Tricky business...

Commercial law disputes deal primarily with contract and/or tort laws. It involves issues that arise in the course of running a business at any stage of the commercial cycle.

Such disputes are brought before courts for legal restitution when other methods of resolution, such as arbitration or mediation, have failed to provide a solution acceptable to all interested parties.

Why is commercial law important?

Commerce is at the core of a democratic society and, in order to be strong economically, it must be attractive to businesses.

One way of doing this is to have a strong set of laws and regulations protecting businesses that enter into agreements with others and providing resolutions when things don’t go to plan. Commercial law provides that platform.

Most commercial disputes are heard in Commercial Court or in county business courts when the dispute relates to that particular jurisdiction.

They can also be brought before the Queen’s Bench or Chancery divisions of the High Court, or the Technology & Construction Court (TCC).

Break it down for me a little bit!

A commercial lawyer’s work begins with obtaining necessary instructions and supporting information and documents from the clients. The case is reviewed thoroughly and the important facts and data are picked out.

Lawyers then research case law and former precedents, prepare pleadings and arguments, and attend regular briefing sessions with clients.

They will arrange for settlement where viable, and present motions and arguments before courts if the case proceeds into litigation.

Understanding a client’s needs is an important quality for those involved in commercial law. Other skills and talents required are: negotiation, commercial awareness and time and people management.

Commercial lawyers need to keep up to speed with the current business and commercial climate, changes and amendments in legislation, and regulations in all jurisdictions that are involved.

Commercial lawyers are normally required to have: a top-class degree, experience of participation in extra-curricular activities whilst at school or university, experience in debating, public speaking and moot court trials.

Work experience in a non-legal commercial sector will be an added advantage.

A Day in the Life of...

Edward Rarity - Trainee, Sherman & Sterling 

What’s the first thing you do when you get into the office?

I get to the office around 9.30am. If it’s a peaceful morning, I grab some tea, check in with my colleagues and then have a quick scan through the Financial Times. I’ll also write up a quick draft to-do list for the day ahead and respond to any emails which have come in overnight. If it’s a less peaceful morning, I’ll set to work straight away replying to emails.

Could you give us a quick breakdown of how you spend the average day in this seat?

The blessing (or curse!) of being a lawyer is that no day is the same, and what you may think will be a quiet day can quickly become busy. In my current seat, which is finance, a lot of my day will revolve around managing various documents, which includes re-drafting them, checking them and compiling them, liaising with local counsel, liaising with the client and conducting ad hoc research. The speed and volume of this work will depend on what stage you are at in a deal – if you are closing the deal that day, then the work items come thick and fast. In contrast, if it is a relatively quiet day, you can happily take an hour for lunch, grab a coffee with a fellow trainee and help out with pro bono or knowledge management tasks.

How much do you correspond with senior colleagues and clients on a daily basis?

A lot. I share an office with a partner, who is my first port of call for high-level questions about finance. This kind of exposure is really invaluable as a trainee.

In terms of interactions with clients, this will depend on how much responsibility you have taken on in the transaction. In one of my transactions, I was managing a lot of the corporate authorisations (formalities documents): consequently, I was the first port of call for the client if they wanted an update on these, and would often receive unexpected calls at various times of the day.

What sort of responsibilities do you have as a trainee in commercial law? Are you tackling hands-on project work or undertaking more general research and protocol training?

This will depend on the seat, the law firm and the approach of the lawyers you’re working with. At Shearman, I’ve been lucky to be given a relatively large amount of responsibility quite early on in finance. This means that, particularly when a deal has been closing, I’ve been in charge of chasing up documents that are missing, or signatures that have gone awry. A substantial part of your job is akin to project management, at high speed, which is why it suits those who are attracted to adrenaline rushes. Conversely, in my previous seat, international arbitration, the bulk of the work was research. This wasn’t limited to UK law, and included researching law in other jurisdictions, public international law, and a fair bit of (often quite obscure!) factual research. A highlight was conducting research to “dig up dirt” on a minister of a foreign country: my findings included allegations of kidnapping, mafia involvement such as shootouts, and tax avoidance.

Robert Worsfold is a Commercial Law trainee at DWF. Working with a range of clients, he notes that “a commercial seat particularly hones and develops drafting and client communication skills”. The area of law is vast, but stimulating…

In just a few words, could you explain the sort of work you do in commercial law?

Commercial law is vast, but at its most basic, the work can be regarded as the reviewing and drafting of commercial contracts, and providing commercial solutions to clients.

How has this seat developed your commercial awareness?

Reviewing agreements on a daily basis really forces you to consider the drivers of a commercial deal.

Some aspects of an agreement may be critical to one client, such as providing for a short payment period, asserting ownership of intellectual property or including a non-solicitation clause, whereas other clients may consider such issues as less crucial to their business.

The seat therefore requires an awareness of the commercial priorities of each client, together with an appreciation of the practical implications of the agreement.   

However, commercial awareness is not just confined to the drafting and negotiation of particular clauses. It also includes an appreciation of the manner and format of presenting back to the client.

Commercial work often involves producing high level reviews of agreements, where precise and concise communication is crucial. Other clients may prefer a more detailed analysis/report of the risks involved. 

Sitting in commercial has developed my ability to analyse the priorities and concerns of clients and communicate those findings effectively back to those respective clients.

What kind of projects have you been working on so far? Do you tend to take on short-term tasks or work on longer-term projects?

Whilst commercial generally offers a mix of long and short term work, the bulk of my workload in the seat has been relatively short-term isolated tasks. 

More time-consuming work has ranged from drafting services agreements for the leading UK provider of training conference facilities to running matters for an international supplier of in-flight goods.

This included amending, advising on and producing high level reviews of various framework and goods and services agreements.

Some smaller, more isolated tasks have included preparing new terms and conditions for certain clients, and drafting simple variation agreements and intellectual property assignments.

Does your work put you in direct contact with clients?

From my experience, commercial work requires you to have regular direct client contact. In order to ensure that the final agreement reflects the client’s priorities and concerns, there must be clear and constant dialogue with that client.

The format of that contact is predominantly by email, but the work also includes regular telephone calls and meetings with clients.  

Moreover, there is direct client contact when summarising agreements as part of a contract review – clear and concise client communication is an important aspect of a commercial seat.

How does this seat compare with others you have completed?

Commercial is a challenging but thoroughly beneficial seat. It requires an appreciation of the client’s circumstances and a consideration of the practical and commercial implications of each aspect of the agreement.

Given the nature of the work, a commercial seat particularly hones and develops drafting and client communication skills. The work is stimulating and is far less process driven than the previous contentious seats I have experienced.

After completing a commercial seat, I feel more equipped to deal with the commercial issues that will crop up when working in any practice area.