How to Choose Local Counsel for a Cross-Border Matter: 9 Questions to Ask

Finding a possible local firm is only the start. Before instruction, test the firm’s fit for the matter, allocate the relevant roles and make the engagement chain clear.

Who engages whom? Who advises on each jurisdiction and workstream? Which legal entity will sign each engagement letter? Who controls deadlines, documents and decisions? Who owes what under the actual terms and applicable professional rules? How will tax, accounting or regulatory dependencies be identified? These questions should be settled before substantive work begins.

The following checklist is designed for business leaders, in-house teams and professional advisers choosing counsel in another jurisdiction. It is a preparation tool, not legal or tax advice.

Start by defining the matter, not searching for a name

Before comparing firms, prepare a short fact pack. It should identify:

• the countries and legal systems involved;
• the client and other relevant legal entities;
• the transaction, dispute, filing or regulatory issue;
• the desired outcome and material deadlines;
• known counterparties, advisers and potential conflicts;
• the documents and data likely to cross borders;
• the person authorised to instruct advisers and approve costs; and
• any connected tax, accounting, employment, immigration or regulatory work.

This does not replace a formal instruction. It gives prospective advisers enough context to assess fit, conflicts and capacity without forcing the client to repeat the same incomplete story to several firms.

Build and test the shortlist

If there is no established local adviser, record how each candidate was found: a regulator or professional-body directory, a firm website, an existing adviser, a professional connection or another source. Then check the candidate’s full legal identity and relevant professional status with the appropriate regulator or professional body, and assess evidence of experience relevant to the jurisdiction and workstream.

Name the person who owns the selection decision. Also record the current workaround and any time, risk or cost it creates, so proposals can be compared against the present position. These are discovery and shortlisting inputs only. They do not establish buyer demand, a service gap or paid intent.

Nine questions to ask before appointing local counsel

1. Which jurisdiction and workstream must the firm cover?

“International experience” is too broad to be a selection criterion. Ask which law governs each part of the matter and which tasks require locally authorised professionals.

For example, a transaction may involve a holding company in one country, an operating business in another, staff in a third and funding documents governed elsewhere. One firm may coordinate the matter, but that does not mean it can deliver every regulated service in every place.

Define the workstream in practical terms: local-law advice, corporate filings, litigation, tax registration, employment support, due diligence or another specified task. Then ask the proposed firm to confirm what it can do itself and what would require another provider.

The American Bar Association practice article “Working with Local Counsel in Foreign Jurisdictions” discusses variable roles for foreign and local counsel and the importance of relevant jurisdictional expertise.[1] Whether a person is authorised for a particular task must be checked against the relevant jurisdiction’s regulator and rules.

2. Which legal entity and professionals would you engage?

A brand, alliance or professional network name does not establish which legal entity will provide the service. Verify the legal identity of each proposed participating provider and ask for:

• the full legal name of the proposed firm;
• its relevant office and jurisdiction;
• the lead professional and supervising partner;
• confirmation of the licences or professional permissions relevant to the work;
• the proposed team and use of external specialists; and
• the entity that will contract, bill and hold client money, if applicable.

Verify credentials with the relevant regulator or professional body where appropriate. Do not assume that membership of any network, directory or association replaces that check.

3. Who is the originating firm and who is the delivering firm?

Clear labels prevent blurred responsibility.

The originating firm is the firm that receives the client’s request or introduces the matter into another jurisdiction. It may retain the primary client relationship and may coordinate communication.

The delivering firm is the firm proposed to perform an agreed workstream in the relevant jurisdiction. It may be engaged by the client, the originating firm or another authorised party, depending on the actual arrangement. Do not assume the engagement chain or the legal identity of a participating provider.

The same firm may perform both roles for part of a matter, but that should be stated rather than assumed. Record:

• who the client is for each engagement;
• who engages whom, and on whose authority;
• who may give instructions;
• who gives advice on each jurisdiction;
• who owes what under the actual engagement terms and applicable professional rules;
• who owns each deadline and deliverable;
• whether communication goes directly to the client or through the originating firm; and
• which firm will issue each invoice.

Do not infer responsibility or authority from an introduction alone. Ask the relevant advisers to state the position in the engagement documents and obtain matter-specific advice where responsibility, authority or professional duties are uncertain.

4. Have conflicts, independence and capacity been checked?

Give the proposed firm enough accurate information to run its conflict process. That usually includes the relevant legal entities, beneficial owners where required, counterparties and other participants.

Ask whether the firm:

• has completed or can complete its conflict check before receiving sensitive detail;
• can act independently under its professional rules;
• has capacity for the stated timetable;
• has handled the relevant type of matter in that jurisdiction; and
• can identify any need for separate counsel.

A conflict check is not a box to tick once. New entities, counterparties or workstreams can require the position to be reviewed.

5. What will the engagement letter cover?

The written engagement should make the operating model visible. Ask the proposed firm to address:

• the client and engaged firm;
• scope and explicit exclusions;
• team and supervision;
• assumptions and dependencies;
• fees, taxes, disbursements and billing currency;
• payment terms and authority for additional work;
• confidentiality and information-sharing;
• document retention;
• governing law, complaints and dispute provisions; and
• termination and handover.

