Legal Counsel Job Description Templates for Companies Hiring In-House
6 templates for the company side of legal hiring: generalist counsel, your first in-house lawyer, senior counsel, employment counsel, regulatory counsel, and fractional counsel. Download as DOCX.
The first time a company writes a legal counsel job description, it is almost always written by someone who is not a lawyer, for a role they have never managed, using a template built for a corporation with a legal department. The result lists twelve practice areas, demands ten years of experience, and says nothing about what the person will actually do on a Tuesday.
The role is real and it is not rare. There were 864,800 lawyers employed nationally in 2024, and the Bureau of Labor Statistics projects about 31,500 openings a year through 2034. A large share of that demand sits inside companies rather than firms, and a growing share of it sits inside companies small enough that the new hire will be the only lawyer in the building.
At FirstHR we write hiring templates for that employer. The six below cover a generalist in-house counsel, a first legal hire, a senior counsel, an employment specialist, a regulatory specialist, and a fractional arrangement, each with the licensing and classification notes generic versions leave out. More roles sit in the hiring templates library.
TL;DR
A legal counsel job description is written by a company, not a law firm, for a lawyer advising the business from inside. Scope it from real legal volume, state the bar requirement including out-of-state registration, and classify it right: a licensed attorney practicing law is exempt with no salary test. Lawyers earned a median of $159,670 (BLS OEWS, May 2025).
When a Company Brings Legal In-House
Companies hire in-house counsel when the cost of waiting exceeds the cost of the salary. That is a different calculation from the legal bill, and it is the one most founders skip. The signal is contract turnaround, escalation volume, and how often a deal slows down while everyone waits for a firm to reply.
There are four positions on the spectrum, and the posting you write depends entirely on which one you are moving to. A first in-house hire and a fifth counsel in an established department are barely the same job, even though both are called legal counsel.
Outside counsel only
No legal headcount
Right until legal spend becomes unpredictable or contract turnaround starts costing deals. The tell is not the invoice total, it is the business waiting three days for an answer that takes ten minutes.
Fractional legal counsel
Part-time or retainer
A lawyer on the inside for a set number of hours with a defined scope. The best fit for most small companies with steady contract volume and no appetite for a six-figure salary yet.
First in-house legal counsel
One full-time generalist
A single lawyer who does commercial, corporate, employment, and regulatory work and decides what still goes out. This is the role the keyword usually means, and it is a build job as much as an advisory one.
A legal department
General counsel plus team
A general counsel with counsel, paralegals, and legal operations underneath. Out of scope for most small businesses, and the wrong posting to copy when you are making your first legal hire.
Write the Posting for the Position You Are Moving To
Copying a job description from a large company is the standard mistake here. Those postings assume a general counsel above the role, specialists beside it, and paralegals below it, so they describe a narrow slice of work. Your first legal hire is the opposite: broad scope, no support, and a mandate to build the function. Say that explicitly. The candidates who want it will self-select, and the ones who want a specialist seat will not waste your time or theirs.
Scope the Role Before You Post It
Scope the role from last quarter's actual legal work, not from a list of practice areas. Count the contracts by type and value, add the employment questions, the corporate filings, and the regulatory items, and total the hours. That inventory is the job description, and it also tells you whether you need a full-time hire at all.
The second half of scoping is saying what stays outside. Litigation, patent prosecution, tax opinions, and specialist regulatory work belong with firms at most small companies. A posting that admits this reads as credible; one implying a single lawyer covers everything reads as a company that has not thought about it.
Work the business generates
Usual home at a small company
What to write in the posting
Customer, vendor, and partner contracts
In-house counsel
Name the contract types and the value threshold they own
Corporate records, consents, registrations
In-house counsel
List the entities and states so the workload is visible
Employment questions and separations
In-house counsel with outside backup
Say which states you employ people in
Workplace investigations
In-house or specialist firm
State whether counsel runs them or oversees them
Privacy and regulatory compliance
In-house counsel or a specialist
Name the regimes that actually apply to you
Litigation and arbitration
Outside counsel
Say plainly that it goes out and who supervises
Patents, tax opinions, immigration
Outside counsel
Exclude explicitly so nobody assumes it is in scope
Contract intake, tracking, renewals
Counsel builds it, operations runs it
Describe the systems work, not only the advice
What Belongs in the Posting
A legal counsel posting does four jobs at once: it defines a role that has no standard shape, it filters on a credential that is legally required, it protects the company, and it closes a candidate who has other options. Most postings do only the first, and they do it vaguely.
