Litigation vs. Corporate Forum

[purplegoldtornado]

I have seen a lot of threads that put litigation in a better light than corporate law (e.g. predictability of hours, less waiting around for work), yet I have not seen any benefits for corporate law over litigation.

Are there any particular benefits over litigation? I personally feel like corporate law and working with high-stake deals would be more interesting than lit.

Thanks!

[The Lsat Airbender]

- Easier to break into if you're some medianbro at a T14 with no clerkship
- More numerous in-house opportunities
- Some people prefer the work for various reasons, the "big deals" luster you mention is one factor. Personally I like how much less adversarial transactional practice is.

[Anonymous User]

I feel alright representing large pe fund A in a transaction with large pe fund B. We are all just trying to get paid and skim legal costs from large pe investor C's returns.

[Sackboy]

I think TLA covers most of the ground.

I personally prefer my corporate specialty from a substantive point of view. The subject matter and law I get to engage with on a daily basis is, in my opinion, very fun, interesting, and every-moving.

Most of the doom and gloom folks I meet in corporate practice M&E/CM and feel like they're reviewing for typos and picking up phones/sending emails to specialists all day and acting as a glorified coordinator (i.e. not practicing law).

On my first post-training day at my firm, I got to do the first draft of a document in my realm. It was awfully anxiety inducing and boy did the partner mark the hell out of it, but it was cool to see that a good chunk of my wording made it into the final draft that got sent to the client. I lead my first call with a client by week 3. I just feel like that's something you only get with very lean specialist groups.

Who knows, though. Maybe I've just been lucky. I know my group had a billable average of 2,500 during my first year, so that's probably helpful in getting great work experience early on when everyone is just at capacity and needs someone else to carry a bit of the load, regardless of who they are.

EDIT: FWIW, this was my experience at the V10 that I'm still at.

[Dietcoke27]

It's much more team-based for junior associates, which can be fun and keep you motivated over long hours. And deals don't last nearly as long as litigation--it's personally satisfying to start something and then finish it in a reasonable period. Plus, being a glorified coordinator can be tedious but then you are on a first-name basis with all the specialists at your firm! And you have early/often client contact. You will probably work with the clients and specialists repeatedly, which can also be nice. All that said, the drawbacks are enormous and you should not underestimate them. I am an ex-corporate attorney and very glad I did not stay.

[gregfootball2001]

I did litigation for the first few years of my career, and then switched to transactional work. I definitely prefer the transactional work, but it's going to be firm- and practice group-dependent.

One advantage to transactional work (at least in my experience) 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. I couldn't imagine dealing with those people for 30 years.

The work itself is different. Each individual part of the deal, 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, so you really have to know the client's business and what they need. It's a different kind of intellectual exercise.

The groups I've worked with involve leading the negotiations and doing original drafting, but I understand that other groups may not do that kind of work. Every transactional practice is different, so YMMV. But I like the change.

[polareagle]

One advantage to transactional work (at least in my experience) 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. I couldn't imagine dealing with those people for 30 years.

You very fairly caveat that you're speaking in your experience and in generalities, and I don't have any basis for pushing back as a general matter. But this does seem like a golden opportunity to bring up one of the better legal voicemails of all time: http://www.kinsellalaw.com/2004/08/24/a ... -internet/

(If you go to that site and click on the link in brackets in the first paragraph, you can download a .wav file and listen to the actual voicemail! 2004 technology at its best!)

ETA: I know that he was (and is!) in a commercial real estate practice and that although that's corporate, it's not the sort of deal work most of you are talking about. Still, the voicemail is worth sharing.

[attorney589753]

David Lat had a post on Abovethelaw about how you'd be crazy to do lit. Might want to check that out.

[Anonymous User]

I'm a corp/M&A associate and the collegiality talking point is way overblown in my experience. Yes everyone is trying to make a deal happen but I'd describe a solid proportion of my teams' interactions with the other side as adversarial and it is not uncommon for discussions to get quite heated. And I'm not even at a firm known for that kind of behavior so I'd imagine it may be much worse elsewhere.

[purplegoldtornado]

One advantage to transactional work (at least in my experience) 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. I couldn't imagine dealing with those people for 30 years.

You very fairly caveat that you're speaking in your experience and in generalities, and I don't have any basis for pushing back as a general matter. But this does seem like a golden opportunity to bring up one of the better legal voicemails of all time: http://www.kinsellalaw.com/2004/08/24/a ... -internet/

(If you go to that site and click on the link in brackets in the first paragraph, you can download a .wav file and listen to the actual voicemail! 2004 technology at its best!)

ETA: I know that he was (and is!) in a commercial real estate practice and that although that's corporate, it's not the sort of deal work most of you are talking about. Still, the voicemail is worth sharing.

That was awesome.

[transferquestiontls]

But what about the work itself? Isn’t it mind-numbingly boring and I thought that’s why corporate associates hate their jobs.

