the Attorney General or the Chief State Solicitor’s Office, or do you have access to Office of Government Procurement Framework Agreements for external legal advisors, or does your organisation already have framework agreements in place with external legal advisors?

• If the employer is a multinational organisation with legal teams in a number of countries, is there an understanding of how the role of an in-house solicitor in Ireland may differ from the role of an in-house solicitor in other jurisdictions? See sections below on ‘Getting started – defining your role’ and on privilege.

• Does the employer have a detailed job description for the role? Does this indicate awareness on the employer’s part of the level of experience required?

• Will you be acting purely as a legal advisor or will you also be expected to play a greater role in management and commercial/policy decision-making? Will you be expected to publicly represent or lobby on behalf of your organisation?

• Where the organisation operates within a defined hierarchical structure, will you have management or equivalent status?

• Do you have the necessary qualifications and experience for the job?

• What areas of the law will you be expected to advise on?

• If in the public sector, will you be required to do any legislative drafting?

• With what parts of the organisation will you be working and how frequently – board of directors, finance function, management, sales (in the private sector), etc? What will your relationship with them be in terms of, for example, accountability, reporting lines, level of independence?

• To whom will you be reporting on a daily basis? If not reporting directly to senior management, will there be lines of communication to the board, or the chairperson, or managing director, or chief executive officer of the organisation?

• What level of interaction will you have with other solicitors (either within your local or regional/global organisation or externally)? Will you be allowed to brief or seek advice from outside legal advisors (and what will your budget be) and will you be able to choose the law firms or counsel? See Chapter 3 for further information on this topic.

• Will the job entail travel for business or to conferences?

• Will you be responsible for managing legal and non-legal staff? If so, who will be reporting to you as a line manager or, if in a matrixed management structure, who will have a ‘dotted line’ to you?

• If there is a compliance function in the organisation, is there a clear understanding of the respective roles of the legal and compliance function?

• Is it anticipated that you would be taking on additional regulatory obligations (for instance, data protection officer, money-laundering reporting officer, company secretary, pension trustee, director)?

• Will you receive any training when you start and during your employment? Will developmental programmes typically available to managerial staff (such as leadership training, etc) be available to you if you so choose? Will specialised legal training be available?

• What will your remuneration package be – level of salary, bonuses, other benefits? The question of pay in the public sector should also be considered in respect of the relevant financial emergency measures legislation and national agreements.

• How often will you get pay reviews, and will these reviews be linked to your personal or your organisation’s performance, or to a specific category or level of employee within the organisation?

• Will the employer fund health insurance, disability insurance, pensions and any other relevant expenses? Can you obtain a copy of the explanatory booklets for the relevant schemes?

• Will you be entitled to participate in profit sharing/bonus schemes or share plans? If so, how will the entitlements be calculated?

• Will you get a company car with mileage and travelling allowance or expenses, and are there parking facilities?

• What are the probationary and notice periods for your employment?

• Will you maintain your practising certificate in your new role? (A solicitor providing legal services has a statutory responsibility to ensure they have a practising certificate in place, unless they are working as a solicitor in the full-time service of the State or are solely providing conveyancing services for a non-solicitor employer). Information on practising certificates and when a practising certificate is needed is available in the Regulatory Guide for In-house Solicitors Employed in the Corporate and Public Sectors. Solicitors employed in the full-time service of the State are exempt from the requirement to hold a practising certificate.

• Any solicitor moving into a new position is reminded of the requirement to notify the Society of their change of place of business within 14 days of the change (see section 81 of the Solicitors Act 1954).

• If you are maintaining your practising certificate, will your employer pay for your practising certificate? Will your current employer request a reimbursement for the portion of your practising certificate payment attributable to time spent working with your new employer, and will your new employer pay for this? All in-house solicitors must hold a practising certificate, unless you are exempted from doing so because you are a solicitor in full-time service of the State or because you solely provide conveyancing services for a non-solicitor employer. Please see the practice note from the Registrar of Solicitors, ‘Practising certificate 2023: notice to all practising solicitors’.

• Will the employer give you an indemnity and waiver of liability in respect of professional negligence if you do not have insurance? The Regulatory Guide for In-house Solicitors Employed in the Corporate and Public Sectors includes a chapter on professional indemnity insurance. If the organisation that you are joining maintains a directors’ and officers’ insurance policy, will you be covered by that policy?