The parts that define the job
What the company does and who the counsel reports to
The four or five practice areas actually in scope
What stays with outside counsel and who decides
Whether this is the first legal hire or an addition
The parts that filter applicants
J.D. and the exact bar admission you require
Years of practice, split between firm and in-house
Contract types and deal sizes they will own
Regulatory regimes or industries they must know
The parts that protect you
State bar registration expectation for out-of-state lawyers
FLSA status stated on the posting
Conflicts and outside-practice expectations
Equal opportunity statement and essential functions
The parts that win the hire
Salary range, bonus, and equity if any
Legal budget and authority to spend it
Direct access to the founders or the board
A named person to apply to and a real timeline
The most common omission is authority. Candidates want to know whether they can sign, what they can approve without escalating, and whether they control the outside counsel budget. A lawyer who has to route every decision upward is doing a paralegal's job on an attorney's salary, and experienced counsel can read that from a posting. Our guide to writing a job description covers the general structure in more depth.
6 Legal Counsel Job Description Templates to Download
Download all six as one file or copy them individually. Each follows the same structure: company overview, position summary, key responsibilities, required qualifications, a licensing and classification note, an equal opportunity statement, and how to apply. The bracketed fields are the only parts you need to change.
Download All 6 Legal Counsel Job Description Templates
Generalist, first in-house hire, senior, employment, regulatory, and fractional counsel. All in one download.
Legal Counsel (Generalist)
The default in-house role
The universal version: commercial, corporate, employment, and regulatory work plus outside counsel management. Start here if the role does not fit a narrower variant.
First In-House Legal Counsel
Building the function
For a company moving legal off outside firms for the first time, with a 90-day build plan for templates, intake, spend, and the approval matrix.
Senior Legal Counsel
Escalation and strategy
For the hardest matters: strategic agreements, escalated negotiations, disputes, and board-level advice, with mentorship of junior counsel.
Employment and Labor Counsel
People-side risk
For multistate employers: classification, wage and hour, leave, investigations, separations, and handbook work alongside the People team.
Regulatory and Compliance Counsel
Rules into controls
For regulated industries and data-heavy products: regulatory inventory, privacy program, licensing calendar, audits, and regulator interactions.
Fractional / Part-Time Counsel
Scope and retainer
For companies not ready for a full-time lawyer, with an included and excluded scope, a response time, and an honest employee versus outside counsel note.
Template 1: Legal Counsel (Generalist, In-House)
The universal in-house version: commercial, corporate, employment, and regulatory work plus outside counsel management. Start here if the role does not fit a narrower variant.
For escalated and strategic work: high-value agreements, disputes, and board-level advice, with mentorship of junior counsel. If you are staffing a law firm rather than a company, the attorney job description templates cover partner-track and firm roles instead.
Senior Legal Counsel Job Description
SENIOR LEGAL COUNSEL JOB DESCRIPTION
Company: __ ([City, State])
Reports to: [General Counsel / Chief Legal Officer / CFO]
investigations, separations, and restrictive covenants. The role partners with
People and Finance and manages employment matters with outside counsel.
KEY RESPONSIBILITIES
•Advise on hiring, offer terms, background checks, and onboarding paperwork
•Review exempt and non-exempt classifications and contractor arrangements
•Advise on wage and hour questions: overtime, meal and rest periods, expenses
•Support leave, accommodation, and return-to-work questions
•Guide performance management, discipline, and separation decisions
•Run or oversee workplace investigations and document the outcome
•Draft and maintain handbooks, policies, and required state notices
•Advise on pay transparency, pay data reporting, and posting requirements
•Manage agency charges, demand letters, and employment disputes with counsel
•Train managers on the parts of employment law they actually touch
REQUIRED QUALIFICATIONS
•J.D. and an active license in good standing in [state], or eligibility to
register as in-house counsel in [state]
•[Number] years advising on employment and labor matters
•Working knowledge of federal law (FLSA, Title VII, ADA, FMLA, NLRA) and of
multistate variation in [our states]
•Experience conducting or supervising workplace investigations
•Ability to give the People team a usable answer, not a hedge
CLASSIFICATION AND CONFLICTS NOTE
A licensed attorney practicing law is exempt with no salary test. Two cautions
specific to this role. First, attorney-client privilege protects legal advice,
not business advice or fact-finding, so an investigation you want privileged
must be scoped and documented as legal work from the start. Second, in-house
employment counsel represents the company, not any individual employee, and that
should be stated plainly to witnesses and managers. Confirm state bar
registration requirements before the start date. This is general information,
not legal advice.
