Company law

Company law

Thomas Elias

Serle Court

University: University of Cambridge, King’s College
Degree: English

In its strictest sense, a company lawyer will advise clients on the rules and requirements of the Companies Act 2006, which is the prevailing legislation governing how UK companies are incorporated, registered, governed and dissolved. Company law is relevant to almost everything a company does, from filing annual returns and information about its officers and share capital to proper procedure in relation to board decisions. A specialist company law barrister will advise a client if there is uncertainty about a proposed course of action; they will also be engaged when a dispute turns on a point of company law. The Companies Act is hugely important for the directors and officers of companies, as some types of breach can have serious personal consequences. Lately, shareholders have become more willing to disagree with company executives and this could mean more involvement from the Company Bar.

People arrive at the Bar through many different routes, with an array of different experiences behind them. While there are those who go straight from studying at university to the BPTC and on to pupillage, others take a more circuitous route to call. Thomas Elias enjoyed a six-year career as a quasi-civil servant at the House of Lords before deciding that the law was where his future lay. And, despite admitting that it was a move he had been considering for some time, he feels the wait was definitely worthwhile.

"I think coming to the Bar slightly later in life gives you something of an advantage," explains Thomas. "It helps you deal with clients because, whether it is deserved or not, people tend to treat you with a bit more respect when you're older. It can also give you more confidence in terms of running your practice. There are only two states of being for a barrister – ‘my practice is falling apart, I'm never going to work again' and ‘I'm so busy I have absolutely no idea how I'll get it all done before next Tuesday'. Being a little older helps you be more realistic about what you can achieve."

Thomas considers the general attitude toward pupil barristers at Serle Court makes life easier than at other sets. "It's not about making people work very long hours and jump through hoops," he claims. chambers usually only offers two pupillages each year, with the aim of keeping both on if they impress, rather than taking on a raft of pupils and setting them in competition against one another. While Thomas's position was further complicated by the fact that his wife gave birth to their first child three weeks before he started pupillage, he explains that everyone at Serle Court was very understanding and, despite the apparent pressures, he still considers he had a more enjoyable time than most of his contemporaries at other sets.

It was during his pupillage that Thomas had his first brush with company law. He spent a couple of months assisting on a case involving Section 994 of the Companies Act regarding unfair prejudice. This meant that he gained more experience in the area than may ordinarily be the case.. That said, all junior barristers in sets like Serle Court are likely to get some experience in company law because, as Thomas puts it, "it's just such a core area of what a chambers like ours does".

At some point fairly early on, he suggests, juniors in most commercial or Chancery sets are likely to find themselves charged with attending the Companies Court Winding Up List on applications to put companies into liquidation. "It's one of the first things you get sent to court to do, because they are usually pretty straightforward matters, but nonetheless you have to get on your feet and make sure you get it right. It's great experience."

Unlike in some areas of the Bar, pupils are unlikely to be given major matters of their own to work on. Rather, they'll be assisting their pupil supervisors and other more senior barristers with their cases. That, however is nothing to be worried about, explains Thomas, as the quality of the work will be that much higher: "It means that as a pupil you are more likely to be doing the more technical and interesting things. You are reading the same papers and sitting in on the same discussions as someone far senior to you. Once you're taken on as a tenant you'll start having your own work, for which you will be solely responsible and it is unlikely that anyone is going to trust you with anything as highly technical and complex at that stage. So it is good to spend your pupillage looking at complicated work, because then you will be more confident when you start seeing such matters arise in your own practice."

Indeed, one of the things that Thomas enjoys most about company law is that it covers a wide range of areas and calls for a broad legal and commercial knowledge as well as a deep understanding of particular points of law. "Things go from being very fact heavy to being very law based," he says. "So, depending on what you are doing, there may be a lot of technical details to get your head around, but there is also the scope within company law to find areas that you are interested in."

He suggests that young lawyers looking toward the Company Bar should not only have a handle on the basic workings of the commercial world, but also try and keep up with the bigger company law cases. These are often reported in the broadsheet press and it won't hurt to be able to refer to recent developments at interview.

"If you are applying to a barristers' chambers, you need to know what areas they work in and show an interest. That is key," he suggests. "Not only that, but you should try to keep up with the landmark cases and show you are aware of the major issues of the time. If you say that you are interested in company law, there is every chance that they'll ask you about cases that interest you and it's much better to be able to talk about a recent case. They may not expect you to have a detailed knowledge of it, but if you can talk about something that is topical and interesting, it's always better than trotting out a legal precedent from 40 years ago that is a stalwart of every undergraduate law book."