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PapaHR · Mike Pritula Academy · Roles

In-house Counsel: Role Profile, Metrics and Interview Questions

This page brings together a role profile, key performance indicators (KPIs), interview questions and an onboarding plan for in-house counsel. Use it to hire someone who explains risks and helps your business agree deals it can deliver.

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  3. After 90 days, review the person against the same KPIs and competencies.

Job profile

Why the role exists

Help the company agree clear contracts and resolve disputes while controlling potential losses.

Result in a year

Contracts are reviewed before signing, obligations and claims are tracked, and management understands the risks behind its decisions.

Place in the structure

  1. Reports toBusiness owner or managing director
  2. Direct reportsNone
  3. Works withManagement — decisions on material risks and spending, Sales — deal terms and customer negotiations, Purchasing — supplier and contractor agreements, Finance — payments, outstanding debts and supporting documents, Human resources — employment documents, Project managers — acceptance of work and contractual deadlines, External counsel — matters outside the role’s expertise
Key result areas
  1. Contracts reviewed before commitments are made — Contract reviews completed on time100% of contract reviews completed on time
  2. Material risks referred to management for a decision — Material risks escalated on time100% of material risks escalated on time
  3. Claims handled without missed deadlines — Claim actions completed on time100% of claim actions completed on time
  4. Owners notified of contractual deadlines — Obligation reminders sent on time100% of obligation reminders sent on time
  5. Colleagues receive advice they can act on — Requests closed without corrections100% of closed requests without legal errors
  6. Recurring deals use current templates — Template update plan completed100% of planned template updates accepted
Requirements

Experience: Independent experience reviewing commercial contracts and preparing claims

Formal: Legal qualifications appropriate to the role; clarify any representation requirements

Should know

  • Commercial contract structure and protections for payment and performance
  • Contract approval, signing and storage processes
  • Preparing claims and collecting supporting evidence
  • Deal structures in the company’s sector
  • Confidentiality and document access controls

Should be able to

  • Draft clear, unambiguous terms
  • Identify payment, acceptance, liability and termination risks
  • Assess potential losses using the terms of the deal
  • Negotiate disputed provisions
  • Track request deadlines in a register or spreadsheet
  • Explain options and consequences to management
Competencies at three levels

Contract risk analysis

Spots terms that could cost the company money or control over delivery.

  1. Identifies obvious risks using a checklist and clarifies missing terms.basic
  2. Connects contract terms to the deal process and assesses potential losses.solid
  3. Identifies linked risks across documents and proposes workable protections.strong

Document accuracy

Errors in dates, amounts or versions can undermine agreed protections.

  1. Checks party details, amounts, dates and attachments against a checklist.basic
  2. Finds inconsistencies between clauses and keeps a clear revision history.solid
  3. Improves templates and review processes to prevent recurring errors.strong

Negotiating terms

Protects the company’s interests while keeping a deal achievable.

  1. Explains proposed changes and records the other party’s objections.basic
  2. Clarifies each party’s interests and offers acceptable wording options.solid
  3. Negotiates linked terms within agreed limits on concessions.strong

Clear advice

Management needs to understand consequences without interpreting complex legal wording.

  1. Summarises the issue and answers colleagues’ follow-up questions.basic
  2. Explains options, consequences and a recommendation in plain language.solid
  3. Helps departments agree a decision when information is incomplete.strong

Deadline management

Late responses and overlooked dates can undermine the company’s ability to protect its interests.

  1. Records task deadlines and flags delays early.basic
  2. Prioritises by consequences, requests documents and manages dependencies.solid
  3. Builds reminders and request allocation processes that prevent repeated missed deadlines.strong

Professional judgement

Ensures uncertainty is flagged, confidentiality is protected and specialist help is sought promptly.

  1. Follows document access rules and checks uncertain conclusions with a mentor.basic
  2. Separates facts from assumptions and recognises the limits of personal expertise.solid
  3. Arranges specialist review of complex matters and takes responsibility for correcting mistakes.strong
Builder

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Tick what this person does at your company. On the right is the ready profile: copy it or open it in PapaHR.

