The in-house lawyer's role is often defined as 'managing the giving of legal advice', in comparison with the lawyer in private practice who 'gives legal advice'.

This distinction can lead to misunderstandings.

The 'make or buy' decision of whether to put work outside or retain it in-house underlies the relationship between in-house lawyers and their colleagues in private practice.

Most in-house departments of any size are giving legal advice on a daily basis on core topics.

They are therefore practising lawyers with the same professional obligation as their colleagues in private practice.So when the decision is made to purchase legal advice outside the company the first thing to bear in mind is that the external lawyer is complementary in function to the in-house lawyer.

Putting instructions outside may be due to lack of capacity in the department, or lack of a specific expertise.

The in-house lawyer is taking a decision as the manager of legal resources to use external rather than internal resources to deal with a business problem.

The in-house lawyer remains the owner of the advice given to the management of the client company, and will be answerable if it is wrong, if it changes, or is delivered in the wrong way or at the wrong time.The following points should be borne in mind by solicitors taking instructions from an in-house lawyer.-- Be complementary.

Make sure that clear instructions are received.

Once satisfied, preferably at partner level, that the instructions are clear, the firm should ensure that there is a plan to bring about the agreed end-result.

In-house lawyers appreciate immediate, informal (eg by e-mail) communication on essentials, such as 'legal show-stoppers'.

They also prefer their collea gues not to fall into the temptation of over-protecting the firm's insurance position by writing long and tiresome letters telling the in-house professional client what he or she already knows (the 'Chitty problem'; when the firm is asked a question, the trainee is asked to look into it, fails to understand it, copies a section of Chitty into a letter, whereupon the partner signs the letter and sends in a bill).

The reason why external advice is sought may well be extensive experience of specific transactions or problems which are only occasionally met by the in-house team: it should be the more subtle business consequences of the legal snags which are pointed out as quickly and as clearly as possible.It makes sense to get to know the client and the department well, and understand both the areas of specialism and the areas where the in-house team will welcome specialist help.

It is also well worth the effort to understand where a long-term relationship can help the in-house team to achieve its own professional objectives.

Examples include giving direct access to the firm's databanks and training facilities, provision of guidance on new laws and policy, and participation in legal audits.-- Be cost-conscious.

I recently had a call from a partner handling some major litigation for me suggesting two ways in which my costs could be kept down.

One was to forego his attendance at a meeting, the other was to dispense with the use of junior counsel in the litigation we were concerned with, on the grounds that his own assistant was perfectly capable of fulfilling the same role.

This illustrates the point: the external firm should be as cost-conscious on behalf of the client as it would be if spending its own money.

Clarity on this will also be enhanced by an 'umbrella' arrangement which deals with such well-known sources of irritation as charges for photocopying and travel costs.-- Be consistent.

In some respects the availability of an in-house professional client insulates the external adviser from the consequences of poor advice, whereas his or her in-house colleague will have to face, personally, the wrath of the senior executives whose commercial position may be undermined by the external lawyer's 'flip-flop'.

This problem can be met by ensuring that the business background to the issues which the firm is dealing with is understood and, in particular, that a specific check is run on the key assumptions underpinning the most important advice.

It is in the interests of both the in-house lawyer and the external adviser to ensure that, from the beginning, the external adviser is made aware of business or legal information which will increase the practical utility of the advice.

From the perspective of the firm's negligence policy underwriters, the firm may be in the clear if it changes its advice late but 'in time': the in-house colleague who has to deal with the business consequences may well be less willing to repeat the experience next time he or she is selecting an external adviser.