• Will you have your own office or sit in an open-plan office? If you are sitting in open plan, will you have access to a conference room or office to deal with confidential matters? What is the remote working or ‘working from home’ policy? Are there sufficient cyber-security measures and policies in place to allow you to work from home?

• What role will technology play in your day-to-day work? Will you have sufficient support and tools in areas such as computers, communications, records and information management, case management, administrative processes (such as time recording, budgeting, external counsel invoicing)?

• Will you have administrative or secretarial support, or will you be expected to manage your own calendar, do all your own typing and filing, and answer phones? You should note that the level of administrative support in an in-house legal role tends to be less than is traditionally available in private practice.

• Will you have a legal assistant, paralegal, or any form of backup?

• Will you have a budget for legal research resources, online update and search services, purchasing legal books, texts and other materials?

• Will your employer pay for you to attend conferences or seminars and otherwise afford you the opportunity and time to participate in professional associations and compulsory CPD training?

• What are the career/promotion opportunities offered by your employer? Are these confined to the legal function or will they encompass other areas within the organisation?

• What are the business/professional development and succession planning opportunities and support offered by your employer? Are these confined to the legal function or will they encompass other areas within the organisation?

• If the organisation is a semi-state body, there may be independence requirements imposed by statute, and this will have an impact on the expected interaction with government functions and other State bodies and will curtail the interaction, if any, with the Office of the Attorney General. For example, any contemplated movement within and between State bodies or related organisations (such as the EU Commission), either permanently or on a secondment basis, should be raised.

These checklists should help you to evaluate the position and whether you are interested in pursuing it. They are not exhaustive, and other queries may also be appropriate.

Public sector recruitment of solicitors – including for the civil service, the health sector, An Garda Síochána and other emergency services, many State bodies, the local authorities, European and international organisations, and the education sector – is provided by the Public Appointments Service (PAS). Vacancies, both temporary and permanent, are advertised in the national daily papers and also on www.publicjobs.ie. Applications can be submitted via the website. The PAS is located at Chapter House, 26/30 Upper Abbey Street, Dublin 1. The service also allows any person interested in a legal position to register for notification of any future vacancies. The PAS operates a dedicated website, www.stateboards.ie, which gives information on membership of state boards and details of current vacancies on state boards.

For public sector legal roles, recruitment is generally by competitive interview, with some employers requiring applicants to complete a written exam as well. If you are entering the civil service through one of the ordinary civil service grades, you may be required to take an aptitude test. Generally speaking, the interview will be concerned with such matters as the qualifications, training, experience, capacity, competencies, and general suitability of the candidate. At the same time, this allows the applicant to make an assessment of the job and the organisation. Some of the points in the checklists set out above that relate to the private sector may also be helpful in evaluating any public sector position.

Office structures within the public sector are usually already well established, but this may not be the case in all legal functions outside of the Chief State Solicitor’s Office and the Office of the Attorney General. Reporting lines, together with other office procedures, will be advised to the successful candidate on request, prior to taking up the position.

In the private sector, the level of formality of the recruitment process may vary depending on the hiring organisation. Larger organisations increasingly run sophisticated processes comprising multiple interviews, formal assessments, and even background checks. You should carefully research the process before embarking on it, so as to be sure to maximise your chances of success.

Solicitors who work in-house owe the same duties to their client(s) as solicitors in private practice – see the Law Society’s Solicitor’s Guide to Professional Conduct (4th edition). These duties include:

• To follow (observe) the rules of professional conduct,

• As an officer of the court, to carry out the duties involved, including:

  • To be cognisant of your overriding duty to the court to ensure, in the public interest, that the proper and efficient administration of justice is achieved,

  • To assist the court in the administration of justice,

  • Not to deceive or knowingly or recklessly mislead the court,

• To carry out work with due care, skill and diligence.

The in-house solicitor may be more likely to give business advice than a solicitor in private practice. The in-house solicitor’s dual role as legal and business advisor may bring up issues of whether certain communications may be either wholly or partly covered by legal professional privilege. See further detail on legal professional privilege in Chapter 4.

The following questions should emphasise the importance of defining your role as in-house solicitor beyond your pure technical legal role:

• Do you have the authority and resources to carry out your role, whether alone or as part of a legal function?

• What are your organisation’s priority (high) risks and what are the lower risks? Does your organisation have a risk appetite statement?

• Are time and money being allocated to them accordingly?

