Lawyers who switched from litigation to corporate—Happy with Switch? Forum

[Anonymous User]

3rd year litigation associate at a V30 firm in a secondary market. I’ve been thinking more and more about trying to switch to corporate, and have an opportunity to do so at a more regional firm. For those that made the change, are you happy with your decision and what were your reasons for the change?

I don’t hate litigation, but I do hate the discovery battles and games that take up most of my time. I also think from a long term perspective (building a book of business or going into the business world) that a change to corporate would be beneficial.

[gregfootball2001]

I did this about a year and a bit ago, midlaw lit to v50 corp. Tldr, I like corporate better, but it can be very group dependent.

One downside to corp is that there are many more moving parts to keep track of. In lit, the normal motion may have an exhibit or five, but in corp, every contract has 30+ attachments. And they're all changing, and they all affect the main agreement. And that's just one agreement. It's a lot more to keep in your head.

Another downside to corp is that there's something new every day. In lit, you may know that three weeks out a MSJ response is due, so that week is gonna suck. Plus you have that hearing to prepare for, and discovery responses need to be put together. That trial is in March, and the arbitration in April, so that time is generally going to be very busy, but summer may be light because the next big deadline isn't until October. There are certainly fire drills, but it's not every week, and certainly not every day. In contrast, it's a rare day in corp where someone doesn't ask for something to be done either that day or the next day. I literally have zero deadlines farther out than a week (other than X client wants to close in Sept, for example - but this isn't very helpful because (a) it's likely to move anyway, and (b) how much work there will be depends entirely upon how the negotiations go). It can be much harder to negotiate your workflow.

A huge advantage to corp, however, is that there are fewer assholes on the other side. There's a small but active percentage of lit attorneys who feel that opposing attorneys are the enemy, and treat them as such. In corp, everyone wants to come to a deal in the end. Everyone is extremely happy when we finally have an agreement (as opposed to lit, where everyone is unhappy at the end of the trial - just some are more unhappy than others). There's no grumbling about the time taken away from business to do depo prep or answer discovery. So the overall atmosphere is much more collegial. For me at least, it really makes a difference.

The stress is more spread out. In lit, the stressful days were in peaks and valleys - trial, arbitration, big hearing. In corp, everything is a little more important (oh, no one else is ever going to look at this important attachment I just revised until signing, so it really needs to be perfect), but there are rarely peaks of stress unless multiple things hit at once.

The work itself is more detailed. In lit, you come up with your overall story (or theory for the brief), put together your arguments, do research on each point, and put it all together as a cohesive whole. There are the strongest arguments, the less strong arguments, and the hail mary arguments - if one doesn't work, hopefully another does. Everything serves and supports the overall theory. In corp, other than "X wants to buy Y," or "A wants to build B," there aren't overall theories in the same way. Each individual part, the financials, the terms, whatever, can sink the deal. There are dozens of terms that can become dealbreakers, and that's before financing gets involved. It all has to work. An overlooked clause can become a nightmare for a company down the road, so you have to know everything really well, and think through the consequences of changing things. It's a different kind of intellectual exercise.

Every corp practice is different, so YMMV. However, I'm really enjoying the different atmosphere. YMMV, but I like the change.

[Anonymous User]

with apologies for the hijack, has anyone done the opposite switch (corp to lit)? have folks been happy with that move?

[Anonymous User]

I started out midlaw lit, switched to corporate about a year in, and recently lateraled to a v50.

I generally agree with gregfootball2001’s summary of the differences between the practice areas. For me, I’m unquestionably happier in corp, but I was also doing ID work during my brief stint as a litigator and didn’t really jive with the culture of that group at my prior firm. Had I started out in a more commercial or corporate-leaning lit group, things could have been different.

One negative aspect to corp that I was not fully prepared for was the amount of CYA finger-pointing and throwing others under the bus that tends to occur during the process. It’s true that at the end of the day, everyone wants to get the deal done, and the parties are typically happy when it ultimately closes. However, because of the focus on closing the deal at all costs, there is lots of internal and external pressure to not be responsible for (or even just accused of) holding up the transaction. IME, the other side more often than not will blame you, your client, or both for certain checklist items not getting accomplished or not compromising on certain terms. This leads to the fire drills, unpredictable work flows/cycles, and multiple months of 250+ billables that gregfootball described. It can also be mentally and emotionally exhausting to crawl your way to the finish line with that sort of toxicity in the air.

Also, FWIW, I have had plenty of clients on the sell-side at least complain that accommodating diligence requests takes away from the operation of their business.

[Hopefullitassociate]

with apologies for the hijack, has anyone done the opposite switch (corp to lit)? have folks been happy with that move?

I did exactly this - about a year in a corporate group before switching to litigation. Definitely agree with what's been said so far about the differences between the types of practices. It did give me a greater appreciate for what someone might like in corporate - if you hate doing things like legal research (where the whole point of the exercise comes from the fact that you don't know something, and trying to figure it out can often be a convoluted task), conducting depositions, etc. and more like the business side of things (negotiating terms in a contract, more direct client interaction) then corporate could definitely be for you. But I found the junior corporate tasks to be mind-numbingly mundane, and that seemed true even of a lot of the midlevel tasks. A lot of the ancillary documents aren't particularly interesting or fun to work on, but they all need to get done, and a lot of corporate (even beyond the junior level) is making sure that everything from the closing checklist is getting taken care of. Also completely agree about fire drills - I am so happy now to start tasks that won't be due for a week or weeks (doc review, motions and briefs, etc.) rather than getting a late night email from the senior associate because we just got one of the documents back from the other side and needed to review right away, so as to not hold the deal up. There's just a lot more back and forth in corporate, and since you don't want to be seen as the ones holding everything up, it's imperative that you respond right away and get documents out quickly, because there are likely to be several instances of the documents getting revised and resent around, and each time you delay sending yours out, you delay the whole process (almost like one subway car causing a delay for the ones behind it).

That was a rambling response, but happy to answer any questions you have.

[jagpaw]

A lot of people complain about how adversarial lit is and how, in order to enjoy it, you have to “love fighting every little thing.” Has this been your experience, and if so how has this compared to corp?

[byrdscales]

I switched from lit to tech trans, so not exactly on point for the discussion. That said, I miss the theory, research and writing aspects of lit, but not the discovery battles or general acrimony. I agree the transactional work is less stressful overall.

I also agree with hopefullitassociate though, that a lot of corporate work is extremely tedious, even as you work up the ranks. Switching from lit to corporate means giving up all of the good parts of lit as well as all of the bad. Think about whether M&A work (or whatever corporate work the firms you're considering are known for) actually sounds interesting to you before you jump into that boat.

I'd suggest trying to figure out if there's a specialist practice you might substantively enjoy. Tech trans is one of the best for going in house (since you mention moving into business later), and also involves licensing and commercial agreements, which require much more analytical thinking than most of the transactional work I've come across. Some other specialties may be interesting or have better balance as well (think regulatory work or privacy).