EEO STATEMENT
[Company Name] is an equal opportunity employer and provides reasonable
accommodations for the essential functions of this role.
COMPENSATION AND HOW TO APPLY
Compensation: $_ per year, [bonus], [benefits summary]
To apply, email __ with your resume and the states where
you are admitted.
Template 5: Regulatory and Compliance Counsel
For regulated industries and data-heavy products. If the role does not require a license, hire a compliance professional instead and use the compliance officer templates.
Regulatory and Compliance Counsel Job Description
REGULATORY AND COMPLIANCE COUNSEL JOB DESCRIPTION
Company: __ ([City, State])
Reports to: [General Counsel / CEO / Chief Compliance Officer]
Employment type: Full-time
FLSA status: Exempt (licensed attorney practicing law; see note)
Compensation: $_ per year plus [bonus]
ABOUT THIS ROLE
[Company Name] operates in [regulated industry] and handles [customer data /
payments / health information / licensed activity]. We are hiring Regulatory and
Compliance Counsel to keep us inside the rules that apply to us and to answer
the questions customers, auditors, and regulators ask.
POSITION SUMMARY
The Regulatory and Compliance Counsel identifies which regulations apply to the
business, translates them into controls the company can actually run, advises on
new products and markets, and handles regulator and auditor interactions.
KEY RESPONSIBILITIES
•Maintain the regulatory inventory: what applies to us, where, and why
•Advise product and engineering on [privacy, security, consumer protection,
licensing, marketing] requirements before launch, not after
•Own privacy program elements: notices, data agreements, consumer requests,
•Draft and maintain compliance policies, training, and attestations
•Support audits, customer security reviews, and questionnaires
•Handle regulator inquiries, examinations, and remediation plans with counsel
•Monitor rule changes in [our regulated areas] and brief leadership
REQUIRED QUALIFICATIONS
•J.D. and an active license in good standing in [state], or eligibility to
register as in-house counsel in [state]
•[Number] years in [regulated industry] regulatory or privacy practice
•Familiarity with [applicable regimes: state privacy laws, HIPAA, GLBA, TCPA,
FTC Act, PCI DSS, or your sector rules]
•Ability to turn a rule into a control and a control into a routine
•Clear writing for regulators, auditors, and non-lawyers
CLASSIFICATION NOTE
If the person is a licensed attorney actually practicing law, they are exempt
with no salary test. If you hire a non-lawyer compliance professional instead,
the practice-of-law exemption does not apply and exempt status is decided under
the ordinary duties and salary tests, with the federal salary threshold at $684
per week ($35,568 per year). Do not put the word counsel in the title of a role
you intend to fill with a non-lawyer. This is general information, not legal
advice.
EEO STATEMENT
[Company Name] is an equal opportunity employer and provides reasonable
accommodations for the essential functions of this role.
COMPENSATION AND HOW TO APPLY
Compensation: $_ per year, [bonus], [benefits summary]
To apply, email __ with your resume and the regimes you
have worked under.
Template 6: Fractional / Part-Time Legal Counsel
For companies not ready for a full-time lawyer, with an included and excluded scope, a response time, and an honest employee versus outside counsel note. If contracts are the whole job, the commercial contracts attorney templates go deeper on that specialty.