In-house Counsel

Help the company agree clear contracts and resolve disputes while controlling potential losses.

Duties
  1. Review contracts before signing and identify material risks
  2. Draft contracts, schedules and amendments
  3. Suggest acceptable alternatives to disputed terms
  4. Agree revisions with colleagues and business partners
  5. Escalate risks requiring management approval
  6. Maintain a register of contracts, versions and approvals
  7. Track contractual deadlines and alert the people responsible
  8. Draft claim letters and responses to business partners
  9. Collect dispute evidence with the relevant colleagues
  10. Advise employees and update contract templates
  11. Coordinate corporate changes with external counsel
  12. Review employment documents
  13. Review terms for processing and sharing personal data
  14. Help document ownership of newly created materials
  15. Review legal terms for tender submissions
  16. Coordinate litigation with external counsel
  17. Run short sessions on common contract mistakes
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In-house counsel KPIs

  1. Contract reviews completed on time — On-time reviews / all reviews due this period × 100%. Mistake: Moving deadlines retrospectively or treating a forwarded file as a completed reviewweight 25% · month
  2. Material risks escalated on time — Timely escalations / all risk escalations due this period × 100%. Mistake: Counting notices that explain neither the consequences nor the available optionsweight 20% · month
  3. Claim actions completed on time — Timely claim actions / all claim actions due this period × 100%. Mistake: Counting only outgoing claims and overlooking responses or requests for documentsweight 15% · month
  4. Obligation reminders sent on time — Timely reminders / all reminders planned for this period × 100%. Mistake: Sending reminders after deadlines or without identifying the person responsibleweight 15% · month
  5. Requests closed without corrections — Requests closed without legal errors / all closed requests × 100%. Mistake: Treating new information as a lawyer’s error or hiding corrections after closureweight 15% · month
  6. Template update plan completed — Accepted template updates / planned updates × 100%. Mistake: Counting drafts that employees have not yet received for useweight 10% · quarter
Calculator

Work out the KPI bonus

Enter how much of each target was met, in percent, and the bonus at 100%. You can change the weights.

KPIWeight, %Achieved, %Share
Contract reviews completed on time
Material risks escalated on time
Claim actions completed on time
Obligation reminders sent on time
Requests closed without corrections
Template update plan completed
KPI total
Bonus
Sum of weights

The weights are an example. They should add up to 100%.

Interview questions

Scorecard

Run the interview and get the result

Score each answer from 1 to 5 and the total is worked out by competency. Keep this page open on your phone during the interview.

Contract risk analysis

Describe a contract with a hidden risk you spotted. How did you assess consequences, what did you suggest, and how did the deal end?

✓ Listen for: Specific clause, business consequences, personal actions and the final agreement.

⚑ Red flag: Lists risky wording but cannot explain its effect on the deal.

Tell us about a contract review with missing information. What did you request, and how did it change your assessment and the decision?

✓ Listen for: Relevant facts, verification sources, revised assessment and the decision made.

⚑ Red flag: Reached a firm conclusion without checking key assumptions.

Document accuracy

Describe a mismatch between a contract and its schedule. What did you change, and how did you check the final version?

✓ Listen for: Identified inconsistency, checks on related terms and version control before signing.

⚑ Red flag: Changed one clause without checking related amounts, dates and attachments.

Tell us about your own document error. How did you find it, address the consequences and change your review process?

✓ Listen for: Ownership of the mistake, corrective action and a specific prevention measure.

⚑ Red flag: Hid the error or blamed colleagues entirely.

Negotiating terms

Describe negotiations where the other party rejected your revision. What alternatives did you offer, and what agreement did you reach?

✓ Listen for: Both parties’ interests, concession limits, alternative terms and the outcome.

⚑ Red flag: Conceded unconditionally or blocked the deal without exploring alternatives.

When sales asked you to accept a risky term, how did you agree an internal position, and what happened?

✓ Listen for: Discussion of consequences, approval of acceptable risk and a recorded decision.

⚑ Red flag: Accepted a material risk alone to secure a quick signature.

