General Counsel, In-House Counsel

Moonlighting: Not All General Counsels Are The Same (A Guide To Understanding In-House Legal Titles)

In-house legal titles can be confusing as hell. Unlike at law firms, where there are typically just a handful of attorney titles — Partner, Associate, Counsel/Special Counsel/Of Counsel, and maybe Senior Attorney — there are dozens of legal titles floating around out there in in-house outer space. And of course there’s little consistency between companies.

I say we tackle it from the top because it’s easy. Everyone knows what a General Counsel is. Or do we?

At many companies, the General Counsel is the one supreme being at the top of the legal pyramid who gazes down upon the rest of us mere mortals.

But wait. At many other companies, go one level down, and you may see additional “GCs.” This is because if a company has operating subsidiaries, it may designate the top legal officer for each of those operating subsidiaries as a General Counsel. It may also grant the GC title to legal heads of lines of businesses. Other companies often refer to these people in the same roles as Chief Legal Officers (“CLO”) or Associate General Counsels instead.

To make it even more perplexing, some companies refer to the very top legal officer (you know, the supreme being mentioned above) as a CLO, not a GC. Note that just because you’re a GC or a CLO doesn’t necessarily mean there are any other lawyers under you (even though “Chief” would seem to imply that there are other lawyerly people hanging around who aren’t the chief of the lawyerly people).

Companies also sometimes have a Deputy General Counsel. The Deputy GC is second in command to the General Counsel and out-ranks any other lawyers who also report directly to the General Counsel. Of course, some companies have more than one Deputy GC, and then it’s anyone’s guess who gets to be the wingman.

Let’s pause for an example because I’m sure you’re already getting confused. I certainly am. So ABC company may have a GC at the very top with a Deputy GC immediately below. The GC may also have a GC of ABC Subsidiary reporting to her. And the GC of ABC Subsidiary may have a couple of Deputy GCs reporting to him. Or instead of a GC, the legal head of ABC Subsidiary may be a CLO with Deputy CLOs. Okay, let’s move on down the hierarchy.

It gets worse. Associate GCs and “Chiefs” who aren’t Chief Legal Officers (for example, roles like Chief Privacy Officer, Chief IP Counsel, or Chief Counsel – M&A) also usually report to the GC (unless there’s a Deputy GC, in which case they may report to the Deputy GC instead). Associate GCs and non-CLO Chiefs tend to be the top lawyers for whatever particular area of law or line of business they cover.

A step below the Associate GCs and the non-CLO Chiefs are the Assistant General Counsels, with Counsels/Corporate Counsels generally one notch below them.

Further down below are Attorney positions, such as Contracts Attorney. If there’s a Staff Attorney or Staff Counsel position, it’s usually the lowest-level position for someone who’s a law school grad or just a few years out (although I have noticed that some large companies out there look for Staff Attorneys who have at least seven years of experience).

As you may have figured out, for any of the titles below GC and CLO, “Senior” can be added to denote a level above the title referenced and “Associate” and “Assistant” denote one level or two levels respectively below the title referenced (e.g., Senior Counsel).

In case you’re bright enough to keep track of everything described above (unlikely), let’s add to the chaos. Some companies use Vice President titles either together with, or sometimes in lieu of, some of the titles above. VP is generally reserved for the higher ranks (equivalent to Assistant GC or above). One exception, and I’m sure there are others, is if we’re talking about financial services companies, in which case, the vast majority of the starting attorney positions can be VP spots, even if the lawyers are only about five years out. Then, to add further complexity, the VP titles may be augmented by numeric titles — First VP, Second VP, as well as by Assistant or Associate.

Perhaps the worst title in terms of figuring out pecking order is the Director title, such as Director of Legal Services, Director of Legal Affairs, or just Director – Legal. The rank of the Director title can range from mid-level to the very top of the legal food chain.

And of course, in foreign countries, all bets are off. For example, Director is often one of the highest positions and VP can be ranked pretty low.

If you’re still reading this, I’m amazed. My brain left to nurse a strong drink a long time ago. Keep in mind that titles really differ from company to company. (Has that message gotten across yet?) They differ depending on how large the company is, whether they’ve acquired other companies that have utilized different titles, and even how much attorneys lobby for changes (imagine the chaos when two large companies merge). Frankly, I’d prefer to go the law firm route with fewer titles and more consistent usage. Going with something like Supreme Sovereign, Steadfast Knight, and Court Jester sounds good to me.

Susan Moon is an in-house attorney at a travel and hospitality company. Her opinions are her own and not those of her company or anyone she works with. Susan may share both her own and others’ experiences (especially the experiences of those who have expressly indicated to her that they must not under any circumstances be shared on ATL). You can reach her at and follow her on Twitter at @SusanMoon.

(hidden for your protection)

comments sponsored by

Show all comments