•Any matter above [value threshold] or outside [practice areas]
REQUIRED QUALIFICATIONS
•J.D. and an active license in good standing in [state], or eligibility to
register as in-house counsel in [state] if engaged as a part-time employee
•[Number] years of practice, including [in-house] experience
•Experience serving as the only lawyer for a company of our size
•Availability during [hours] and a committed response time
•Clean conflicts position with respect to our customers and competitors
ENGAGEMENT AND CLASSIFICATION NOTE (read before posting)
Decide which arrangement you are actually buying and write it that way. A
part-time employee practicing law is exempt with no salary test and belongs on
payroll with the rest of your team. An independent lawyer or firm engaged on a
retainer is outside counsel: they set their own schedule and method, carry their
own malpractice coverage, and invoice you. What you cannot do is call someone a
contractor while controlling their hours, their location, and how they work.
Note also that limited in-house counsel registration rules generally cover a
lawyer employed by a single company, so an out-of-state lawyer serving several
clients usually does not qualify. This is general information, not legal advice.
EEO STATEMENT
[Company Name] is an equal opportunity employer and provides reasonable
accommodations for the essential functions of this role.
COMPENSATION AND HOW TO APPLY
Compensation: $_ per [month / hour], scope reviewed at [interval]
To apply, email __ with your resume, your states of
admission, and your proposed monthly scope and fee.
Bar Licensing Across State Lines
An attorney licensed in another state generally cannot simply start practicing for you: most states require registration under a limited in-house or corporate counsel rule first. This is the single most overlooked item in a legal counsel posting, and it surfaces at the worst possible moment, after the offer.
California's program is a useful example. Under California Rules of Court rule 9.46, a lawyer in good standing elsewhere can apply to become Registered In-House Counsel, practicing exclusively for the qualifying employer, with no state court appearances and no personal representation of employees or owners. Pennsylvania, Missouri, Florida, and most other states run comparable programs with their own conditions.
The license is the job requirement, not a nice-to-have
Legal counsel is one of the few private-sector roles where a credential is a legal precondition rather than a hiring preference. Giving legal advice without an active license is unauthorized practice of law, and the exposure lands on the company as well as the individual. Two practical consequences for your posting. First, write the bar requirement explicitly, including which state and whether good standing is verified before the start date. Second, do not use the word counsel in the title of a role you intend to fill with a non-lawyer: a contract manager, a compliance manager, or a legal operations lead are real and useful roles, and each of them has an honest title that does not imply a license. Verify admission directly with the state bar rather than taking it from a resume. This is general information, not legal advice.
An out-of-state lawyer usually has to register in your state
Most states let an attorney licensed in another U.S. jurisdiction work as in-house counsel for a single employer, but only after registering under a limited in-house or corporate counsel rule. California runs a Registered In-House Counsel program under California Rules of Court rule 9.46, and comparable programs exist in Pennsylvania, Missouri, Florida, and most other states, generally restricting the lawyer to their employer and barring state court appearances. The details differ enough that you cannot assume. Confirm the rule with the state admissions body before the offer, put the registration deadline in the offer letter, and track the renewal alongside CLE. This matters most for remote hires, where the company, the lawyer, and the work can each sit in a different state. This is general information, not legal advice.
Privilege protects legal advice, not business advice
Attorney-client privilege extends to communications between a company's lawyer and its employees, a point the Supreme Court settled in Upjohn Co. v. United States in 1981. In-house counsel complicates it, because the same person often gives legal advice in one message and commercial or operational advice in the next, and only the legal advice is protected. Courts look at the primary purpose of the communication, not the job title of the sender or a label pasted at the top. Practical habits help: keep legal advice in messages that are actually about legal risk, scope investigations as legal work from the beginning if you want the result protected, avoid copying the whole leadership team on legal analysis, and be careful with the reflex of adding a lawyer to a thread to make it privileged. This is general information, not legal advice.
A practicing lawyer is exempt with no salary test
The federal regulation on professional employees says that an employee holding a valid license permitting the practice of law, and actually engaged in that practice, is an exempt professional, and that the salary level and salary basis requirements do not apply to them at all. That is unusual: almost every other exempt role has to clear a weekly salary floor. The exemption turns on the license plus real practice, which means two edge cases are worth knowing. A J.D. holder who is not licensed or not practicing law does not get this exemption and falls back to the ordinary duties and salary tests, with the federal threshold at $684 per week ($35,568 per year). And a non-lawyer running contract or compliance operations is analyzed the same ordinary way. Classify on what the person does, not on the word in the title. This is general information, not legal advice.
