Ethical Infrastructures and De Facto Ethical Norms at Work in Large US Law Firms: The Role of Ethics Counsel

Abstract

Over the last 20 years several structural changes, including the growth and geographic expansion of large law firms and the increasing mobility of large firm lawyers, have changed the ethical landscape in which large law firms in the United States conduct their business. Large US firms now have national and international presences and, as a result, are subject to numerous and sometimes conflicting ethical regimes. As firms have grown, in terms of (1) the number of lawyers they employ (some of whom come from other firms), (2) the number of jurisdictions in which they practice, and (3) the number of clients and matters they handle, the sheer volume of ethical issues large law firms encounter has increased. In addition, the process of growth itself creates substantial ethics work. Many large US law firms have grown larger through the merger of two firms or the acquisition of one firm by another. As soon as a firm begins considering a merger or an acquisition, at least one lawyer within the firm will spend significant time identifying and assessing conflicts of interest that would be created by the merger.1 In addition to these changes, a number of high profile ethical lapses by large law firms have heightened large firms’ sensitivities to the economic and reputational risks posed by allegations of ethical misconduct.2 Not surprisingly, large firms are also being pressured by their Legal Ethics, Volume 11, No. 2