Identify the organisation being represented

Confirm the legal entity or association, its governing documents, and the matter for which advice is sought. A project name may be different from the entity that enters contracts or employs staff. ABA Model Rule 1.13 treats the organisation as the client when that is the engagement. Its constituents do not automatically become individual clients simply because they communicate with the lawyer.

Map decision-making authority

Identify who may instruct counsel, approve expenditure, sign an agreement, and authorise a significant change in strategy. These functions may sit with different people or bodies. Check the governing documents and applicable law rather than relying on the most active participant. A board member’s enthusiasm for a proposal does not necessarily establish authority to bind the organisation.

Define the project and the information flow

A useful engagement describes the assignment, expected deliverables, responsible contacts, and exclusions. Agree how advice reaches the people authorised to act on it. Consider staff changes and the storage of important documents. Where several partners work together, determine whether each has separate representation and what information may be shared; a common purpose does not resolve every confidentiality question.

Recognise when interests may diverge

An employment concern, allegation about a director, or disagreement over control can expose differences between the organisation’s interests and an individual’s. The lawyer may need to explain the limits of the relationship and consider applicable conflict rules. Avoid presenting organisational counsel as everyone’s personal adviser. Significant questions about authority or duties require fact-specific advice under the relevant professional and organisational law.

Leave a usable record of decisions

Record the decision through the organisation’s appropriate process, identify who will implement it, and set a review date where needed. Keep legal advice and operational records organised with suitable access controls. A clear handover helps the next volunteer or board member understand what was authorised without reconstructing the project from scattered messages or relying on an informal recollection.

From reading to reflection

A practical starting point

  • Identify the actual organisational client.
  • Check authority to instruct, approve, and sign.
  • Agree the assignment and information-sharing limits.
  • Document decisions and implementation responsibility.

Reference point: American Bar Association, Model Rule 1.13 and commentary on the organisation as client. Applicable organisational law and adopted professional rules control. Reviewed September 30, 2026.

General information for readers interested in legal practice and access to justice. It is not advice on a particular matter.