What is a corporate lawyer?
What is a corporate lawyer?
Corporate legal consultancy is, in essence, a service provided to meet all the legal needs of a single company.
Legal consultancy can be summarized as providing qualified legal advice to both individuals and commercial companies in many fields of law, mapping out roadmaps for clients to take action with the least amount of risk.
In today's business world, legal issues are becoming increasingly complex and carry major risks for companies. The complexity of legal regulations requires expert knowledge in areas such as intellectual property rights, contracts, taxation, employee rights, and competition law. At this point, the need for companies for legal consultancy services emerges. Corporate legal consultants play a vital role in ensuring that companies act in accordance with legal regulations and in minimizing potential risks.
Corporate legal consultancy is a process in which a professional who deals with a company's legal issues provides legal advice. These consultants oversee all the company's legal activities, establish and implement company policies, prepare and review contracts, manage litigation processes, and ensure that the company complies with all legal requirements. Corporate legal consultants also protect the company's intellectual property rights, manage collections, and resolve disputes between employees.
What does a corporate lawyer do? What are their duties and responsibilities?
A corporate lawyer is a lawyer who deals with the legal matters of a company. Their duties and responsibilities are to protect the company's legal interests, ensure legal compliance, and manage legal risks. Here are the general duties of a corporate lawyer:
Legal consultancy: The corporate lawyer provides advice to company executives and employees on legal matters. They take the necessary steps to ensure that the company's activities are in compliance with the law. They evaluate the company's business strategies and decisions from a legal perspective.
Contract preparation and evaluation: The corporate lawyer prepares and evaluates the company's contracts. They participate in negotiations and determine contract terms to protect the company's legal interests. They manage various contracts such as business agreements, cooperation agreements, and supplier contracts.
Legal compliance: The corporate lawyer ensures that the company complies with laws and regulations. They follow current legal requirements and verify that the company's activities are in accordance with these requirements. They monitor legal changes and take necessary actions.
Business litigation and dispute management: The corporate lawyer assumes legal representation in lawsuits filed on behalf of the company or lawsuits involving the company and other parties. They defend the company or file lawsuits in business disputes, consumer complaints, intellectual property infringements, or other dispute situations.
Intellectual property rights: The corporate lawyer protects the company's intellectual property rights. They provide consultancy on intellectual property matters such as patents, copyrights, trademarks, and trade secrets and take necessary protective measures.
Company mergers and acquisitions: The corporate lawyer provides legal consultancy for the company's merger, acquisition, or buyout transactions. They manage the legal processes of such transactions, prepare contracts, and evaluate legal risks.
Regulations and licenses: The corporate lawyer monitors the regulations in the sector where the company operates and ensures the company's compliance. They file necessary license applications and ensure that the company meets legal requirements.
Receivables and debts: They oversee the initiation of enforcement proceedings in favor of the company and ensure the necessary actions are taken for the collection of receivables.
This is a list generally covering the duties and responsibilities of a corporate lawyer, and the tasks may vary depending on the size of the company, the sector, and specific requirements. Corporate lawyers may also perform other tasks such as ensuring compliance with the company's ethical policies and supporting internal audits.
Is there a mandatory requirement for companies to have a lawyer?
The obligation for companies to have a lawyer varies depending on the country's legal legislation and the sector in which the company operates. In general, some countries or sectors may have a mandatory requirement for companies to have a lawyer under certain conditions. However, such an obligation is usually more common for large-scale companies or specific sectors (e.g., regulated sectors such as finance, healthcare, or energy).
In some countries, it may be a legal requirement that companies are recognized as legal entities and must work with a lawyer or lawyers to carry out legal transactions. In such cases, companies may be required to employ a lawyer as a consultant or enter into an agreement with an external lawyer for legal services.
However, in general, companies prefer to work with a lawyer to manage legal matters and mitigate risks. Lawyers play an important role in providing support to companies in legal consultancy, contract preparation, dispute management, and other legal matters. Companies gain an advantage in ensuring legal compliance and reducing legal risks by benefiting from the lawyers' legal knowledge and experience.
The obligation for companies to have a lawyer is regulated in Article 35/3 of the Attorneyship Law No. 1136. According to this, the obligation to have a lawyer is not imposed on all companies, but only on the companies specified in the relevant regulation.
Although it is known in practice that mostly joint-stock companies are under the obligation to have a lawyer, in fact, joint-stock companies with a paid-in capital of at least 250,000 TL are under the obligation to have a lawyer. Similarly, although they are not joint-stock companies, some building cooperatives are also under the obligation to have a lawyer.
So, do limited liability companies have to have a lawyer? No, they do not. Limited liability companies are not included among those listed above. However, this does not mean that limited liability companies or sole proprietorships cannot have a lawyer.
Limited liability companies and sole proprietorships can also receive legal consultancy or representation services by entering into a contract with a lawyer.
How does a company choose a lawyer? Are there conditions for being a corporate lawyer?
A company may pay attention to the following factors when choosing a lawyer:
Field of expertise: The company tries to choose a lawyer suitable for the legal expertise it needs. For example, if the company is involved in mergers and acquisitions, it may look for a lawyer specializing in business law and mergers and acquisitions.
