What is corporate law?

Gary MacDonald is a partner in the corporate and banking team at DWF LLP in Edinburgh

Corporate law involves advisory and transactional work for business organisations and for individuals with business interests. Corporate lawyers advise on a variety of areas, including mergers and acquisitions, stock market flotations and fundraisings, restructurings and reorganisations, investments and joint ventures.

Corporate law encompasses a surprisingly broad range of work, which is generally centred around the drafting and negotiation of contracts and advising on matters of company law. It is usually non-contentious and therefore corporate lawyers rarely spend any time in court.

Key skills for corporate lawyers

Commercial awareness and a real understanding of the business world are paramount in corporate law. It is important that you understand the commercial issues and challenges which are particular to your client, as well as general issues affecting the sectors in which it operates.

Good drafting skills are essential, as is attention to detail. You will also be required to think on your feet during negotiations and sometimes work to demanding timetables.

Project management is also a key part of the job. Often you will be overseeing projects which involve input from a number of other specialist lawyers within your firm. It is important to make sure that they understand what is required of them and deliver to the deadlines you set. Your job will often involve pulling together all of this input and ensuring its consistency and accuracy.

As with any area of law, communication and people skills are key. You will work with a broad range of clients. Some will have been involved in numerous corporate transactions, but others will be relative novices. You will need to be adaptable, and ensure that you pitch your advice at the right level. You will also need to get used to dealing with senior individuals within commercial organisations who are confident, and who know exactly what they expect from their legal advisers. This can be challenging, but also professionally very rewarding.

Realities of the job

The average working hours of a corporate lawyer vary. As a deal nears completion, there is no doubt that a corporate lawyer’s hours get longer and can involve late-night working. This is because, as the deal nears completion, there will be a push to agree outstanding points and documents. Corporate transactions are commonly very strategically important to the parties involved and deadlines are often demanding.

One of the most satisfying things about being a corporate lawyer is reaping the benefits of the work you put in. There is a great sense of achievement which comes with completing a transaction and seeing a project through from start to finish. High-profile deals also often attract press coverage for the parties and lawyers involved.

Day-to-day work

On a typical day, there is a balance of client work and internal matters to deal with – that balance can vary. Often corporate lawyers will be leading transactions, dealing with the negotiation of the principal documents and dealing with other professionals involved in the transaction. Corporate partners usually act as the internal project leader, both co-ordinating input from other legal disciplines (there can be many specialists needed) and acting as the main client liaison.

Corporate lawyers may work on a number of deals simultaneously. Equally, a large deal may occupy most of a lawyer’s time for a period of several months.

The type of work that trainees are likely to get involved in consists of assisting with initial research at the beginning of a transaction, working on due diligence (asking questions of the seller or answering a buyer’s questions – in either case so that the buyer gains a full understanding of what they are buying) and drafting documentation, including simple agreements, board minutes, shareholder resolutions and Companies House forms. A trainee will also often have the opportunity to sit in on negotiations as a transaction progresses.

Corporate lawyers are also responsible for business development, which includes both the maintenance of relationships with existing clients (it sounds straightforward but actually takes work because many clients’ corporate transactions are few and far between) and the development of new business.

Developments in corporate

In the years following the 2007/08 credit crunch, deal activity declined due to lack of available finance and because businesses were cautious about the economic environment. Many companies concentrated on sustaining their business rather than looking for opportunities to grow and expand.

The recent upturn in the economy has meant a significant increase in corporate activity and consequently an increasing number and range of opportunities for corporate lawyers. This has included an increase in the number of flotations on UK stock markets, as well as significant interest from many overseas companies in investing in UK businesses. Corporate lawyers are busy again, and getting busier!


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