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Contract Review and Drafting Outside General Counsel Services

What Does an Outside General Counsel Do in Texas?

Aug 12, 2025

Navigating the legal landscape of a growing business in Texas can feel overwhelming. You’re past the point of needing a lawyer for the occasional contract review, but bringing on a full-time, in-house attorney might not fit your budget or your current needs. So, what’s the solution? Enter the outside general counsel.

This article is your guide to understanding the outside general counsel role and how it can provide your business with strategic and cost-effective legal support. We’ll explore what an outside general counsel does, key general counsel responsibilities, and how this unique partnership can help your Texas business thrive without the overhead of a full-time hire.

What Is a General Counsel?

To understand the outside model, it helps to know what a general counsel is.

The general counsel (GC) is a company’s chief lawyer. They oversee all legal aspects of the business, from reviewing contracts to advising the executive team on regulatory compliance and risk management. In larger corporations, the GC may also manage internal legal departments and coordinate with external law firms on differing matters.

The key difference between in-house and outside GCs is that the outside general counsel role offers the same high-level legal partnership without the commitment of full-time staff.

What Does a General Counsel Do?

The answer depends on the company’s size, industry, and legal landscape. However, some core functions remain consistent:

1. Contract Review and Drafting

Contracts are the foundation of business. A GC can:

  • Draft and negotiate vendor, supplier, and service agreements;
  • Create employment and independent contractor agreements;
  • Review lease agreements and real estate contracts;
  • Identify risk exposure in contractual terms; and
  • Help enforce or defend against contract breaches.

With a GC managing contracts, your business can confidently enter agreements, knowing your legal and financial interests are protected.

2. Corporate Governance

Texas law imposes precise business requirements regarding formation, structure, and compliance. A general counsel can confirm:

  • Proper business entity formation (LLC, S-Corp, etc.);
  • Annual filings and record-keeping are up to date;
  • Shareholder and board decisions are appropriately documented;
  • Company bylaws or agreements are enforceable; and
  • Policies align with state and federal laws.

Following these governance practices helps safeguard your business from legal and structural issues as it grows.

3. Employment Law Guidance

Employment-related disputes are one of the most common and costly legal risks for businesses. A GC helps companies:

  • Develop legally compliant employee handbooks;
  • Navigate hiring and termination procedures;
  • Address wage, hour, and overtime issues under Texas and Federal law;
  • Mitigate discrimination, harassment, and retaliation claims; and
  • Respond to Texas Workforce Commission (TWC) inquiries.

By implementing clear policies and documentation, your business can foster a legally compliant workplace while minimizing the risk of costly employment claims.

4. Regulatory Compliance and Risk Management

Depending on the industry, a business may face heavy compliance requirements. A GC can:

  • Interpret local, state, and federal regulations;
  • Develop policies that reduce exposure to fines and liability;
  • Advise on data privacy, advertising, or product labeling laws;
  • Guide compliance with industry-specific rules; and
  • Handle licensing and permitting.

A GC can help you stay ahead of changing laws and industry standards, giving your business a solid foundation for sustainable growth.

5. Litigation and Dispute Resolution

Outside general counsel can also manage and coordinate litigation matters, including:

  • Responding to cease-and-desist letters and legal threats;
  • Representing the company in commercial disputes;
  • Managing litigation strategy in coordination with trial counsel;
  • Navigating settlement negotiations; and
  • Defending claims brought by customers, competitors, or employees.

Whether resolving a dispute quietly or defending your position in court, the general counsel role can help your business stay prepared, protected, and positioned to move forward.

General Counsel Responsibilities: A Strategic Legal Partner

When business leaders ask about general counsel responsibilities, they often think of reactive legal services. However, a GC’s actual value lies in forward-thinking legal strategy.

A good general counsel doesn’t just react to problems; they help prevent them. By understanding your operations and long-term goals, a GC can align legal advice with business strategy by identifying legal issues before they become costly problems, flagging red flags in contracts or negotiations, and advising on business deals with a keen legal eye.

Benefits of Hiring an Outside General Counsel in Texas

Hiring an outside GC gives Texas business owners legal insight at a fraction of the cost of hiring a full-time attorney. Here’s why many companies find this model ideal:

1. Cost Control and Predictability

Outside counsel arrangements are often flexible, offering flat fees, monthly retainers, or hourly rates. This allows companies to plan their budgets accordingly, and there’s no need to pay for downtime, benefits, or overhead.

2. On-Demand Legal Access

Do you need a quick review of a vendor contract or want to respond to a demand letter? Outside GC services provide quick access to a dedicated attorney familiar with your business and its specific needs.

3. Scalable Support

As your company grows, your legal needs evolve. An outside GC can grow with you by providing more support when needed and scaling back when things are quiet.

4. Experienced Guidance

Many outside GCs are seasoned attorneys with experience advising business clients across various industries. Their broad perspective can help anticipate and avoid issues you may not yet see.

5. Local Insight

Texas has its own business laws, legal climate, and regulatory agencies. A local GC brings regional knowledge and practical experience to navigating these nuances. 

When Should You Consider Outside General Counsel?

Here are a few signs it might be time to explore an outside general counsel arrangement:

  • You’re signing or negotiating high-value contracts;
  • You’re expanding operations across Texas or into new markets;
  • You’re receiving more regulatory notices or agency requests;
  • You’ve experienced recent disputes with vendors, partners, or employees;
  • You want strategic legal input on business decisions or fundraising; or
  • You’re relying on piecemeal legal help that lacks consistency.

If legal questions are slowing you down or exposing you to risk, it may be time to formalize your legal support.

Why Work With The Vastine Law Firm?

At The Vastine Law Firm, PLLC, businesses receive more than just legal guidance; they gain the insight of a seasoned trial attorney with a proven history in Texas courts. Scott Vastine brings nearly 25 years of litigation experience and a strong command of courtroom strategy to every client relationship, giving business owners a legal partner who understands how issues evolve from contract to courtroom.

With a foundation in both transactional law and high-stakes litigation, Scott’s approach is proactive, pragmatic, and deeply informed by real-world outcomes. Whether reviewing a contract or resolving a business dispute, The Vastine Law Firm provides counsel grounded in strategy, not theory.

Let’s Talk About Your Business Goals

If you’re exploring legal options for your Texas business, we can help you determine whether outside general counsel is the right fit. We’ll take the time to learn about your priorities, assess your current legal risks, and craft a solution tailored to your size, budget, and growth stage.

Contact The Vastine Law Firm today to schedule a consultation and learn how outside general counsel services can support your operations and help you make legally informed business decisions.

Implementing comprehensive compliance programs
Topics Covered Here
Contents
What Is a General Counsel?
What Does a General Counsel Do?
1. Contract Review and Drafting
2. Corporate Governance
3. Employment Law Guidance
4. Regulatory Compliance and Risk Management
5. Litigation and Dispute Resolution
General Counsel Responsibilities: A Strategic Legal Partner
Benefits of Hiring an Outside General Counsel in Texas
1. Cost Control and Predictability
2. On-Demand Legal Access
3. Scalable Support
4. Experienced Guidance
5. Local Insight
When Should You Consider Outside General Counsel?
Why Work With The Vastine Law Firm?
Let’s Talk About Your Business Goals
Protect Your Business Now

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