Fractional general counsel are usually lawyers with several years in-house, often as GC, deputy GC or senior counsel, after training at a law firm. Clients pay for in-house judgment: knowing what matters to a business, what risk is normal and when to send work to a specialist. Unlike other fractional roles, this one runs under professional conduct rules, which shape several of the steps below.
1. Choose your practice and clients
Fractional GCs specialize by client type and legal area. Common niches are venture-backed software companies (commercial contracts, privacy, financings), services firms (master services agreements, employment, contractor issues), healthcare (regulatory and privacy), ecommerce and consumer brands (marketing law, supply contracts, IP) and PE-backed companies (transactions and integration). Pick one or two and a size band, and describe your practice in those terms.
2. Check admission and practice rules
You need to be licensed where you practice and where your advice requires it. Rules on advising clients in other states or countries vary, and some jurisdictions have specific rules for lawyers who are not part of a traditional firm. Check the rules in each jurisdiction where you plan to work, including registration requirements and any obligations on how you describe your practice.
3. Set up the practice properly
Most fractional GCs operate through their own law practice, a small firm or a platform designed for in-house lawyers. Each option affects malpractice cover, trust accounting, conflict checking and marketing. Buy professional liability insurance; some jurisdictions require disclosure if you do not carry it. Set up a conflict checking process before your second client, because serving several companies can create conflicts when clients do business with each other.
4. Write a compliant engagement letter
Your engagement letter should cover the scope of the representation, what is excluded (litigation, financings, specific transactions), hours and fees, the overflow rate, who the client is (usually the company itself, which matters when founders disagree), confidentiality, termination and how outside counsel is engaged. If clients pay in advance for work not yet done, bar rules in many places require those funds to be held in a trust account until earned. Structure retainers with that in mind.
5. Set your prices
Fractional GC retainers typically run $3,000 to $15,000 a month for 10 to 40 hours, with overflow billed at roughly $250 to $500 an hour. New practitioners often start with 10- or 20-hour packages. Some lawyers take equity at startups; ethics rules in many jurisdictions allow it under conditions, including fair terms and informed consent, and it adds conflict considerations. Decide your policy in advance.
6. Win the first clients
First clients come from founders, CFOs and executives you worked with in-house, and from law firm colleagues who see clients too small for their rates. Write to 50 people with a short note on the companies you serve and the problems you handle. Follow your jurisdiction’s rules on lawyer advertising and solicitation.
7. Build referral partners
Law firms are a strong source: many have clients who need ongoing counsel at a lower rate than the firm can offer, and you can send specialist work back. Fractional CFOs, accountants, venture investors, startup programs and HR consultants also meet companies whose legal needs have outgrown occasional calls to a firm.
8. Build reusable tools
Templates, negotiation playbooks and onboarding checklists let you serve clients efficiently and make your service easy to explain. A standard first-month review of contracts, IP assignments and corporate records is a strong entry offer.
9. Find peers and programs
Communities and programs for fractional executives cover packaging, pricing and client development, and fractional peers in other roles are a reliable source of referrals. The programs for aspiring fractional executives are listed below this guide with their published prices and formats.