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Legal Field Trips: Corporate Law


Over the last few weeks, we’ve done quick primers on securities law, criminal law, and appellate litigation. Today, we’re going to break from the emerging trend of focusing solely on the litigation side of practice and jump over to corporate work.

As a quick caveat, I am not as familiar with corporate law and most of my experience comes from hearing my girlfriend tell me about her work (in broad, non-confidential terms, of course). I have been committed to not working in corporate law from day one, so I can’t speak with as much authority on the topic.

Before we jump in, let’s just quickly review the difference between litigation and corporate work. Litigation is the broad description for the stages of bringing a lawsuit against another party. So, practicing litigation involves working through discovery disputes, writing and researching motions, etc. Corporate work, on the other hand, generally involves deals getting done between corporate entities, the financing of those deals, and the like.

From a broad strokes perspective, the life of a junior associate in corporate law involves a variety of rather pedantic tasks (that’s not to say the same accusation isn’t true of entry-level litigation work). First, juniors often have to perform relatively secretarial functions, like looking through a term sheet and making sure the defined terms are consistently delineated (or, for slightly more complications, ensuring that the correct terms are defined). Additionally, juniors often have to perform due diligence, which is essentially the corporate counterpart to document review on the litigation. Basically, you wade through a pile of documents to get a sense of the other side involved in a deal.

Once you go through these motions for a while, the next step is to actually get involved in drafting the documents behind a merger or an acquisition. Generally speaking, there is a lot more client interface on the corporate side than on the litigation side. My aforementioned significant other, for example, fields lots of questions from clients, whereas very few of the litigation associates I know of have ever spoken to or interacted with a client.

Beyond these broad strokes description, there are a few things you should be aware of when thinking about corporate law. First, the exit opportunities are far superior to most litigation outcomes. It is much easier to go in-house, for example, as a corporate attorney than as a litigator (litigators are mostly limited to government options, which are usually much lower-paying and harder-to-get). Second, the schedule is more unpredictable than working as a litigator. Corporate attorneys never know when a deal is going to get dropped in their hands, which can make scheduling very difficult. Litigators, on the other hand, generally know when filings are due and can have a general sense of their busy periods. You’ll often hear of all-nighters for junior associates in corporate work, an experience which is rarer on the litigation side.

For some people, being a “real lawyer” involves litigating a case and (maybe) getting to go to trial. For others, the nuts and bolts of getting giants deals done between companies is a much more rewarding process (and it involves a lot less legal research). If you fall into the latter camp, corporate work is the route for you.