What Do Corporate Lawyers Do – A Simple Guide

Many candidates claim to want to become a corporate lawyer without understanding what the role entails beyond a superficial level.

Not only is this risky when making important career decisions, but firms will also pick up on it, and it will lead to rejections.

In this post, I will outline the business matters that corporate lawyers work on, the specific role they play, and why people choose to become corporate lawyers.

Let’s dive in…

Which business matters do corporate lawyers work on?

A good way to start understanding what corporate lawyers do is to learn about the business matters they typically assist clients with.

And this leads us straight into an important distinction we need to consider – and that’s the difference between corporate and commercial lawyers.

Confusingly, these terms are often used interchangeably in the profession.

For our purposes, it’s important to know that corporate lawyers can be considered a sub-category of commercial lawyers, and they’re sometimes referred to as “commercial lawyers”.

I delve much deeper into the distinctions between corporate and commercial lawyers here: What Commercial Lawyers Do – A Simple Guide.

For now, though, think of commercial lawyers as assisting with matters on the operational side of a business and corporate lawyers assisting more with the corporate matters of a company.

So, what do we mean by corporate matters?

It’s helpful to view “corporate matters” as those things that happen at the company level – often as part of the higher-level corporate strategy.

These corporate matters may relate to the structure of a client’s own company or group of companies. Or they may extend beyond a client’s company to deals involving a corporate or company-level element, such as a merger or acquisition, or a joint venture through a new corporate entity.

More specifically, these matters can include:

• Strategic activities around company structure – these often relate to the longer-term direction of a client, such as work around mergers and acquisitions or a company group restructuring.
• Corporate governance – how the company is run is critical, in particular in compliance with relevant company law and other laws and regulations.
• Financing the business – how the company finances its corporate and operational activities is usually a critical part of a company’s strategy. Whilst there are specialist finance lawyers, they can also be seen as corporate lawyers. Many corporate lawyers will also have a detailed understanding of complex banking and finance areas. You can read more about what finance lawyers do here >>>
• International business – corporate lawyers will often be central to a business client’s international business strategy, ensuring compliance with complex laws and regulations in other jurisdictions.

The nature of the work varies significantly, influenced by the specific client.

You will also see that corporate lawyers support clients on corporate matters at different points in their lifecycles.

Supporting the lifecycle of companies

Another good way to think about corporate lawyers is that they support companies at key stages in their lifecycles. 

This might include:

• Advising start-up companies seeking funding and support with an aggressive acquisitions strategy.
• Guiding huge established multi-national companies on the sale of a less profitable part of their group of businesses.
• Dissolving or restructuring a company due to poor financial performance.

So, having looked at the types of corporate matters lawyers get involved with, let’s now look at specific roles corporate lawyers have in these matters.

What roles do corporate lawyers play in corporate matters?

It’s hard to generalise about what corporate lawyers do, given the range of work different lawyers will do.

That said, there are typical roles that corporate lawyers have in corporate matters:

• Transactional work – they will play a key role in the management and progression of significant corporate transactions. Often, this entails managing a team of lawyers from different practice areas and jurisdictions, as well as other advisors and the client, to complete a transaction.
• Corporate governance/regulatory compliance – given the strict laws and regulations that govern many companies, corporate lawyers must help their clients navigate these requirements. Sometimes this may mean working with other lawyers who specialise in particular governance or regulatory areas.
• Due diligence – a big part of transactions involves conducting detailed research and analysis, known as due diligence, to help identify and manage risks to the company.
• Strategic advice – lawyers will often be consulted by the senior management of their business clients on corporate strategy, big decisions and the management of risk.
• Transaction document drafting and negotiation – corporate transactions often involve a large amount of deal documentation, including contracts. Corporate lawyers are skilled in documenting agreements in contracts and ensuring all necessary documentation is in place to facilitate the smooth completion of corporate deals.

Beyond these common roles, corporate lawyers may also specialise in particular types of corporate work.

Some examples are:

• Deals in a specific part of the market – often referred to by transaction value amount, or high-ticket, mid-market, etc.
• Deals of a specific kind – for example, private equity or public M&A.
• Specific aspects of deals or corporate activity – for example, corporate tax.
• Specific corporate business issues – for example, crisis management around financial problems or takeover bids for public companies.

This variation is a big reason why people train to become corporate lawyers.

Let’s now look at some of the other main reasons why people choose to become corporate lawyers.

Why do people choose to become corporate lawyers?

There are numerous reasons why people choose to become corporate lawyers.

So, it’s worth reading corporate lawyer profiles and speaking to corporate lawyers to understand their different motivations.

You will find some of the more common drivers are:

• Wanting to work on significant business-changing matters.
• Advising the senior executives who are running the business.
• Being close to the business strategy.
• Gaining an in-depth knowledge of your client’s business.
• Understanding how different businesses operate (and using that commercial expertise and often unique insights when advising different clients)
• The need to develop a broad, well-rounded knowledge of different practice areas that relate to corporate work – for example, tax, employment, pensions, real estate, intellectual property, and competition law.
• Playing a central role in teams of lawyers, advisers and senior management of the client.
• Seeking to facilitate corporate deals with lawyers and their clients on the other side (as opposed to it being more adversarial).
• Enjoyment of the ups and downs of intensity (and hours) needed during deals and in between them.

If those things resonate with you, then training to be a corporate lawyer may well be the right path for you, too.

Be intentional when choosing where to apply for your training contract

When deciding where to apply for your training contract, you don’t necessarily have to decide between corporate and other practice areas, as many firms will offer a mix.

That said, I recommend that you understand the difference between corporate work and other commercial practice areas and decide which you think you’ll prefer.

You can then be intentional with your application strategy and ensure that the training contracts you apply to are most likely to give you experience in your preferred areas.

Not only will you enjoy it more, but it will be much easier to convince firms why you genuinely want to train there and not at other firms.