Corporate and Transactional Law

Generally, most of what corporate attorneys do is drafting documents and negotiating contracts, which can be done independently of the courts. This can include drafting business formation documents, negotiating financing for their clients with the banks, or helping their clients engage in strategic actions such as a mergers, acquisitions, or initial public offerings (IPO).

The daily duties of corporate lawyers can include everything from performing legal research and writing memos, to drafting and editing contracts, to reviewing financial statements and disclosure documents. In a large transaction, a significant portion of the corporate attorney’s role will be in performing due diligence of the company’s legal exposure. This may include reviewing corporate documents and identifying areas which may cause the transaction to fail. When a business enters into an agreement with another party to sell itself, it must meet multiple conditions before the deal can be closed, and the buyer’s attorneys are responsible for making sure that all of those terms, conditions, and covenants have been met. Having a working knowledge of accounting is extremely helpful in this type of a role, even if you were not an accounting major in undergrad. I highly recommend taking a basic accounting course or two if you have the opportunity as it is considered “the language of business.”  

One of the most enticing reasons to become a corporate lawyer is the starting salary. Those that work at some of the largest corporate law firms in major metro markets around the U.S. will start off making over $200,000 per year in their first year out of law school as per the National Association of Legal Placement (NALP). This venture into “BigLaw” as it is called, is usually the first stop on a career in corporate law but can sometimes be cut short due to burnout. The hours can be long, but many new law graduates take these jobs with hopes of paying off their student loans quickly which would allow them to move to another employer with a more reasonable work-life balance, though often with slightly lower pay. Those that are willing to put in the hours might potentially see a significant raise down the road. Corporate attorneys can also earn significant compensation packages if they are promoted in-house to General Counsel or Chief Legal Officer. Additionally, there is also the opportunity for those who develop great business acumen to move into non-legal related management roles such as Chief Operating Officer or even Chief Executive Officer.

Corporate attorneys are major contributors to larger cross-functional teams that include finance, tax, compliance, and operations. Having a desire to work with a diverse group of people is a must in this field.  Much of what you do as a corporate attorney is negotiating on behalf of your client to get to a common goal with the other side. To do this, the attorney must maintain a strong relationship with both their client as well as the other party, even when the negotiations can get contentious. This can be contrasted with the need for litigators to be able to argue for your client and potentially be put in an all-or-nothing dispute. To be a great corporate attorney means maintaining relationships with large clients who will keep coming back to you or your firm repeatedly for all of their business needs, which takes some level of sales skills to keep the relationship fresh over a long period of time to continue to grow your practice.

When you come into a large law firm or company, there is usually a well-established training program with formal mentorship and learning opportunities. Many of these firms have been running these programs for decades and have it down to a science, so you know exactly what you are going to get coming in. In this, the work of a corporate attorney is generally more predictable than that of a litigator as one can generally tell when a transaction might arise, such as the end of a fiscal quarter or if there is a change in underlying economic conditions. Litigation, in comparison, is more sporadic and only comes about after something catastrophic happens such as a major injury, crime, or disaster which are a great deal more random. Where predictability may become tiresome for some, corporate attorneys typically enjoy the intellectual stimulation of the job. It can be quite thrilling to open the front page of the Wall Street Journal and see coverage of an IPO you worked on. Transactions they work on have multiple moving parts and areas of law that they touch, such as Secured Transactions, Tax, Labor and Employment, Immigration, Property, and Contract law; understanding each of these areas is vital to the success of a transaction. Corporate attorneys are also no stranger to intersecting with other offices, such as HR, finance and accounting, marketing, and operations. I discovered this firsthand from my time in banking, where we were negotiating the sale of assets worth millions of dollars and had to interact with all of the different departments, including corporate attorneys, listed above.

The University at Buffalo School of Law has many ways to get you the experience and exposure necessary to be successful in your job search for a corporate law position. Having an undergraduate degree in business or economics can also help show that you have a general interest in corporate law. If you do not have a formal business background from your undergraduate studies, you may want to consider applying to a JD/MBA dual degree program. This would allow you to earn both degrees in four years of study compared to the five years it would take to earn each degree separately. Business knowledge is consistently one of the top skills that General Counsel’s look for when hiring an attorney for either external counsel or in-house, and an MBA is a great way to get that knowledge and set yourself apart from other job applicants. Once in school, it is important to maintain strong grades, which will be the key to getting a summer associate job at a corporate law firm or an in-house clerkship. You may also want to consider competing for a spot on law review, which will further showcase your legal writing and analysis skills. A more detailed overview of Law Review can be found on this blog entry.

The University at Buffalo School of Law has many ways to gain exposure to corporate and business law while in law school, such as the required experiential component of the law school curriculum. Some of that exposure to corporate law could be through the Entrepreneurship Law Center Clinic (E-law Center) or through and externship. While working with the E-law center, you will earn up to six credits for working with local area startups in helping them organize their business, raise capital, and protect their intellectual property. For an externship, you can work somewhere such as the Western New York Law Center Small Business Clinic, serving small Mom and Pop businesses in the Buffalo area with many of their business needs. Many of the Western New York Law Center’s clients cannot afford to hire outside counsel and are businesses owned by first generation Americans.  

Another great way to get exposure to corporate law is through the New York City Program in Finance and Law. This program allows students to spend a semester living in New York City learning from some of the top professionals in corporate law working as partners at large law firms, in-house counsel for Fortune 500 companies, and at the offices of different regulators. Guest speakers come into the classroom and give their perspective on what it is like to work in a corporate environment. There are a plethora of networking opportunities throughout to meet UB alumni who are in your area of interest, as well as a mandatory externship program where you will learn by doing real corporate work.

Once you have the practical experience from your classes, internships, externships, and clinics the Career Services Office is ready to help prepare you for the summer associate application process. To learn more about the Career Services Office and how they can help, visit their website.

I hope this has been helpful and ignites the fire in you to pursue a career in corporate law as it did when I was in your place not that long ago!