Do not assume that standard terms from one country will work unchanged in another. The American Bar Association article “Engaging Foreign Counsel in Cross-Border Litigation” is an individual author’s US-centred litigation practice commentary; within that scope, it notes that engagement letters can encounter differences in local rules and dispute-resolution arrangements.[2]

Where more than one firm is involved, compare the engagement documents. Gaps often appear between scopes: each firm may assume the other is handling a filing, opinion, tax consequence or closing step.

6. How will communication and decision-making work?

Cross-border coordination needs more than a shared email chain. Agree:

• one lead contact at the client;
• one lead at the originating firm, if there is one;
• one lead at each delivering firm;
• the language for advice and official documents;
• meeting cadence and time-zone expectations;
• the format for status, risk and cost updates;
• who can approve changes to scope or budget; and
• how urgent decisions will be escalated.

Also ask how local legal and business context will be explained. The same US-centred ABA litigation commentary discusses how differences in legal culture can affect the framing of litigation and how work in one jurisdiction may affect parallel proceedings elsewhere.[2] It should not be read as a universal rule for all transactions or jurisdictions.

A short written responsibility matrix can be more useful than a long chain of informal updates.

7. How will confidentiality, privilege and data transfers be handled?

Do not assume that confidentiality or legal privilege works identically across borders. The IBA-hosted “Privilege and ethics in cross-border litigation” is a 2020 contributed Litigation Committee newsletter article by named practitioners, not an institutional rule or current jurisdiction-specific legal opinion. It illustrates differences among jurisdictions, including differences affecting in-house counsel and the treatment of documents.[3]

Before sharing sensitive material, ask the relevant advisers:

• which privilege and confidentiality rules may apply;
• who should be included in communications;
• how documents should be labelled and stored;
• whether translators, experts or other third parties could affect protection;
• where personal information will be accessed or stored; and
• what transfer mechanism or safeguard is required.

For UK-regulated personal information, apply the Information Commissioner’s Office’s three-part restricted-transfer test before considering a transfer mechanism: (1) UK GDPR applies to the relevant processing; (2) the organisation responsible for initiating the transfer makes the information available to an organisation outside the UK; and (3) the recipient is a separate legal entity from the organisation initiating the transfer. Only if all three tests are met does its international-transfer guidance direct the initiating organisation to consider adequacy, appropriate safeguards or, where available, an exception.[4]

This is an area for matter-specific advice. A network introduction or shared technology platform does not settle privilege, confidentiality or data-protection questions.

8. How will connected legal, tax and accounting issues be coordinated?

A local legal answer may create a tax, reporting or accounting consequence. The reverse is also true. Ask each adviser to identify dependencies, but avoid treating one professional discipline as automatically responsible for another.

For each connected workstream, record:

• whether specialist advice is required;
• which firm or professional will provide it;
• which entity is the client;
• what information may be shared;
• how assumptions will be reconciled; and
• who consolidates the timetable and flags contradictions.

Coordination should not obscure the need to establish responsibility. For each participating provider, verify its legal identity and ask who engages whom, which work it accepts and who owes what under the actual terms and applicable professional rules.

9. What will a successful handover or completion look like?

Define completion before work starts. Depending on the matter, this may include:

• a signed agreement or completed filing;
• an advice note that states assumptions and limitations;
• a closing set or evidence register;
• a list of post-completion obligations and owners;
• final cost reporting;
• transfer or return of client documents; and
• a clear route for follow-up questions.

If the originating firm will resume day-to-day responsibility after local work ends, specify what the delivering firm must provide and when. A matter is not complete merely because the last invoice has been issued.

A one-page instruction checklist

Before asking for a proposal, send a concise brief containing:

1. Client and relevant entities
2. Jurisdictions and governing laws already known
3. Matter summary and intended outcome
4. Required workstreams
5. Key dates and urgency
6. Known counterparties and advisers
7. Candidate discovery source and identity/credential checks
8. Relevant experience evidence requested
9. Originating-firm role, if any
10. Expected delivering-firm role and proposed engagement chain
11. Data, documents and languages involved
12. Requested fee structure and reporting format
13. Selection owner, decision-maker and instruction authority
14. Current workaround and any time, risk or cost to compare
15. Questions or uncertainties the firm must resolve

Ask the firm to respond against the same headings. That makes proposals easier to compare and exposes assumptions early.

What a professional network can and cannot do

A professional network may help participating firms identify potential professional connections. Any referral, introduction, response or engagement depends on the relevant firms and is not guaranteed by membership. A possible connection does not remove the need for identity and credential verification, due diligence, conflict checks or clear engagement terms.

ADAM Global Network is a network and should not be treated as automatically delivering legal, tax or accounting services. For every proposed participating provider, verify its legal identity. Ask who engages whom, which entity accepts each workstream, who owes what under the actual terms and applicable professional rules, and which party contracts, bills or holds client money where relevant.

No suitability, acceptance, response, service outcome or delivery is guaranteed by an introduction or by network membership. Any commercial arrangements between participating firms sit outside this article and must not be inferred from it.