Ethical Guidelines


In-House Counsel are specialized professionals whose central role is to serve the best interests of their clients. In that role, they also serve as the legal and ethical conscience of their respective organizations and in effect, they represent the interests of society at large. In these capacities, In-House Counsel must comply with the codes of conduct and ethics prescribed by their local licensing organization, however, there is often room for ethical dilemma. These grey areas present opportunities for In-House Counsel to create better companies by shepherding their clients to a higher ethical standard.

The following guide for standards of professional conduct acts in concert with these competing responsibilities. The guide contains the foundations and principles of conduct that must be an essential part of all of AAEC’s members’ behavior for achieving the ultimate goal: better companies, better countries.

Read the full ethical guidelines here.

  1. Ethical Behavior

    Ethics are based on values, not rules. In-House counsel should be guided by a set of values that allow them to do what is right when faced with an ethical dilemma. In-house counsel should at all times exercise integrity. Behaving with integrity means taking an honest, fair, principled and transparent approach to everything one does. Integrity is the fundamental quality of any person who seeks to practice as a member of the legal profession.

  2. Professional Standards

    In-House Counsel has a duty to uphold the standards and reputation of the In-House Counsel profession and those of the legal profession where applicable, and to assist in the advancement of their relevant association or institution’s goals. In-house counsel should act with the required degree of skill, due diligence, and independence expected from an In-House Counsel professional, and regularly update one’s practical and theoretical legal knowledge.

  3. Independence

    In-House Counsel must exercise independent and professional judgement in all dealings with Clients, Employers and stakeholders and retain independence by avoiding undue subordination or influence over one’s judgement by others.

  4. Competence and Quality

    In-House Counsel shall apply relevant knowledge, skills and attributes in a manner appropriate and efficient to each matter undertaken on behalf of an Employer/Client and the nature and the terms of the engagement. The requirement of conscientious, diligent and efficient service means that In-House Counsel should make every effort to provide timely service to the Employer/Client. To accomplish this, the In-House Counsel must undertake an appropriate level of Continuous Professional Development to be able to deliver advice to the competency standards required by an In-House Counsel.

  5. Honesty and Candor

    When advising an Employer/Client, In-House Counsel must be honest and candid and must inform the Employer/Client of all relevant information known to In-House Counsel that may affect the interests of the Employer/Client in the matter. In-House Counsel must never knowingly assist in or encourage any dishonesty, fraud, crime or illegal conduct, or instruct the Employer/Client organization on how to violate the law or avoid punishment.

  6. Confidentiality

    In-House Counsel at all times must hold in strict confidence all information concerning the business and affairs of an Employer/Client organization acquired in the course of the professional relationship and must not divulge any such information unless expressly or impliedly authorized by the Employer/Client organization or required by law or a court to do so.

  7. Loyalty

    The lawyer-client relationship is based on trust. In-House Counsel has a duty of loyalty to the Employer/ Client organization in which he or she works. To maintain public confidence in the integrity of the Legal profession and the administration of justice, in which lawyers and In-House Counsel play a key role, it is essential that In-House Counsel respect the duty of loyalty.

  8. Conflicts of Interest

    In-House Counsel has an ethical duty to avoid conflicts of interest. In-House Counsel should be mindful that a conflict of interest may exist not only from the outset, but throughout the duration of a matter, as new circumstances or information may establish or reveal a conflict of interest. In-House Counsel must not act or continue to act where there is a conflict of interest.

  9. Relationship with Legal Profession

    In-House Counsel must be courteous and civil and act in good faith with all persons with whom he or she has dealings and must at all times respect the objectives, values and mission of their colleagues and their respective Employers/Clients and seek to create and maintain good relations with them.

Read the full ethical guidelines here.