The general counsel seat is the top legal job in a company, and one of the most sought after in the profession. There is no single path to it: some general counsel come from big law firms, some rise inside a legal department, and some take the title as the first lawyer at a growing company. This guide explains what a general counsel does, the common paths to the role, the skills companies look for, how to land the job and negotiate it, and how to succeed in your first 100 days. Use the index to jump to what you need.
In This Guide
- What a General Counsel Does
- Common Paths to General Counsel
- What Companies Look For
- Build Your Path to the GC Seat
- Land the General Counsel Job
- General Counsel Pay and the Offer
- Your First 100 Days as GC
- Prove the Value of the Legal Function
- Beyond General Counsel
- Does Every Company Need a General Counsel?
- Quick Answers
1. What a General Counsel Does
The general counsel leads the legal function and advises the CEO and the board. The title says “general” for a reason: on any given day the job can touch contracts, a lawsuit, a regulator, an employment dispute, a board meeting and a strategic deal. Typical responsibilities include:
- Advising the CEO, the executive team and the board on legal risk and strategy.
- Leading major transactions, from financings to acquisitions.
- Managing litigation, regulatory matters and investigations.
- Running governance, compliance and ethics programs, often as corporate secretary.
- Protecting intellectual property and the company’s reputation.
- Building and managing the legal team, its budget and its outside counsel.
General counsel, chief legal officer and head of legal
Titles vary. At larger companies, the chief legal officer may sit above or alongside a general counsel and report directly to the CEO. At startups, the first lawyer is often called general counsel or head of legal. Judge a role by its scope, its reporting line and whether it includes a seat on the executive team, not by the title alone.
2. Common Paths to General Counsel
Law firm to general counsel
The traditional path starts with solid training at a large law firm, usually in a broad corporate practice, before moving in-house. Some partners move straight into general counsel roles, especially at companies they represented as outside counsel.
Up through the legal department
Many general counsel rise inside a company: counsel, senior counsel, associate or deputy general counsel, then general counsel. Internal promotions are built on trust; companies with real succession plans groom their next general counsel for years. Ask whether you are part of that plan. If you are not, the next step may be at another company.
First lawyer at a growing company
Senior counsel at large companies often become the first lawyer, with the general counsel title, at a smaller or faster-growing company. It is the fastest route to the title, and a hard job: you will be the whole department at first. Our guide on how to manage your in-house career explains why moving up often means moving somewhere new.
From a specialty or from government
Lawyers from litigation, regulatory, compliance or government backgrounds become general counsel in industries where those risks dominate, such as health care, financial services and energy. See our guide for government attorneys moving to private practice or in-house roles.
3. What Companies Look For
Legal excellence is the entry ticket. CEOs and boards hiring a general counsel increasingly look for a business leader who happens to be a lawyer.
- Business judgment: understanding how the company makes money and giving advice that moves it forward. See why in-house counsel need to carry a quota and sell.
- Strategic thinking: anticipating risks and opportunities before the business sees them.
- Breadth: comfort across transactions, disputes, regulation, employment and governance.
- Board and executive presence: calm, concise counsel to the CEO and the board.
- Leadership: building and developing a team and managing outside counsel and a budget.
- Crisis management: steady handling of investigations, cyber incidents and public controversies.
- Integrity: the ability to say no to the CEO when it matters, and the judgment to know when it does.
- Non-legal skills: finance, operations, communications and technology increasingly separate finalists.
Our guide on how to be a good in-house lawyer covers the practical and people skills that underpin all of these.
4. Build Your Path to the GC Seat
Treat the general counsel role as a five-year project. A practical plan:
- Broaden your experience. Take on matters outside your specialty: a deal, a dispute, a regulatory issue, an employment matter.
- Get in front of the board. Volunteer to prepare board materials, support committees or serve as assistant corporate secretary.
- Manage people and a budget. Lead a team, even a small one, and own spending on outside counsel.
- Learn the business. Understand the financials, the customers and the competition. Consider finance or business courses.
- Find a sponsor. A general counsel or executive who will speak up for you when roles open.
- Get visible outside. Speak, write and join groups such as the Association of Corporate Counsel.
- Know the market. Read general counsel job postings to see what companies require, and build toward it.
Learning to manage outside firms is a core GC skill; see 10 commandments for external counsel, managing litigation and our M&A guide for in-house counsel.
5. Land the General Counsel Job
Where general counsel roles come from
- Search firms: many general counsel searches are run by legal or executive recruiters. Build relationships before you need them; find one in our legal recruiter directory.