[rc8]

why do people do corporate law .... when they could've had the opportunity to do front office things ... like go to business school and become a mergers and acquisitions investment banking associate?

aren't front office business things (investment roles in private equity and hedge funds, business operations, strategy roles in fortune 500, investment banking, management consulting at MBB etc.) much more preferable to "back office" corporate lawyer stuff?

what's the appeal in doing "back office" corporate law over front office stuff like management consulting at MBB or investment banking?

for litigators, i think it's an entirely different ball game? i hear some ppl just like the intellectual process of litigation and really enjoy researching and writing and the law in and of itself. is that true?

[Sackboy]

why do people do corporate law .... when they could've had the opportunity to do front office things ... like go to business school and become a mergers and acquisitions investment banking associate?

aren't front office business things (investment roles in private equity and hedge funds, business operations, strategy roles in fortune 500, investment banking, management consulting at MBB etc.) much more preferable to "back office" corporate lawyer stuff?

what's the appeal in doing "back office" corporate law over front office stuff like management consulting at MBB or investment banking?

for litigators, i think it's an entirely different ball game? i hear some ppl just like the intellectual process of litigation and really enjoy researching and writing and the law in and of itself. is that true?

Corporate is just much more than M&A. Tax, Benefits, Exec Comp, IP Trans, etc. exist.

Also, some people don't like finance and actually enjoy questions based on ya know... the law.

[purplegoldtornado]

why do people do corporate law .... when they could've had the opportunity to do front office things ... like go to business school and become a mergers and acquisitions investment banking associate?

aren't front office business things (investment roles in private equity and hedge funds, business operations, strategy roles in fortune 500, investment banking, management consulting at MBB etc.) much more preferable to "back office" corporate lawyer stuff?

what's the appeal in doing "back office" corporate law over front office stuff like management consulting at MBB or investment banking?

for litigators, i think it's an entirely different ball game? i hear some ppl just like the intellectual process of litigation and really enjoy researching and writing and the law in and of itself. is that true?

Corporate is just much more than M&A. Tax, Benefits, Exec Comp, IP Trans, etc. exist.

Also, some people don't like finance and actually enjoy questions based on ya know... the law.

Is tax law as exciting wrt “deals”? I’ve got some interest in that too.

[Anonymous User]

But what about the work itself? Isn’t it mind-numbingly boring and I thought that’s why corporate associates hate their jobs.

Anon because I don't want to associate my practice group with my account.

I can only speak to my practice group. I do tech transactions at a v50 in a secondary market, and it's far from boring (most of the time). There are certainly precedent agreements that we use as starting points, but they're always revised pretty significantly. I think it's really interesting and intellectually challenging.

[Sackboy]

Corporate is just much more than M&A. Tax, Benefits, Exec Comp, IP Trans, etc. exist.

Also, some people don't like finance and actually enjoy questions based on ya know... the law.

Is tax law as exciting wrt “deals”? I’ve got some interest in that too.

Not to sound glib, but if you enjoy tax, then, yes. In general, specialists get to deal with the law, think about the law, and draft/make comments based on the law much quicker than M&A associates. That's not to say you don't do any boring due diligence. You certainly do, but it's generally a smaller portion of your job than as a corporate associate, and you're finding problems so you can deal with them, not pick up a phone like corporate and ask another team to deal with it.

[transferquestiontls]

why do people do corporate law .... when they could've had the opportunity to do front office things ... like go to business school and become a mergers and acquisitions investment banking associate?

aren't front office business things (investment roles in private equity and hedge funds, business operations, strategy roles in fortune 500, investment banking, management consulting at MBB etc.) much more preferable to "back office" corporate lawyer stuff?

what's the appeal in doing "back office" corporate law over front office stuff like management consulting at MBB or investment banking?

for litigators, i think it's an entirely different ball game? i hear some ppl just like the intellectual process of litigation and really enjoy researching and writing and the law in and of itself. is that true?

Corporate is just much more than M&A. Tax, Benefits, Exec Comp, IP Trans, etc. exist.

Also, some people don't like finance and actually enjoy questions based on ya know... the law.

I would agree with you if you could convince me that corporate is about “questions based on the law.” As far as I know it’s pretty much a lot of due diligence which doesn’t require any legal research or analysis.

[nixy]

Not actually a corporate lawyer so everyone who is, feel free to correct me, but I get the impression that due diligence is something juniors do so that more senior people can use it to generate/consider legal questions.

[Sackboy]

Corporate is just much more than M&A. Tax, Benefits, Exec Comp, IP Trans, etc. exist.

Also, some people don't like finance and actually enjoy questions based on ya know... the law.

I would agree with you if you could convince me that corporate is about “questions based on the law.” As far as I know it’s pretty much a lot of due diligence which doesn’t require any legal research or analysis.

My comment was not meant to be read as a defense of general corporate, so I apologize if that was unclear. I'm not convinced general corporate (i.e. M&A lawyers) do much real legal work at the associate level. Corporate specialists certainly have specialized legal knowledge that is applied both inside and outside of the due diligence effort.

[Anonymous User]

Niche finance attorney here...I constantly have to reference the UCC. The idea that corporate lawyers don’t do legal research is not true.

Off the top of my head the question of when does a lease become a security agreement is a question I have to opine on almost weekly.