Build the sequence into hiring rather than onboarding. State the bar requirement in the posting, verify admission with the state bar during the process rather than after, put the registration deadline in the offer letter, and track it with the CLE renewal dates. Our guides to running a background check and the standard onboarding checklist cover the rest of the pre-start paperwork.
Exempt Status and the Practice of Law
A licensed attorney actually engaged in the practice of law is exempt from overtime, and the salary level and salary basis tests do not apply. The exemption rests on the license plus real practice, not on pay, which makes it one of the simplest classifications in employment law and one of the easiest to over-extend.
The rule sits in the federal regulation on licensed practitioners as exempt professionals, which covers a holder of a valid license permitting the practice of law who is actually engaged in that practice, and states that the salary requirements do not apply to them. The Department of Labor restates it in Fact Sheet 17D on the professional exemption. Companies are covered by the Fair Labor Standards Act regardless of size, so this analysis applies to a five-person business and a five-hundred-person one alike.
Where it goes wrong is the adjacent hire. A contract manager, a legal operations lead, or a compliance analyst is not practicing law, so the practice-of-law exemption is unavailable and the ordinary duties and salary tests decide the outcome. If you are unsure which side a role falls on, our breakdown of exempt versus non-exempt classification works through the tests, and the paralegal templates cover the support tier where classification is genuinely contested.
What to Pay Legal Counsel
There is no separate federal occupation code for in-house legal counsel, so the lawyers classification is the benchmark, and it needs interpreting rather than copying. The national median mixes government lawyers, public interest work, small firms, and large-firm partners, which is why the spread from the 10th to the 90th percentile is more than four to one.
National Wage Ladder for Lawyers
According to the Bureau of Labor Statistics Occupational Employment and Wage Statistics survey (May 2025), lawyers had a national median annual wage of $159,670, with the lowest 10 percent under $78,360, the 25th percentile at $102,990, the 75th percentile at $221,370, and the highest 10 percent above $351,600 (U.S. Bureau of Labor Statistics, OEWS 23-1011). Employment stood at 864,800 in 2024, with about 31,500 openings projected a year through 2034.
Benchmark
National figure (BLS OEWS, May 2025)
How to read it for this hire
Lawyers, 25th percentile
$102,990 per year
A practical floor for a first in-house generalist
Lawyers, median
$159,670 per year
The usual reference point for experienced in-house counsel
Lawyers, 75th percentile
$221,370 per year
Senior counsel in a high-cost market or regulated sector
Lawyers, 90th percentile
$351,600 per year
Firm partners and large-company leadership, not your band
Chief executives, median
$213,990 per year
Useful sanity check when the title is general counsel
Compliance officers, median
$80,730 per year
The non-attorney alternative for regulatory work
Paralegals and legal assistants, median
$62,890 per year
Support staff who cannot give legal advice
For a first in-house hire at a small company, the practical band usually sits between the 25th percentile and the median, moving with years of practice, local market, and whether the person is your only lawyer. Publish a good-faith range where pay transparency laws apply. Where you cannot match a firm on cash, compete on scope, autonomy, budget authority, and access to the founders, because those are the reasons lawyers leave firms in the first place.
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Screen on work product and judgment, not on pedigree, because pedigree is the only signal a non-lawyer can read from a resume and it is the least predictive one. The most useful exercise is a redline: send a real customer agreement with three planted problems and ask what they would push back on and what they would sign.
Then ask a business question with no clean answer. You are listening for a recommendation with a stated risk level, not a memo that lists considerations. Structured attorney interview questions help keep the panel consistent when most of the panel cannot evaluate legal reasoning directly.
Verify Admission and Conflicts Before the Offer, Not After
Two checks belong in the process rather than in onboarding. Verify bar admission and good standing directly with each state bar, because a resume is not evidence and discipline history is public. Run a conflicts conversation early: ask whether the candidate has represented your customers, competitors, or counterparties, and whether they intend to keep any outside practice. Both are ordinary questions in legal hiring, and both are far cheaper to ask in week two than to discover in month two.