• Do you have enough authority to convey your opinions and instructions and get top-level support to address them?

• Is your time being spent each day reacting to urgent problems and issues that arise, to the detriment of potentially more important and strategic work?

• Is there a tension or conflict between your role of protecting the organisation from compliance or criminal risk, and your role of supporting the business or other aims of your organisation? If so, is it possible to reconcile these two elements?

• Are you and the legal function expected to act as ‘guardian’ of your employer’s integrity and honesty? Are you expected to act as the sole guardian? If so, and in particular if you are a sole in-house solicitor, is it appropriate that this duty of integrity and honesty is solely your responsibility, or can you obtain the support of the organisation?

In-house solicitors must act in the best interests of their client – that is, their employer. While doing this, it is important that there is no confusion about that role. If it has not already been done, the in-house solicitor needs to define the role (including the questions listed above) and address any grey areas where there is no clear responsibility or clarity. This might appear unimportant to others within the organisation but, without such clarity, there are likely to be increased difficulties, and the organisation’s exposure to risk is increased. Clarifying this may also be an opportunity for the organisation to focus more broadly on risk management and compliance.

It needs to be clear to all that the client is the organisation, rather than the individual directors, officers, or employees (or even third parties), even though the in-house solicitor may have many internal emanations of that client drawn from the various functions operating within that organisation. If there is ever any doubt about this, it should be highlighted immediately that you are not advising anyone in their personal capacity, to avoid any misunderstanding. It is not unusual for colleagues of solicitors in in-house roles to ask for personal legal advice, often in a very informal manner. However, the provision of such advice is inappropriate (and is likely not covered by legal privilege, by your practising certificate, or by any insurance or indemnities you may have), given that your client is your employer and nobody else. If an in-house solicitor wishes to provide legal services to a party other than their employer, they are required to set up a solicitor firm to provide same, with consequential professional indemnity insurance and other regulatory requirements (See the Regulatory Guide for In-house Solicitors Employed in the Corporate and Public Sectors for more information).

Those applying for a newly created position should be aware that the role may not be clearly defined. In such circumstances, it may be necessary to clarify and define the role, functions, and responsibilities, including reporting lines, management position within the organisation, and resources available to you. These issues may have a bearing on whether you accept the position in the first instance. However, you should also appreciate that the role of the in-house solicitor will inevitably evolve and change in step with the changing needs of the organisation. You should be comfortable dealing with a certain level of ambiguity in this regard and be prepared to be flexible to ensure you continue to be relevant and of value to your organisation as it evolves.

It is highly desirable that the work of an in-house legal function is controlled by the most senior solicitor working in that function. In practice, the staffing, objectives, plans, strategies, and budgets of the in-house legal function must be consistent with those of the employer. The head of the legal function will be best placed to formulate his/her legal function’s role within such an operational framework. Similarly, he/she will be best placed to assess and decide on important issues such as recruitment, budgeting, the performance of his/her staff, and the establishment of an appropriate management structure within whatever framework the employer has in place. In addition, it is increasingly common for the head of the legal function to sit on, or report directly to, the senior management team.

As well as understanding your role, it is important to understand the extent of your authority by establishing:

• To whom does the in-house solicitor/legal function report?

• Will there be a separate legal function, and who retains control over it?

• To whom should the in-house solicitor report concerns?

The reporting line may affect the in-house solicitor’s authority and influence. Some in-house solicitors report to the board or to a specific director. Others typically report to the CEO, chairperson, or to a specific manager of the company, while others may report to a regional or global legal director. Even though, on an average day, the in-house solicitor may report to or work with various office-holders, directors, and managers about different projects, it is important to have a formal structure in place so that there is clarity about who is the in-house solicitor’s formal line manager.

If the senior in-house solicitor retains control over the legal function, this may assist in the control and allocation of legal resources and development of overall legal plans and strategies for the organisation. This can also be achieved working in a matrixed management system with embedded legal advisors who are not working separately from the organisation. The larger the number of legal advisors, the less likely it is that the general counsel or senior in-house solicitor will be familiar with every matter. However, it would be advisable to have a formal line of reporting to the general counsel or senior solicitor to ensure he/she is aware of potentially strategic and significant matters. In addition to having this structured flow of information, lines of authority should be very clear.

