What is a fractional general counsel?
A fractional general counsel is an external law practice retained to perform the ongoing legal-cover function of an in-house general counsel, on a part-time or on-call basis, without the company hiring a full in-house team. In India this is usually structured as an annual legal retainer: a defined scope of recurring compliance work, a defined route for day-to-day queries, and agreed terms for matters that escalate into litigation. It suits companies whose legal workload is real and continuous but not large enough to justify a standing legal department.
How is a fractional general counsel different from hiring a law firm per matter?
Per-matter engagement is reactive: the company calls counsel once a notice arrives, a complaint is filed, or a payment has already gone bad. A retainer is continuous: the same team maintains the company policies, the committee constitutions, the notice templates and the escalation route, so the file is already in order when something goes wrong. The practical difference shows up in evidence. Statutory obligations under the POSH Act 2013 and the DPDP Act 2023 are judged on records that must exist before the dispute, not after it.
Is a retainer counsel arrangement suitable for a startup in India?
It is often the point at which a legal retainer starts to make sense. A company crosses several compliance thresholds well before it can justify a full-time in-house lawyer: the duty to constitute an Internal Committee and to display the penal consequences of sexual harassment and the order constituting that Committee at the workplace under Section 19 of the POSH Act; personal-data obligations once the customer base grows; and enforcement exposure the first time a large invoice goes unpaid. A retainer covers these without a headcount decision.
What does the retainer cover on POSH compliance?
Policy drafting and review; constituting the Internal Committee by an order in writing under Section 4(1) — including at every administrative unit or office where the workplace is spread across different places; verifying the composition requirements, that the Presiding Officer is a woman employed at a senior level and that at least one-half of the nominated Members are women; tracking the tenure limit of not exceeding three years under Section 4(3); sitting as external member where the company asks; conducting employee workshops and Internal Committee orientation programmes under Section 19; and preparing the annual report under Section 21 and the disclosure the employer makes under Section 22.
Can the firm act as external member of our Internal Committee?
Yes. Our advocates take external member seats on Internal Committees, and where a company prefers a woman external member the firm can nominate a woman advocate from its team. Section 4(4) of the POSH Act contemplates that the member drawn from non-governmental organisations or associations is paid fees or allowances by the employer for holding the proceedings. Note the composition rule accurately: the external member need not be a woman, but at least one-half of the total Members nominated to the Committee must be women. Further detail is on our external member page.
Does an outsourced legal counsel handle data protection compliance under the DPDP Act 2023?
Yes — data protection is one of the four retainer pillars. Work under this head includes consent and notice architecture, mapping what personal data the company actually holds and why, vendor and processor terms, breach-response readiness, and the internal escalation route for a data principal request or a regulator query. The Digital Personal Data Protection Act 2023 carries penalties running to hundreds of crores, including up to Rs 250 crore for failure to take reasonable security safeguards, so this is compliance work with real financial exposure attached.
What does a litigation-led retainer not cover?
The firm is a litigation-led practice. The retainer is built for compliance obligations that carry penalties and for disputes that go to a forum. It is not built for high-volume transactional work — fundraising rounds, M&A execution, large-scale commercial contract factories or securities-market transaction support. Companies with that workload are better served by a transactional firm, and we say so at the outset. What we do bring is that every policy, committee and notice is drafted by advocates who will have to defend it if it is challenged.
How quickly must an employer act on an Internal Committee report?
The statutory clock is short, which is exactly why retained counsel is useful. Under Section 11(4) of the POSH Act the inquiry shall be completed within ninety days. Under Section 13(1) the Committee provides its report of findings to the employer within ten days of completion, and the report is made available to the parties. Under Section 13(3) the employer shall act upon the recommendation within sixty days of its receipt. An appeal under Section 18 is to be preferred within ninety days of the recommendations.
What is the penalty for POSH non-compliance in India?
Under Section 26(1) of the POSH Act, non-compliance — including failure to constitute the Internal Committee — is punishable with fine which may extend to fifty thousand rupees. Section 26(2) makes a subsequent conviction for the same offence materially worse: twice the punishment which might have been imposed on a first conviction, subject to the maximum provided for that offence, and cancellation of the licence or withdrawal, non-renewal or approval, or cancellation of the registration required for carrying on the business or activity.
How is a retainer engagement priced and scoped?
Engagement is on an annual retainer, scoped to workforce size and number of offices, and is discussed at the outset. Scoping turns on how many administrative units need their own Internal Committee, the volume and sensitivity of personal data handled, whether the company extends credit and therefore carries recovery exposure, and the realistic likelihood of regulatory correspondence. Litigation that escalates to a forum is scoped separately from the retainer.