Hiring Counsel Without an HR Department
Small company legal hiring fails in three predictable places: the search grades on pedigree because nobody can grade on substance, the scope is undefined so the role becomes whatever arrives that week, and the onboarding checklist has none of the profession-specific steps. Each has a fix.
You are hiring a lawyer without a lawyer to help you evaluate lawyers
When a company makes its first legal hire, the person running the search is usually a founder or a CFO who has never managed an attorney and cannot assess drafting quality from a resume. The result is a search that grades on pedigree, because pedigree is the only signal available. Replace it with work samples and a live exercise. Send a real redline: a customer agreement with three problems in it, one commercial, one legal, one drafting, and ask what they would push back on and what they would sign. Then ask a business question with no clean answer and listen for whether you get a recommendation or a memo. Founders do not need a lawyer who can find the risk. Every lawyer finds the risk. You need one who tells you which risks to take.
The scope is undefined, so the role becomes whatever arrives that week
A generalist counsel posting that lists every practice area attracts people who will be surprised by the actual job. Before you post, write down where last quarter's legal work actually went: how many contracts, of what type, at what value, plus the employment questions, the corporate filings, and the regulatory items. That inventory is the job description. It also tells you which of the six templates on this page to start from, and whether you need a full-time hire at all or a fractional arrangement with a defined scope. Then say out loud what stays with outside counsel. A posting that admits litigation and specialist work goes out is more credible than one implying a single person covers everything a company could ever need.
Onboarding a lawyer has compliance steps your standard checklist does not have
A new counsel arrives with paperwork most roles do not: bar admission verification in every state of practice, in-house counsel registration where the license is from another state, CLE tracking with real deadlines, a conflicts check against your customers and competitors, a confidentiality and outside-practice agreement, malpractice or E&O coverage confirmation where relevant, and system access that has to be scoped carefully because this person will hold the company's most sensitive documents. FirstHR was built for exactly this kind of role-specific sequence. The onboarding wizard runs a different checklist for legal than for sales, e-signature handles the confidentiality and conflicts documents, document management stores admission certificates and registrations with renewal dates attached, and training modules cover policy orientation before day one. Applicant tracking is coming soon to FirstHR. FirstHR is an onboarding and HR platform, not a payroll provider.
Once the offer is signed, the work shifts to a repeatable sequence with real dates against it. For legal that sequence includes items no other role has, and they are the ones with deadlines attached. Related firm-side roles are covered in the lawyer job description templates if you also hire on the practice side.
Key Takeaways
A legal counsel job description is written by a company for an in-house lawyer, so scope it from your own contract, employment, corporate, and regulatory volume rather than from a list of practice areas.
Say plainly what stays with outside counsel: litigation, patents, tax opinions, and specialist regulatory work belong with firms at most small companies, and admitting that makes the posting credible.
An attorney licensed in another state usually must register under a limited in-house counsel rule before practicing for you, as California does through its Registered In-House Counsel program under rule 9.46.
A licensed attorney actually practicing law is exempt from overtime with no salary level or salary basis test, while a non-lawyer contract or compliance hire is judged on the ordinary tests against the $684 per week threshold.
Lawyers earned a national median of $159,670 (BLS OEWS, May 2025), and a first in-house hire at a small company usually lands between the 25th percentile of $102,990 and that median.
Screen on a live redline and a business question with no clean answer, and verify bar admission and conflicts before the offer rather than during onboarding.
A new counsel arrives with paperwork no other role has: admission certificates, in-house registration, CLE deadlines, conflicts and confidentiality agreements, and scoped access to your most sensitive documents. FirstHR runs a role-specific onboarding sequence with e-signature for the agreements, document storage for certificates and registrations, and renewal dates tracked so nothing expires quietly. Applicant tracking is coming soon to FirstHR.
Frequently Asked Questions
What does legal counsel do?
Legal counsel is a company's in-house lawyer: an employee who advises the business on legal risk instead of billing it by the hour from a firm. The day-to-day work is drafting and negotiating the agreements the company signs, answering commercial, corporate, employment, and regulatory questions as they come up, keeping corporate records and filings current, and deciding which matters go to outside firms and supervising them when they do. At a small company the role is deliberately broad, because one lawyer covers what a large company splits across a department. The part that gets missed in most job descriptions is the systems work: building the template set, the intake process, and the approval matrix so the same question does not arrive fifty times.