Clear advice

Describe a complex legal issue you explained to a business owner. What did you recommend, and what decision did they make?

✓ Listen for: Brief issue summary, clear options, consequences and the recommendation’s influence on the decision.

⚑ Red flag: Recites a lengthy opinion without identifying a recommendation or outcome.

Tell us about a colleague misunderstanding your advice. How did you find the cause and check their revised understanding?

✓ Listen for: Specific misunderstanding, clearer explanation and a check on the colleague’s next actions.

⚑ Red flag: Treats understanding the advice as solely the recipient’s responsibility.

Deadline management

Describe handling several urgent contracts alongside a claim. How did you prioritise, agree deadlines, and what did you complete?

✓ Listen for: Priorities based on consequences, agreed deadlines, managed dependencies and actual results.

⚑ Red flag: Prioritises the loudest requester without considering the consequences of delay.

Tell us about a deadline threatened by missing documents. What did you do, and how did the task end?

✓ Listen for: Early requests, alerts to owners, available actions and an honest account of results.

⚑ Red flag: Waited silently for documents until the deadline passed.

Professional judgement

Describe a matter outside your expertise. How did you recognise your limits, seek help and check the advice you received?

✓ Listen for: Acknowledged uncertainty, appropriate specialist selection and checks that advice fitted the task.

⚑ Red flag: Presented an unchecked guess as a final opinion.

Recall a request for confidential documents. How did you check authority, limit disclosure and record what happened?

✓ Listen for: Recipient verification, access grounds and limits on the information shared.

⚑ Red flag: Sends the entire archive to anyone claiming involvement in the deal.

Score at least one answer and the result shows up here. ·
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Test task

Review a services agreement before project launch · 2 hours

Give the candidate a fictional contract, a statement of work and a customer email. Payment depends on acceptance, but no customer response deadline is specified; the provider’s liability is uncapped; sales has promised to start before signing. Ask the candidate to flag risks, suggest revisions and write a short note to the director outlining options. They should list missing information and questions for colleagues. Assess only the supplied materials; do not assign work on a live deal.

How to assess it

  • Identifies payment, acceptance, liability and early-start risks
  • Revisions are consistent with each other and the service scope
  • Advice considers customer interests and the company’s delivery capacity
  • Separates facts from assumptions and lists missing information
  • Director can understand options, consequences and the recommended decision
  • Escalates material risks for approval rather than concealing them

Ready job ad

In-house Counsel at [company name]

Help our [business sector] team negotiate contracts and resolve disputes. You will report to [manager], working mainly with [customer and supplier types].

What you will do

  • Review customer, supplier and contractor agreements
  • Draft revisions and negotiate commercial terms
  • Explain risks to management and suggest options
  • Maintain the contract register and flag contractual deadlines
  • Prepare claims, responses and evidence for disputes
  • Update templates and answer the team’s questions

What we need

  • Legal qualifications appropriate to the role
  • Experience independently handling commercial contracts
  • Ability to negotiate deal terms
  • Ability to write brief, clear advice
  • Careful handling of versions, schedules and deadlines
  • Willingness to flag uncertainty and seek specialist help

What we offer

  • Pay: [salary in $ and review terms]
  • Hours: [working hours]
  • Location: [city]; arrangement: [office, remote or hybrid]
  • Specialist support: [external counsel and how to engage them]
  • Development: [budget and terms]

In PapaHR this text becomes a job opening with a careers page and a candidate pipeline.

90-day onboarding plan

Before day one

  1. Send the joining plan and contact listHR
  2. Prepare contract templates, registers and a list of open disputesManager
  3. Set up document access using the approved listIT

Day one

  1. Explain the business model, authority and permitted concessionsManager
  2. Show contract handling from request to signed-version storageMentor
  3. Check access and collect questions about current obligationsNew hire

First week

  1. Review active contracts, claims and upcoming deadlinesNew hire
  2. Review initial advice and explain previous concessionsMentor
  3. Agree priorities, review deadlines and urgent request handlingManager

30 days

  1. Complete the register with contracts, deadlines and ownersNew hire
  2. Review contract assessments and agree a material risk listManager
  3. Agree metric calculations and treatment of periods without requestsManager

