Fractional General Counsel | M&A and Corporate Attorney
Heather R. Pruger, Esq.
Heather Pruger is an experienced corporate and transactional attorney who advises mission-driven, women-led, and B Corp companies, along with other values-aligned businesses, through growth, change, and complexity. She works closely with founders, executives, boards, and in-house teams on acquisitions, investments, governance, commercial matters, legal function buildout, and the day-to-day legal issues that arise at meaningful inflection points.
Having served for years as General Counsel and Chief Legal Officer, Heather understands what business leaders actually need from legal counsel: practical judgment, clear communication, and advice that supports the business rather than slowing it down. Her approach is calm, candid, and business-oriented, with a focus on bringing clarity to complex situations and helping clients move forward with confidence.
Heather’s background includes M&A, corporate governance, employment, and building legal and compliance functions from the ground up. She has been involved in more than 100 acquisitions, ranging from small business deals to transactions exceeding $3 billion, and has built and led legal and compliance teams from one professional to more than 30. She has advised leadership teams and boards through a wide range of transactional, operational, and organizational challenges.
Before going in-house, Heather trained at major law firms and clerked for a federal magistrate judge. She later served as General Counsel of a multinational operating group within a publicly traded software company, where she built and scaled legal and privacy functions supporting a global portfolio of software businesses during a period of significant acquisitive and organic growth.
Heather is especially energized by working with companies that are trying to build something durable, values-aligned, and commercially sound. She is drawn to leadership teams that care not only about growth, but about how they grow and what they are building toward.
She believes the best legal counsel does not create unnecessary friction. It brings clarity, structure, and steadiness at moments that matter.
Heather now serves new clients through ImpactGC. Pronoia Legal LLC remains active for certain legacy client and administrative purposes.
For new matters, please connect with Heather through ImpactGC.
All photographs used on this website (excluding the headshot), were taken by Heather during time spent outdoors. They reflect the perspective behind the work: a dedication to reflection, perspective, and attention to context.


When clients typically call Heather:
Clients often reach out when they are:
- preparing for or navigating an acquisition or investment
- managing a leadership transition or other major inflection point
- building or upgrading legal infrastructure
- dealing with governance, commercial, or employment issues that require practical business judgment
- looking for senior legal support without hiring a full-time GC
Who she works with:
Heather’s practice is particularly well aligned with:
- mission-driven and values-aligned businesses
- women-led companies and leadership teams
- B Corps and benefit corporations
- software and technology-enabled businesses
- companies navigating growth, transition, or strategic change