In-house solicitors should be advised to report any concerns to the general counsel or senior in-house solicitor. If the concern is about the general counsel or senior in-house solicitor and the matter cannot be resolved, then the in-house solicitor should review and consider whether the general counsel’s or senior in-house solicitor’s manager may be the appropriate person with whom to discuss it.

Organisations may also have internal ‘speaking up’ policies, which may provide a pathway in these circumstances. See the section below on whistleblowing and other relevant legislation.

The Law Society has various supports in place following the publication of the Dignity Matters  survey in 2021. See the Law Society Psychological Services page for a full list of supports and resources. Included in these resources is a Law Society ‘Dignity at Work Toolkit’. This offers practical information to support the legal profession to achieve cultural change and ensure safe, healthy, and respectful workplaces.

It is of the utmost importance to reiterate that in-house solicitors must establish and understand who (and what) the client/employer is, how the employer’s organisation operates, and the legislative and regulatory environment that applies to it. This information will be invaluable when providing legal advice to the employer. Conflicts may inevitably arise between the aspirations/instructions of another employee and the in-house solicitor’s duty to the employer. For that, and other reasons already outlined, knowledge of the reporting protocols that the in-house solicitor is required to observe are critical. If, on the one hand, reporting arrangements are too limited, it makes the exercise of the in-house solicitor’s function very difficult. On the other hand, if the reporting arrangements are unclear, it may be difficult and/or time-consuming (particularly in critical or urgent situations) to establish the person(s) to whom legal advice should be tendered.

In the context of a private-sector corporation, for example, all activities of that corporation and of its in-house employees are activities emanating and/or are delegated from a board of directors or other statutory, legal, or nominated source of authority. When difficulties arise, it is important that the senior or sole in-house solicitor has effective lines of communication, if not direct access, to the most senior available person (potentially, this should be the chief executive, a non-executive member of the board, or the chairperson, as the case may be). This will enable consolidated advice to be sent to the true decision-maker in a difficult situation that needs such formality. It is recommended that this is an issue that ought to be covered in the terms of employment of the in-house solicitor and should be considered for inclusion in the mission statement of the legal function (subject to the approval of the employer’s board).

Whether the in-house solicitor will become a board member depends on the organisation and the role. Membership would provide a higher profile for the areas for which the in-house solicitor is responsible and more opportunity for the in-house solicitor to put forward opinions and listen to counter and business arguments. Some would argue that there may be a risk of conflict of interest with ethical and professional obligations if the solicitor is on the board – if there is a possibility of conflict, the in-house solicitor will need to be aware of and address this issue. See the Gazette article ‘Should you serve on the board if asked?’ (March 2017, p13).

Some commentators advise that, if there is no board membership, then board access is important where needed to carry out the in-house solicitor’s role to act in the best interests of the organisation.

Similar issues should be considered if the in-house solicitor is requested to become a trustee of the employer’s pension scheme. See the Gazette article on this topic: ‘An invitation to serve’ (Aug/Sept 2017, p28).

See the section headed ‘The in-house solicitor as company director or pension trustee’ in Chapter 1 for more information.

The in-house solicitor may act as company secretary to one or more of his/her employer’s corporate entities. In this role, his/her duties may be wide-ranging and include obligations under company law and general responsibilities to act with due care, skill, and diligence. It may also cover procedural responsibilities, such as the preparation and filing of Companies Registration Office forms, management of board and shareholder meetings, and preparation of draft minutes within a target timeframe (see the ‘Company Secretaries’ document at cea.gov.ie). In larger organisations, this role may be performed by a qualified solicitor in the team or a specialist company secretary, depending on the (legal) budget available, but there are several organisations that have combined the roles of general counsel or head of legal with that of company secretary.

If you are asked to act as company secretary, it will be important to clarify and address any conflicts that may arise as a result of being both the company secretary and the legal advisor. If another person acts as company secretary, there could be an overlap of roles or misunderstandings about who should be performing certain tasks. Once again, the key is to clarify and agree the respective roles.

The Law Society’s Intellectual Property and Data Protection Law Committee has published guidance on issues to be considered when an organisation is considering appointing a DPO.

The Law Society Gazette has published articles that may also be of some assistance when an in-house solicitor is considering taking on the role of an organisation’s data protection officer – see ‘Too many hats?’ (November 2019, p44) and ‘See, DPO’ (April 2018, p42).