60 days

  1. Independently negotiate a contract with disputed termsNew hire
  2. Update a priority template using recurring review commentsNew hire
  3. Check advice quality and whether reminders workManager

90 days

  1. Present open risks, decisions and overdue actionsNew hire
  2. Assess independence in contract and claim handlingManager
  3. Record probation period outcomes and a development planHR

Probation period goals

  1. Build a working register of the agreed active contractsEach contract has a version, deadline, owner and next action; the manager has checked completeness.
  2. Review routine contracts independentlySample target: 100% of the agreed on-time review plan, with no material risks missed during quality checks.
  3. Establish tracking of claims and contractual obligationsThe agreed list has deadlines and owners; reminders are sent and missed actions reviewed with the manager.
  4. Update a priority contract templateThe manager and process owner approve the template; the team uses it in a practice or live deal.

Career path

Junior Legal Counsel

Drafts from templates and collects supporting materials under a mentor’s review.

To move up: Review routine contracts independently, meet deadlines and explain identified risks.

Legal Counsel

Handles contracts and claims, negotiates revisions and advises colleagues.

To move up: Handle complex negotiations, improve templates and reliably manage several workstreams.

Senior Legal Counsel

Handles complex deals, reviews colleagues’ work and coordinates external counsel.

To move up: Learn to allocate work, plan spending and prepare risk summaries for management.

Head of Legal

Owns priorities, service quality, the team and external legal spending.

To move up: Take responsibility for new business areas as the company grows.

Questions for a 1:1 meeting

  1. Which open risk currently poses the greatest threat to company funds?
  2. Which contracts are waiting for a decision from me or colleagues?
  3. Which obligations fall due soon, and who owns delivery?
  4. Which counterparty terms most often block agreement, and what alternatives can we offer?
  5. Which claims need a decision on spending or concessions?
  6. Where do we need external expertise, and what information should we prepare?
  7. Which recurring team mistake could we prevent by changing a template or process?

Mistakes in hiring and managing

  1. Hiring one lawyer as an expert on every issue
    Better: Define the main deal types and arrange external help for specialist matters.
  2. Judging performance only by the percentage of disputes won
    Better: Review preparation, deadlines and decision quality in light of the starting circumstances.
  3. Involving counsel after customer promises and work have begun
    Better: Review terms before making commitments or setting a launch date.
  4. Demanding zero risk without allowing discussion of terms
    Better: Set concession limits and assign material risk decisions to management.
  5. Treating speed as the sole sign of a good review
    Better: Assess turnaround alongside revision quality and any missed material risks.
HR in money

What a bad hire costs: In-house counsel

The same calculation as in PapaHR «HR in money»: the cost of hiring plus the salary for the months the new hire worked at half capacity.

One leaver
A year

In the first months a new hire delivers about half the result, so the company pays the other half of the salary for learning. In PapaHR the calculation uses your real leavers.

Questions and answers

What does in-house counsel do in a small business?

They review contracts, negotiate terms, prepare claims and explain risks to management. The scope depends on the company’s deals; employment support and litigation should be agreed separately.

When should a business hire in-house counsel rather than external counsel?

An internal role is useful when contracts and legal questions require regular involvement with the team. For occasional needs, external support may work if an internal owner manages documents and deadlines. Compare workload, response times and the full cost of support.

Which KPIs suit in-house counsel?

Start with contract review deadlines, advice quality and timely claim actions. Agree data sources, task complexity and how document waiting time is handled; skip a metric if no relevant tasks were due. Review dispute outcomes separately, as they also depend on the starting circumstances.

How do you assess in-house counsel at interview?

Ask about past cases involving disputed terms, negotiations, personal mistakes and urgent requests. Then provide a fictional contract and assess whether the candidate identifies business consequences, suggests clear revisions and flags missing information.

How can you measure a lawyer’s financial contribution?

Review specific cases: debts recovered, agreed reductions in claims and legal support costs. Show potential losses separately from confirmed amounts. Do not count the full value of a reviewed contract as savings.

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