Instructing and managing local counsel
Instructing and managing local counsel

The following Banking & Finance guidance note provides comprehensive and up to date legal information covering:

  • Instructing and managing local counsel
  • Role of local counsel
  • Instructing overseas counsel
  • Timing
  • Fees
  • Scope of work
  • Managing overseas counsel

Given the cross-border nature of many banking transactions, it is common for the principal legal advisors for lenders and borrowers to need to instruct local lawyers to provide advice on local law.

This Practice Note gives practical advice on instructing and managing local counsel and covers:

  1. the role of local counsel

  2. instructing local counsel as principal legal advisers for the lender or borrower, and

  3. the role of the principal legal advisers in managing local counsel

Role of local counsel

When to appoint local counsel

In general, local counsel will need to be appointed in any situation where:

  1. the client needs advice on local law

  2. there are documents to be drafted and/or entered into which are governed by law other than the law of England and Wales, and

  3. any document governed by English law is to be entered into by an overseas company

Instructing a local firm may not be necessary if the principal firm has people qualified in that office to advise on the relevant local law.

Common scenarios

Common scenarios where local counsel may be appointed are:

  1. where a company located overseas is providing a guarantee or security for the borrower's obligations

  2. where a transaction is being run from the UK but the borrower (or one of the borrowers) is located overseas

  3. where a transaction is being run from