The evolving role of external counsel in corporate transactions

We break down the recurring challenges that GCs face across transactions and projects and outline how we can help them with practical, flexible support.
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AuthorsRichard HepworthRachel Brassey
4 min read

We spend a significant amount of time supporting general counsel (GCs) and in-house legal teams with corporate transactions (and much more) across a broad spectrum of sectors. While every business and transaction is unique, we’ve observed a number of recurring themes and challenges that GCs face — particularly when it comes to managing deals and projects.
Here, Richard Hepworth and Rachel Brassey from our specialist in-house lawyers and general counsel team break these challenges down and explain how we work to overcome them — becoming the seamless extension of your team that’s so needed when time and resources become stretched.

One of the most consistent challenges for in-house legal teams is capacity. Many teams are lean, sometimes comprising a sole GC tasked with juggling multiple transactions in addition to day-to-day matters.
Even where there is a dedicated team, the sheer volume and variety of work — whether it’s related to M&A, compliance or commercial contracts — can quickly stretch resources. That’s where external counsel can step in — not just as advisors but an extension of your in-house function, providing additional bandwidth and expertise precisely when it’s needed.
Complexity is another recurring theme. Transactions often require specialist knowledge and our full-service approach means that we can tap into a wide pool of experts, ensuring that you receive specialist advice without having to seek out multiple providers.
Clients consistently tell us that transparency is paramount. It’s not enough to simply deliver legal advice — our role is to ensure that what we offer is exactly what you need, tailored to your specific circumstances.
This starts with proper scoping, clear initial indications of fees and regular updates — usually via weekly cost emails or calls. If unexpected issues arise, we communicate early, provide revised scopes and quotes and ensure that you remain fully informed about current and future costs as transactions progress.
We recognise that every client prefers a different approach to project management and communication. Some value regular catch-up calls, while others prefer succinct weekly emails summarising progress across workstreams. Tools such as issues lists and status trackers can be invaluable for larger deals but the key is always to adapt to your preferred way of working.
It’s also important to resource work at the right level, ensuring that tasks are delegated appropriately within our team. This prevents bottlenecks and ensures a smooth workflow, ultimately delivering better value.
Budget control is a persistent concern, especially as transactions evolve. We keep you updated on fees and flag any potential scope creep as soon as it’s identified — often during the due diligence process. If something falls outside of the original scope, we discuss options transparently — providing estimates and recommendations on whether to address issues now or defer them until later. This clarity allows GCs to make informed decisions based on business priorities.
Perhaps the most critical factor in building successful partnerships is listening. That’s why we always take the time to understand your requirements, business objectives and risk appetite. By doing so, we move beyond being seen as ‘external lawyers’ to become trusted advisers with involvement in both legal and commercial decision-making.
When GCs start seeking our views on commercial aspects, we know that we’re delivering real value.
The key to providing effective support for in-house legal teams lies in listening, adapting and building genuine partnerships. That’s how we ensure you receive not only the outstanding legal support you require but also the strategic input that helps drive your businesses forward.
To understand more about how our team can work with you, give us a call today on 0333 004 4488, email hello@brabners.com or complete our contact form below.


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