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Commercial Question

Corporate clarification

updated on 20 October 2009


What is corporate law and how have things changed over the last year?


Corporate law is a very broad practice area which, depending on the type of firm you join, can encompass a wide variety of work. In most law firms, a corporate lawyer will be involved in elements of both advisory work (advising companies or other institutions on aspects of company law, directors' duties, insolvency and corporate governance issues) and transactional work (involving the negotiation of complex and often high-profile corporate transactions).

The corporate departments of larger City firms, in particular, will be involved in all manner of transactions, including private mergers and acquisitions, public takeovers, initial public offerings, rights issues (raising money through the issue of shares to the public), private equity and joint ventures. Additionally, most corporate practices will be involved in negotiating and documenting other commercial transactions, such as distribution and supply arrangements, franchising and licensing.

Clients tend to be companies and financial institutions (eg, banks), but can also include high-net-worth individuals, government bodies and buy-out and investment funds. The type of client you might act for in a corporate transaction can vary significantly, ranging from a small high-street store looking to acquire a local competitor for a few thousand pounds to an international company looking to carry out a complex multibillion-pound cross-border transaction involving the coordination of large teams across different jurisdictions.

Corporate law is non-contentious, so corporate lawyers rarely spend much time in court. The type of work they are most commonly involved in is the drafting and negotiation of documents. Corporate lawyers advise on all aspects of a deal, from structuring the transaction and tactics to documenting and implementing the deal.

The volume of activity in the UK deals market (and beyond) has been affected by the recent credit crunch and recession. Corporate practices, on the whole, have been quieter than they were in the heady days of 2006 and 2007, largely due to a temporary lack of confidence in the markets generally and a lack of debt financing available to fund new M&A deals. However, markets tend to be cyclical and corporate lawyers are reacting to their clients' needs - many of which are facing difficult times and need a trusted adviser to see them through the storm. On the flipside, a large number of distressed M&A opportunities are out there for bidders and, even beyond the distressed/restructuring market, recent signs of deal activity are encouraging. The recent announcement of the £8.2 billion acquisition by BlackRock of Barclays' US asset-management arm shows that although the M&A markets have a way to go before they return to pre-crunch levels, some bidders have not been discouraged from M&A activity.

Corporate law is a dynamic and fast-moving practice area. It is consistently challenging due to the breadth and variety of deals that lawyers advise on. As a practice area, it particularly suits those with a wider commercial interest beyond the law, because so much of what corporate lawyers do is commercially driven.

Alex Woodward is a managing associate in the corporate department at Linklaters LLP.