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General Counsel Succession Planning

Meeting the Demands of a Changing Landscape

By Julian Ortner

The role of the General Counsel (GC) in the UK continues to evolve, becoming a strategic business partner within organisations.

Recent years have seen a continued expansion of their remit. GCs are expected to play a central role in corporate strategy, drive governance standards, and proactively contribute to broader business objectives. This has been fuelled by increasingly complex regulatory and governance landscapes, heightened stakeholder scrutiny, and the growing importance of environmental, social and governance considerations.

In addition to their core legal responsibilities, GCs are at the forefront of managing reputational risk, overseeing ethical conduct, and leading on issues such as data privacy, cyber security (along with the CISO), and diversity and inclusion. Cyber activity in particular reached unprecedented levels in 2025, with companies heavily impacted — sometimes paralysed.

The modern GC is expected not only to possess deep legal expertise but also commercial acumen, leadership skills, and the ability to influence organisational culture, making them indispensable members of the senior leadership team.

Whilst corporates have increased focus on talent development and succession planning, a large proportion of appointments continue to come from the external market. We have explored the challenges and the critical themes shaping effective succession planning.

What do Boards and CEOs expect from the Modern GC?

The expectations of the GC have never been higher. Boards and CEOs look for leaders who can:

  • Navigate regulatory complexity, staying ahead of evolving regulation, particularly in areas such as data privacy, AI and sustainability.
  • Engage stakeholders, managing a broad range of internal and external relationships, protecting reputation, and supporting long‑term value creation.
  • Play a central role in driving corporate strategy, governance standards and broader business objectives.
  • Lead the management of reputational risk, oversee ethical conduct, and take responsibility for data privacy and cyber security matters.
  • Bring more than deep legal expertise, acting as a commercial and broadly experienced member of the senior leadership team.
  • Drive digital transformation, leading on the adoption of AI, automation and legal technology to increase efficiency and manage risk.
  • Champion ESG and sustainability by overseeing compliance and reporting, and acting as a strategic advisor on ethical governance.

 

The Current Landscape: Challenges and Opportunities

Persistent External Appointments

Recent research shows that despite strong internal teams, over half of FTSE 100 GC appointments since 2020 have been external, reflecting perceived internal gaps, market benchmarking, and the pace of regulatory change. This demonstrates both real and perceived shortfalls in internal readiness, as well as a desire for fresh perspectives in a rapidly changing environment.

 

Key Challenges for Internal Candidates

Limited Exposure: Internal candidates may lack board‑level visibility and experience with enterprise‑wide issues, making it harder to demonstrate readiness for the Group role.

Development Bottlenecks: Long GC tenures and limited mobility at senior levels can restrict opportunities for internal legal talent to progress. As a result, deputy, divisional and regional GCs face a high flight risk to external roles.

Skills Gap: The modern GC must combine legal expertise with commercial acumen, digital literacy, and the ability to lead a broad range of business matters.

A Bias Towards External Benchmarking: Boards will often choose to benchmark the GC role externally, seeking candidates with proven experience in the GC role and in navigating complex, multi-jurisdictional challenges. Listed companies are often cautious, seeking to de-risk appointments and will do this by testing the market rather than automatically promoting someone (as for any Executive role).

 

Effective Succession Planning: Best Practice

  1. Identify the future structure of the Legal Function:

    A split GC and Company Secretary role may help ease the transition, with the CoSec role potentially serving as a developmental pathway. In very large companies, creating two roles — e.g. Chief Legal Officer (focused on board, governance and risk) and General Counsel (focused on legal matters and leading the function) — can strengthen succession options.

  2. Identify high‑potential leaders:

    Assess the legal leadership team across a range of capabilities, including strategic thinking, commercial acumen and team leadership.

  3. Proactive horizon planning:

    Develop short, medium and long‑term succession strategies, recognising that timing and readiness are critical.

  4. Transparent benchmarking:

    Regularly evaluate internal candidates against external talent, focusing on potential and development needs, not only current experience.

  5. Agile talent management:

    Support mobility and recognise that some high‑potential leaders may leave for external GC roles — which can enhance the organisation’s reputation as a developer of talent.

  6. Board and ExCo engagement:

    Involve the Board and ExCo in talent reviews and succession planning to align on the skills required for future GCs.

  7. Continuous development:

    Provide ongoing learning opportunities in cyber risk, digital transformation, ESG, leadership and crisis management.

 

Bridging the Gap: Developing Internal Successors

To strengthen internal succession pipelines, a GC should seek to:

  • Broaden experience early through rotation across business lines, geographies and legal specialisms.
  • Increase exposure to business leadership through opportunities to engage with ExCo and the Board.
  • Integrate potential successors into strategic projects which will give them exposure across the business and provide continuous development.
  • Invest in targeted development across AI, legal tech, ESG, and stakeholder management to ensure future GCs are equipped for emerging challenges.
  • Create a Deputy GC role to support succession, with clear timelines for readiness and opportunities to lead at senior levels.

 

The state and nature of a business and what it does, will define what it needs from a General Counsel.

Building Resilient Legal Leadership for the Future

The state and nature of a business and what it does, will define what it needs from a General Counsel.

The right fit GC is dictated by these factors and often will often align to a particular category, such as these:

  1. Corporate – close to the business
  2. People – leading large teams with strong management skills
  3. Technical – private equity‑backed or transaction‑driven environments
  4. Board Whisperer and Governance Leader

General Counsel succession planning in 2026 and beyond is more than filling a vacancy — it is a strategic lever for resilience, innovation and sustainable value creation. Appointing a seasoned GC with a clear mandate to develop an internal successor can accelerate readiness and strengthen leadership continuity.

By investing in the development of internal talent, embracing new skills and perspectives, and aligning succession plans with the realities of the modern business environment, corporates can strengthen their position and be well placed to benchmark effectively against the external market. They can present the Board with a shortlist of genuinely credible and qualified candidates for the role, and ensure that leadership of the function is fit for the future.

About the Author

Julian Ortner
Julian Ortner
Partner, United Kingdom

Julian Ortner is a seasoned executive search consultant with over 25 years specialising in legal, compliance, risk and governance. Known for his work with organisations facing change and regulatory challenges, Julian identifies and places leadership talent for general counsel and other key executive roles. His insights into the legal landscape ensure clients appoint candidates who navigate complex regulatory environments with expertise.

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