Outside General Counsel

No matter what industry or geographic region your company serves, there are specific laws and rules that you must follow. This need usually prompts business owners to consider hiring legal representation but often find that they cannot afford the costs associated with in-house counsel. Outside general counsel is a perfect balance, even if you already have in-house counsel, due to this arrangement’s flexible and cost-effective nature.

The article below covers everything that a start-up or business owner should know about hiring outside general counsel:

What Is Outside General Counsel?

Outside general counsel is a cost-effective way for medium and small businesses to retain the services of a lawyer or law firm. You generally hire outside general counsel as an independent contractor to work alone or with your in-house counsel. They have the capacity to handle matters, such as drafting and reviewing contracts, going to civil court, or offering ad-hoc legal advice.

You can hire outside general counsel to advise you in the following areas of law:

• Commercial real estate
• Contracts & transactions
• Corporate governance
• Employment law
• Finance
• Mergers & acquisitions
• Technology

Lawyers or law firms that provide outside general counsel services come in a variety of sizes and specializations. They usually work on flat fees, subscription payments, and traditional hourly billing. Law firms that offer these services will transparently share their billing requirements and practices with you before retention.

What is an Outside General Counsel’s Role?

Outside general counsel’s role is to offer business law services to start-ups and companies. They work externally as independent contractors, which means that your company doesn’t have to afford the standard accouterments of working with private employees. Law firms that offer outside general counsel services are often prepared to customize their approach to your company’s unique needs.

Your outside general counsel team can fulfill the following roles:

• Managing legal drafting, contract negotiation , and contract review efforts
• Spotting breach of contract issues internally and externally
• Providing ongoing legal advice on routine matters
• Handling the delegation of incoming legal matters
• Working with specialists and experts to achieve desired results
• Coordinating with your in-house team to navigate various legal issues
• Engaging in risk management services to mitigate financial exposure
• Directing efforts related to internal matters, like board meetings and disputes
• Representing the company in transactions, negotiations, and litigation
• Advising on employee-related issues
• Training employees and executives on business-related matters
• Drafting the documents necessary for business formations

Your outside general counsel will need to possess the same abilities, qualifications, and skills as in-house general counsel. This requirement means that they must have a valid law degree and licensure through the local bar association. What makes outside general counsel’s different is that they serve multiple customers versus working privately in-house.

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Benefits of Having Outside General Counsel

Companies of all sizes face legal issues regularly. Outside general counsel’s most significant benefit is providing ongoing legal advice and advisement on various matters, from regulatory issues to compliance.

Here are four benefits of hiring outside general counsel:

Benefit #1. Finances

Hiring outside general counsel is a cost-effective method of legal representation. Instead of keeping an in-house team on-staff, you can work with outside general counsel as needed. There’s no need to pay them benefits, bonuses, or make space at your office.

Benefit #2. Geographic Diversity

Many start-ups require the help of outside general counsel to transcend country and state lines. Breaking into new markets may require a full review of the rules and regulations that apply. Your outside general counsel can help you navigate these murky waters while helping you avoid legal mistakes.

Benefit #3. Specialization Access

It is beneficial to have outside general counsel based on their access to specialized people and experts. Outside general counsel can help connect with others. Instead of costs acting as a deterrent, the flexible nature of outside counsel can make it a possibility.

Benefit #4. Efficacy

Large companies will benefit from using outside general counsel for routine matters. They use in-house counsel to manage the overarching legal strategy and vision. In contrast, outside counsel handles the ad-hoc assignments. Small companies enjoy these advantages similarly since they can work with a solo practitioner on an as-needed basis.

Difference Between Corporate Counsel and General Counsel

There’s no difference between corporate counsel and general counsel. You can use the terms interchangeably. However, it’s better to use corporate counsel when referring to a corporation.

Can You Be Outside General Counsel to More Than One Company?

Yes, you can be outside general counsel to more than one company. However, the representing firm must ensure that no conflicts of interest exist with their current clients. More prominent law firms utilize conflict of interest software to ensure that your representation is ethical and fair.

When Should a Company Hire Outside General Counsel?

A company should hire general counsel as they begin experiencing significant growth. Usually, these benchmarks manifest in better infrastructure, a growing executive team, and raising capital. Even for the in-between phases of a company lifecycle, outside general counsel can become an invaluable resource that you can lean on as uncertainty arises.

1. When You’re Growing

Outside general counsel’s job is to assist you in growing and, hopefully, lowering expenses. As such, they’ll concentrate on contract and daily risk management, as well as acting as a consultant. They’ll review your company from a big picture perspective, keep you out of trouble, and look for opportunities to grow your organization.

2. When You’re In Trouble

If your company does find itself in hot water, outside general counsel can and will intervene on your behalf. Some matters are best handled by a business lawyer who has a strong command of legal knowledge and a deep bench of experience. They will make the dispute resolution and litigation process more streamlined while representing you as issues arise.

3. When You Need Legal Advice

Sometimes a business owner just has legal questions in general. Wouldn’t it be ideal to have someone on retainer that you could just call or email to answer them as needed? Outside general counsel is like having a legal doctor that can diagnose, analyze, and process your situation while applying relevant laws to it.

4. When Your In-House Team Needs Support

Outsourced general counsel and in-house teams can work together. Instead of bringing on another lawyer, you can support your existing team with outside general counsel. They can perform routine matters and take on transactional work that tends to bog down your in-house counsel while freeing them up for more pressing issues.

5. When the Benefit Outweighs the Cost

Standing on the losing side of a civil lawsuit is often more expensive than hiring a law firm in the first place. It’s not a drain on your financial resources if the costs outweigh the benefit. The firm you select should act as a transparent partnership that seeks to achieve positive outcomes for you and your team while not being afraid to offer a tough or unpopular opinion.

Hiring Outside General Counsel

If you want to hire outside general counsel, speak with business lawyers. They can offer you an initial consultation to learn more about how they can customize their services to fit your needs. Hiring outside general counsel is a wise approach if you need ongoing legal advice without a significant financial commitment.

Post a project in ContractsCounsel’s marketplace to get quotes for outside general counsel services. ContractsCounsel is a leading legal marketplace with vetted lawyers ready to help your business.

ContractsCounsel is not a law firm, and this post should not be considered and does not contain legal advice. To ensure the information and advice in this post are correct, sufficient, and appropriate for your situation, please consult a licensed attorney. Also, using or accessing ContractsCounsel's site does not create an attorney-client relationship between you and ContractsCounsel.