The Portfolio GC Is Indispensable for Private Equity Sponsors

Private equity sponsors have spent decades perfecting the playbook of financial engineering. But strategy has become more interdisciplinary and risk more multidimensional. Execution has gotten more contingent on complex regulatory, reputational, and legal variables.

That is why the general counsel is emerging as essential in the portfolio company C-suite. The right GC doesn’t just protect enterprise value—they create it. Today’s GC, no longer confined to managing legal risk, is a business operator with a legal toolkit.

We have seen this shift from two perspectives: one as a legal leadership recruiter, the other as a sitting GC within a private equity–backed company. General counsel who operate as enterprise strategists turn the sponsor–CEO–GC triad into one of the most high-leverage partnerships in business.

Enterprise Strategist

In most private equity companies, the chief financial officer is the sponsor’s natural counterpart. They speak the same language: financial modeling, analytics, and debt strategy. But that alignment can leave a gap for someone with the cross-functional judgment to connect silos.

Filling that gap as a complement to the sponsor’s financial lens has created a broader, indispensable role for the GC in PE-backed companies.

The general counsel offers a distinct form of leverage in a landscape marked by geopolitical volatility, regulatory shifts, data risks, and reputational scrutiny. Moving beyond the traditional role of issue-spotter, the GC serves as translator, connector, and strategic partner.

In the right hands, legal strategy becomes more than defense. The GC leads a form of legal innovation akin to research and development, orchestrating across disciplines to develop new strategies or points of leverage that create opportunities others don’t see.

For sponsors, where calculated risk is a feature, a general counsel’s interdisciplinary judgment can heighten the private equity model’s potency. A general counsel can unlock strategies timed to inflection points. When paired with PE-level financial fluency, the GC can become a true force-multiplier for value creation.

None of this happens by accident. Above all, the right person needs to be at the helm. Not every highly credentialed lawyer will succeed in the demanding, fast-paced world of a portfolio company. The classic traits—legal acumen, composure under pressure, and steady stewardship—are still essential but are no longer enough.

How to Hire

The portfolio company general counsel is a distinctive hire whose skills must eclipse legal expertise and bring a proactive, fully developed point of view. The right GC operates with autonomy while respecting the oversight of the CEO and board, as well as the distinctive role of the sponsor.

In hiring, many lean heavily on Big Law credentials and resume polish as proxies for readiness. Those can matter, but experience shows that success in a PE-backed company depends just as much on cultural fit, interdisciplinary range, and clarity of judgment.

Several key traits define high-impact GCs in private equity.

Enterprise fluency. The best GCs don’t just understand the business, they embed in it. They know the revenue drivers, the customer, and the internal dynamics. They listen, assess, and engage—and then lead.

Strategic range. These GCs influence decisions across transactions, compliance, workforce policy, and public positioning.

Pace and presence. GCs must be decisive, action-oriented, and fully present at the table from Day One. They must be prepared to operate amid the fast-moving currents of risk, reward, and rapid change.

Seeks advice but owns outcomes. Great GCs bring in outside experts without outsourcing judgment. Consultation is smart. Delegation can be efficient. But ownership of legal outcomes must remain clear.

Leadership under pressure. PE-backed companies face moments of dislocation—mergers and acquisitions, regulatory inflection points, internal shifts. Calm, clarity, and judgment when decisions don’t fit neatly into boxes are all necessary.

Executional rigor. Project management is as critical as strategy. A GC’s credibility rests on insight as well as delivery. Missed deadlines or murky communications are signs of someone stretched too thin—or out of their depth.

Department leadership. Whether the legal team is lean or crosses borders, the GC must be able to build, inspire, and retain a high-output team. That means fostering a sense of shared purpose, especially in environments where team members may not hold equity and exits can bring professional uncertainty.

Of course, sometimes the general counsel you need isn’t the one currently in the seat. It is a challenging—but not uncommon—realization in the private equity context, where the role often evolves alongside the company.

As the business grows, it may outpace its legal leadership. These transitions are difficult, especially when the GC has been effective in earlier chapters. Making that change can be essential to unlocking capacity at scale.

For leadership teams, the evaluation criteria can be distilled into a few focused questions:

• Has our legal function scaled with the business?
• Are we seeing proactive engagement or reactive commentary?
• Does our GC elevate the sponsor’s strategy or simply track it?
• Are we confident that legal is operating at the same velocity—and altitude—as the rest of the enterprise?

Hiring a general counsel, including a mid-course correction, isn’t just about de-risking. It is about unlocking new strategic capability. The GC is a secret strategic weapon where timing, positioning, and narrative control can swing valuations.

Playbook in Progress

Given the necessary breadth of the role, the modern GC in a private equity–backed company can’t be reduced to a prestige hire or a check-the-box compliance safeguard. This role demands a leader who is commercially fluent, operationally grounded, and strategically agile.

Private equity has mastered structural insight and financial precision. But today’s value creation demands something more: the ability to interpret and integrate an intricate web of legal, regulatory, political, and reputational dynamics that aren’t visible on a balance sheet but can shape one overnight.

This article was co-authored with Eric Dodson Greenberg from Cox Media Group