- Job postings: many roles, especially at mid-size and growing companies, are posted. Browse general counsel jobs, chief legal officer jobs and head of legal jobs from GoInhouse.com, and set up job alerts.
- Your network: executives, board members, investors and former colleagues often hear about openings first.
- Internal succession: make your ambition known to your general counsel and your CEO.
Prepare for the process
General counsel interviews include the CEO, other executives and often board members. Expect questions about judgment under pressure, how you would build the department, how you work with the board and how you would handle a disagreement with the CEO. Our legal interview questions guide has a section on senior interviews, and our general counsel resume section shows how to present your record.
Do your own diligence
Before you accept, understand the company’s finances, litigation, regulatory exposure, board dynamics and the CEO’s view of legal. Ask why the role is open. A general counsel job at the wrong company can be a career setback.
6. General Counsel Pay and the Offer
General counsel pay varies widely by company size, industry and whether the company is public. Packages usually combine base salary, an annual bonus and long-term incentives such as equity, and senior offers may include severance and change-in-control protection. Use our in-house counsel salaries guide and the pay ranges in current general counsel job postings to benchmark, and read our guide on negotiating the in-house job offer before you sign.
7. Your First 100 Days as GC
A new general counsel usually gets a honeymoon, a window when colleagues are open to change because you are new. Use it well:
- Listen first. Meet the CEO, executives, board chair and your team. Ask what works, what does not and what keeps them up at night.
- Find the risks. Review litigation, investigations, key contracts, compliance gaps and insurance.
- Assess the team and outside counsel. Who is strong, what is missing, what is the spend.
- Agree on priorities. Settle three to five goals with the CEO, and how success will be measured.
- Deliver early wins. Fix a slow contract process, resolve a lingering dispute, or simplify a policy.
- Set your operating rhythm. Regular updates to the CEO and board, and clear ways for the business to reach legal.
Our article on the first 90 days in-house adds practical tips for any new role, and how to develop your in-house team covers building the department.
8. Prove the Value of the Legal Function
General counsel are judged on the value they bring, not just the problems they prevent. Report in business terms: deals closed faster, disputes resolved without litigation, outside counsel spend reduced, risks caught early. For a detailed look at how to calculate the return on a general counsel, written by an experienced GC, read general counsel ROI: the value of the GC to the company.
- Use technology and data to track legal work and outside counsel performance.
- Get involved early in strategic projects, when a small change costs little.
- Take on work that would otherwise fall to the CFO or CEO, such as insurance and board preparation.
- Make sure the CEO and board see the results.
9. Beyond General Counsel
The general counsel seat is no longer the end of the road. General counsel move to larger companies, join boards, take on business roles such as chief operating or chief administrative officer, and some become CEOs. One well-known example: Chelsea Grayson went from law firm partner to general counsel and then CEO of American Apparel. Others build portfolio careers as fractional general counsel, board members and advisors.
10. Does Every Company Need a General Counsel?
Not every company needs a full-time general counsel. Many early-stage companies rely on the CFO, outside counsel or a fractional general counsel. The case for hiring one grows with complexity: rapid growth, financings, acquisitions, regulation, international expansion, or significant outside legal spend. A general counsel embedded in the business can act faster and more cheaply than outside firms on many issues, and brings judgment that outside counsel with many clients cannot. Companies ready to hire can post a general counsel job on GoInhouse.com.
11. Quick Answers
How do you become a general counsel?
Build broad legal experience, learn the business, gain board exposure, lead people and a budget, and find a sponsor. Many lawyers reach the title by moving to a smaller or faster-growing company as its first or senior lawyer.
How many years does it take to become a general counsel?
It varies widely. Some lawyers become the first general counsel at a startup within ten years of law school; at large public companies, general counsel usually have 20 years or more of experience.
What is the difference between a general counsel and a chief legal officer?
Often none: many companies use the titles interchangeably. Where both exist, the chief legal officer usually has broader responsibility, reports to the CEO and may oversee the general counsel.
Do you need law firm experience to become a general counsel?
No, though it remains a common path. Many general counsel built their careers in-house or in government.
What skills do CEOs want in a general counsel?
Business judgment, strategic thinking, leadership, board presence, crisis management and the integrity to say no when it matters.
What does a general counsel do in the first 100 days?
Listen to the CEO, executives, board and team, identify the main risks, assess the team and outside counsel, agree on priorities and deliver a few early wins.
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