Experience: The company may want to choose an experienced lawyer. A lawyer with experience in the relevant sector or similar legal matters can better understand the problems the company may face and offer effective solutions.
References: The company can check the candidate lawyer's references from past clients or colleagues. References can provide information about the lawyer's work ethic, working style, and success history.
Communication skills: The company may prefer a lawyer with effective communication skills. Good communication is important for understanding the company's needs, providing consultancy, and conveying legal matters clearly.
Budget: The company may choose a lawyer by considering budget constraints. While large companies often work with large law firms, smaller companies may prefer a local or mid-sized law office.
There are generally certain conditions for being a corporate lawyer. These conditions may vary depending on the country and legal system. However, the following qualifications are generally expected:
License and qualification: To be a corporate lawyer, one must have a law degree. It is necessary to successfully complete the applicable bar exam for entry into the legal profession and to receive a license.
Experience: It is preferred that those who want to work as a corporate lawyer have previous legal experience or have completed an internship.
Expertise: A corporate lawyer may specialize in business law, commercial law, tax law, intellectual property law, or other related fields. Having knowledge and experience in a specific area of expertise allows you to be a lawyer suitable for the company's specific needs.
Ethical standards: It is important for a corporate lawyer to comply with professional ethical standards. The legal profession requires the lawyer to protect the client's interests in accordance with the principles of honesty and confidentiality.
These conditions represent the qualifications and competencies generally expected of a corporate lawyer. However, each country and legal system may have its own specific requirements. Therefore, it is important to review local legal regulations and requirements to determine a lawyer's authority and qualifications.
Is it a crime for companies that do not fulfill this obligation?
The obligation for joint-stock companies to have a lawyer is not imposed merely as an obligation. In addition, a sanction to be applied in case this obligation is not met has also been included. This sanction applies to both joint-stock companies and building cooperatives.
Accordingly, if the obligation to have a lawyer is not met; for every month that this obligation is not fulfilled, an administrative fine equal to the amount of 2 months' (gross) minimum wage valid for workers over 16 working in the industrial sector is imposed. The authority authorized to impose this fine is the Office of the Public Prosecutor.
What are commercial and corporate law lawsuits? Which cases does a corporate lawyer handle?
Commercial and corporate law lawsuits are cases related to the commercial relations, legal problems, and disputes of companies. Corporate lawyers generally deal with the following types of cases:
Contract Lawsuits: Disputes related to contracts made between companies are among the cases that corporate lawyers frequently encounter. Such cases may include issues such as breach of contract, interpretation of contract provisions, or termination of the contract.
Intra-company Disputes: Corporate lawyers may be involved in cases related to internal structure such as partnership disputes, board of directors disagreements, or disputes between shareholders. In such cases, the corporate lawyer works to protect the company's interests and find solutions in accordance with existing legal regulations.
Intellectual Property Lawsuits: Lawsuits related to infringements concerning companies' trademarks, patents, or copyrights are also an important field that corporate lawyers deal with. Such cases may require legal representation for the protection of intellectual property rights, prevention of infringements, or defense against infringement allegations.
Competition Law Lawsuits: Lawsuits filed for the protection of competition between companies and the fight against unfair competition represent another area that corporate lawyers deal with. In competition law cases involving issues such as restrictive agreements, abuse of dominant position, or cartel formation, corporate lawyers provide consultancy and undertake the company's defense.
Legal Compliance and Audit: Corporate lawyers work to ensure the company's legal compliance and support internal audits. Compliance with legal regulations, review of company policies and procedures, data privacy, and the protection of personal data can be evaluated in this context.
This is an example of cases generally seen in the field of commercial and corporate law. Each case is unique, and the corporate lawyer's scope of work may vary depending on the company's needs and sector.
Which court is authorized and competent in commercial and corporate law?
The courts authorized and competent in commercial and corporate law vary depending on the country's judicial system and local legal regulations. Generally, commercial and corporate law cases are heard in the following courts:
Commercial Courts: In many countries, there are specialized commercial courts tasked with resolving commercial disputes. Commercial courts deal with commercial matters such as commercial contract lawsuits, disputes between companies, bankruptcy, and composition. Commercial courts generally handle commercial cases more quickly and in a specialized manner.
Civil Courts of Commerce: In some countries, civil courts of commerce are the general courts where commercial cases are heard. These courts handle commercial contract breaches, commercial law disputes, and cases related to companies.
Supreme Court or Court of Appeal: Some commercial and corporate law cases may be heard in high courts or courts of appeal as a result of objection or appeal processes against decisions. These courts evaluate the decisions of lower courts and make final legal judgments.
Additionally, international arbitration courts or specialized arbitration institutions may be preferred in international commercial lawsuits or cases involving multinational companies. Arbitration is an alternative adjudication method that allows the parties to resolve their disputes before an arbitration tribunal by mutual agreement.
My recommendation to company owners is that they should definitely receive regular consultancy from a law firm to protect their companies from commercial and legal risks, and they should have any open lawsuits or enforcement files followed meticulously by expert lawyers to avoid any loss of rights later on.