A formal and coherent governance structure is important for every organisation, so that it can carry out its activities in a legal, compliant, and ethical manner, and to help ensure important decisions are made and implemented efficiently. Regardless of whether the in-house solicitor acts as director or company secretary for his employer, he may still have a central role to play in the governance of the organisation. This can include arranging leadership or management meetings, minuting/recording or tracking their proceedings and actions, or establishing and implementing governance forums and procedures.

In the public and semi-state sectors, it should be established if your organisation is subject to the Code of Practice for the Governance of State Bodies and, if so, the in-house solicitor should ensure that the organisation is aware of and implements all requirements of the code.

Many semi-state bodies in Ireland are subject to specific legislation governing the body in question. The Electricity Supply Board (ESB), for example, is subject to the Electricity Acts. If working in the semi-state sector, it will be important for you to establish whether your organisation is governed by any such legislation and, if so, to familiarise yourself and help ensure compliance with the provisions of that legislation.

In-house solicitors in both the public and the private sectors should also familiarise themselves with the Protected Disclosures Act 2014, as amended, which provides a statutory framework within which workers can raise concerns regarding potential wrongdoing that has come to their attention in the workplace, and with other relevant legislation, such as lobbying, data protection, anti-money-laundering, sanctions, financial services, and public authority legislation, together with any other laws that are relevant to the organisation in question. Some organisations might have services facilitating internal and external pathways for raising issues in a whistleblowing context, and in-house solicitors should be familiar with any such outlets.

Keeping up-to-date on relevant legal developments can be a challenge for in-house solicitors, but it is an important requirement, both in terms of their professional obligations and duties to the organisation and in terms of being aware of relevant legal developments of which they and other employees need to be kept appraised. In-house solicitors are in a good position to evaluate any training needed to ensure that they and relevant employees in the organisation are kept up-to-date on relevant legal requirements and responsibilities. Increasingly, the in-house solicitor also needs to have knowledge of non-legal areas – finance, management, technology, etc – so appropriate training should also be obtained in these areas.

Time, cost, and resources will generally be issues that need to be taken into consideration in rolling-out or attending training sessions, and it is recommended that in-house solicitors prioritise training requirements and discuss them with directors and senior management, human resources, and/or the compliance officer, as appropriate.

Chapter 5 of this guide has information on Law Society Professional Training and Diploma Courses that may be of interest.

The CPD regulations and scheme apply to all solicitors holding a practising certificate from the Law Society of Ireland, and solicitors in the full-time service of the State, and to conveyancing-only solicitors employed by a non-solicitor. They also apply to European lawyers registered with the Law Society of Ireland and holding current qualifying certificates.

Further information on the current CPD requirements is available on the CPD Scheme section of the Society’s website or, alternatively, by contacting the CPD Scheme Unit at cpdscheme@lawsociety.ie or tel: 01 672 4802.

There are huge benefits to both employer and employee in taking on trainee solicitors in an in-house setting. The Gazette published an article on training in-house from the perspectives of a training solicitor and a trainee under the PPC Hybrid course, which explains the mutual benefits (‘House of fun’, October 2020, p22).

The new fused PPC began in September 2022, combining the previous PPC1 and the core elements of the previous PPC2 into a more streamlined single course, with trainees having the option of completing four advanced elective modules immediately following completion of the new fused course or at a later stage during their 24-month in-office training period.

The Law Society has also introduced the PPC Hybrid course, which makes training as a solicitor in-house more accessible for employees and more attractive to in-house legal functions. The hybrid course means trainees are not required to spend long periods out of the office to attend on-site classes in Blackhall Place and, since January 2020, there is now no obligation on trainees to undertake secondments during their traineeship, provided they can gain experience in three distinct areas of law. The PPC Hybrid allows trainees to continue working full-time during the training period.

Many in-house colleagues have gained invaluable experience and assistance through the development of relationships with mentors. This can be particularly beneficial for those who are working alone or in small legal functions, or for those solicitors who are considering moving from private practice to an in-house role. Mentoring can be either formal or informal. The Law Society runs a Women in Leadership Mentoring Programme and welcomes applications from prospective mentors and mentees. See lawsociety.ie/womeninleadership.

The Law Society issued a practice note in June 2021 on in-house solicitors doing work for clients other than their employer on a pro bono basis. In-house solicitors should ensure that they meet their statutory requirements under the Solicitors Acts, professional indemnity insurance, and practising certificates before carrying out any pro bono work for clients who are not their employer.