Why do trainees enjoy corporate seats?

If you are interested in how businesses work, mergers and acquisitions and general corporate processes, then a seat in a corporate team is likely to appeal to you. For instance, you may enjoy a corporate seat if you are attracted to the prospect of managing work streams, carrying out in-depth due diligence (i.e. investigations) into a business’ assets, corporate structures and legal agreements, and assisting with first drafts of transaction documents, client pitches and business research. In addition, corporate transactions tend to have shorter time-scales than contentious matters (usually 3-6 months), so if you like the idea of working on matters that resolve fairly quickly, this could be another positive of a seat in corporate.

What do corporate lawyers do?

Note that an ex-lawyer who worked for both a Magic Circle and an elite US firm provides a detailed insight into the role of lawyers (and trainees specifically) in the context of private equity transactions in our private equity course. Many of these insights apply equally to corporate transactions more generally, so check the course out if you're looking for a deep dive into what corporate lawyers do.

Corporate lawyers generally focus on deal execution for clients. This can include share sales, mergers, acquisitions and joint ventures. As part of this process, corporate lawyers typically liaise with and co-ordinate other internal departments (e.g. the Tax, Competition and Employment departments) to source specialist expertise and advice to facilitate transactions when the need arises.

The Corporate department also: produces much of the key documentation necessary to execute transactions; advises bidders and targets on public takeover offers; advises sellers and purchasers on private acquisitions and disposals; advises individuals on potential equity (i.e. share) purchases; advises managers or companies in connection with management buy-ins and management buy-outs; and offers general corporate advice concerning, for example, contractual rights and logistics. 

“Corporate” is quite a broad term and tends to cover both private and public M&A, including work for private equity clients. To broadly summarise the difference between “public” and “private” M&A:

• Private M&A usually concerns companies with a much narrower shareholder base than public companies. A majority of the shares in “private” companies are typically owned by founders (and sometimes also their friends and family members) and investors (e.g. angel investors and venture capital firms), with employees or other third parties owning minority stakes. 
• Public M&A involves targets that are listed on stock exchanges, and these companies typically have tens (or hundreds) of thousands of shareholders spread all over the world. 
• The process for a private M&A transaction is typically less regulated than for a public M&A transaction, as regulation of public M&A transactions has a greater focus on shareholder protection. Private M&A deals also involve fewer (if any) required regulatory disclosures. This generally results in private M&A deals having a shorter transaction timetable than public M&A deals.