What is the difference between legal counsel, general counsel, and outside counsel?
They differ in employment and in seniority. Legal counsel is an in-house lawyer employed by the company, usually an individual contributor. General counsel is the head of the legal function, typically an executive who reports to the CEO and sits with the leadership team, and at a small company the first legal hire is sometimes given that title even though it is a team of one. Outside counsel is a lawyer or firm the company retains rather than employs, billing hourly or on a retainer and carrying their own malpractice coverage. Most small businesses run a mix: outside counsel for litigation and specialist work, in-house counsel for the recurring commercial and operational load. Pick the title that matches the actual scope and reporting line, because candidates read seniority off it.
Does in-house legal counsel need a license in the state where the company is based?
Usually yes, either a full license in that state or registration under a limited in-house counsel rule. Practicing law without an active license where you practice is unauthorized practice of law, and it creates exposure for the company as well as the lawyer. Most states allow an attorney licensed in another U.S. jurisdiction to work as in-house counsel for a single employer after registering: California runs a Registered In-House Counsel program under California Rules of Court rule 9.46, and comparable programs exist in Pennsylvania, Missouri, Florida, and most other states, generally limiting the lawyer to their employer and barring state court appearances. Confirm the requirement with the state admissions body before the offer, and put the registration deadline in the offer letter. This is general information, not legal advice.
Is legal counsel exempt from overtime?
Yes, when the person is a licensed attorney actually practicing law. The federal regulation on professional employees treats a holder of a valid license permitting the practice of law who is engaged in that practice as an exempt professional, and it states that the salary level and salary basis requirements do not apply to those employees at all. That is unusual, because almost every other exempt classification has to clear a weekly salary floor. Two edge cases matter. A J.D. holder who is not licensed, or who is in a business role rather than practicing law, does not get this exemption and falls back to the ordinary duties and salary tests, where the federal threshold is $684 per week ($35,568 per year). A non-lawyer running contract or compliance operations is analyzed the same ordinary way.
How much does legal counsel make?
There is no separate federal occupation code for in-house legal counsel, so benchmark against the lawyers classification. According to the Bureau of Labor Statistics Occupational Employment and Wage Statistics survey (May 2025), lawyers had a national median annual wage of $159,670, with the lowest 10 percent under $78,360, the 25th percentile at $102,990, the 75th percentile at $221,370, and the highest 10 percent above $351,600. That spread is wide because it mixes government, public interest, small firms, and large-firm partners. For a first in-house hire at a small company, the practical band usually sits between the 25th percentile and the median, moving with years of practice, market, and whether the person is your only lawyer. Non-attorney alternatives cost less: compliance officers had a median of $80,730 and paralegals and legal assistants $62,890 in the same survey.
When should a small company hire its first in-house legal counsel?
The trigger is rarely the size of the legal bill on its own. It is the combination of unpredictable outside spend, contract turnaround slow enough to cost deals, and a volume of routine questions that a firm answers expensively and slowly. Do the inventory before you decide: count last quarter's contracts by type and value, add the employment questions, the corporate filings, and the regulatory items, and see how many hours a week that really is. If the answer is under roughly ten hours, fractional counsel with a defined scope is usually the better buy, and the fractional template on this page is written for that. If the work is steady, spread across several practice areas, and the business is waiting on answers, a full-time generalist pays for itself in cycle time before it pays for itself in fees.
Should we hire full-time legal counsel or fractional counsel?
Match the arrangement to the volume and write it honestly either way. Fractional counsel works when the legal load is steady but light: agree a scope, an hourly or monthly rate, a response time, and an explicit list of what goes to outside firms instead. Full-time counsel works when the work spans several practice areas, arrives daily, and needs someone who understands the business rather than reading into it each time. The mistake to avoid is a hybrid on paper: engaging a lawyer as an independent contractor while controlling their hours, their location, and how the work gets done, which is a misclassification risk regardless of profession. A part-time employee practicing law is exempt with no salary test and belongs on payroll. Note too that limited in-house counsel registration generally covers a lawyer employed by a single company, so an out-of-state lawyer serving several clients usually does not qualify. Applicant tracking is coming soon to FirstHR.
