by Vida Buchalter Harband
of Advanced General Counsel
When it comes to legal services, many people believe there are only two options-hiring an outside counsel or hiring an in-house counsel. But for many companies, there is an important third option: You can hire what we call a "contract general counsel," an individual who can give you the experience of an in-house lawyer but with the flexibility of a freelance contractor. Best of all, you could end up paying a contract general counsel anywhere from $175 to $275 per hour vs. the $300 to $400 (and up) of an outside law firm. The ultimate benefit, however, is that you, the owner or manager, can focus on what you are great at-operating the business.
Typically, your contract general counsel will work a set number of days per week or month in your office, keeping an eye on the full spectrum of your legal issues. They will learn the nuts and bolts of your business and will be in a good position to know what matters to you and to spot red flags before they develop into serious legal problems.
While they operate as part of your team, a contract general counsel is also in a position to be more objective than traditional in-house legal personnel who have only one client--their employer. As an independent contractor, your contract general counsel should have at least a handful of clients and, therefore, may be more inclined to give unvarnished advice at a critical juncture.
Like a traditional in-house lawyer, your contract general counsel will handle your day-to-day legal issues such as customer agreements, vendor negotiations, employment policies, identification and resolution of business disputes, corporate governance, and regulatory compliance. In fact, it makes sense for these issues to be handled by an individual lawyer who has broad understanding of your business and broad legal experience.
However, if these legal issues become extremely complicated or you need to complete a major corporate transaction, raise significant funds, or defend the company in a do-or-die lawsuit, you can bring in a large law firm with its large staff, its excellent business contacts, and its extensive expertise in a wide range of legal issues. Best of all, your contract general counsel can work with you to pick a large firm and then can manage the relationship.
One business that has chosen to work with an outsourced general counsel is the American Business Institute. CEO Doug Frazier believes that working with an outsourced general counsel is a practical way to manage his business. It provides the company with legal oversight and strategic advice, regular management of the legal aspects of their business and an attorney to proactively help "keep them out of trouble", while freeing Mr. Frazier and other members of the management team to focus on the business. It also encourages them to deal with issues sooner rather than later since their attorney is regularly in the office, avoiding the "procrastination problem" that many face of finding (or making) the time to talk with your outside counsel.
Since this is a relatively new option in the legal field, there are no professional organizations that specialize in contract general counsels. The best way to find such a counsel is by asking your attorney, accountant, financial advisor, or other business professional. You can also check with your local bar association.
It's a good idea to interview more than one potential counsel to find someone who will be a good fit for you. Look for a breadth of legal knowledge and an excellent business track record, as well as a person you can trust and work closely with. You can expect to pay something below the going rate of a local law firm since contract general counsels have lower overhead than larger firms.
It does not always make sense to hire a contract general counsel. Depending on your business and how many legal issues are present, you can consider hiring an in-house lawyer with the needed level of expertise or a legal specialist such as a patent attorney to handle repetitive legal projects such as standard contracts. Yet another option may be to hire a non-lawyer professional such as a paralegal or a contract manager who can handle most of the tasks. There are specialized organizations, such as the National Association of Legal Professionals (www.nala.org), which can help you locate such professionals.
If you go this route, make sure these less experienced staff members are supervised by a senior attorney, which could be your contract general counsel. In fact, pairing your contract general counsel with a paralegal or a contract manager could be less expensive then hiring a full-time in-house general counsel and still free you to focus on what you know best-your business.
Vida Buchalter Harband, the principal of Advanced General Counsel, is a contract general counsel. She specializes in working with growing businesses. She can be reached at:
Vida B. Harband, Esq.
Advanced General Counsel