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Going corporate

|Written By Kirsten McMahon
Going corporate

When David J. Doyle moved from Boyne Clark, a 50-ish lawyer firm in Halifax, to a seven-lawyer firm in Kingston, Ont., his postal code wasn’t the only thing that changed.

Doyle was a litigator in Halifax but made the transition to corporate law a few years ago when he packed his bags for Viner Kennedy Frederick Allan & Tobias LLP. “I used to do litigation work in Halifax and I got tired of that, and my training was in corporate, so I’ve been practising at a firm in Kingston that has seven lawyers, two of whom are dedicated corporate-commercial lawyers,” Doyle explained at a recent Law Society of Upper Canada seminar on corporate law for new lawyers. “I’m one of those two, and the other senior lawyer is too, so most of the perspective I have is operating in a smaller town with a small firm size but a relatively large corporate practice,” he says, explaining that between the firm’s two corporate lawyers, they represent 750 to 1,000 companies.


Commercial litigators can practise the same type of law, work with the same type of clients, and make the same kind of money as corporate lawyers. So how do you know what type of law will suit you? Are you better suited to

litigation or transactions?


Stéphanie Lee, an associate at the Montreal office of McCarthy Tétrault LLP, says, “Even from the very beginning I’ve always focused on business law.” Lee articled at both the Toronto and Montreal offices of McCarthy Tétrault and even did a summer stint at communications giant BCE Inc. Since being called to both the Ontario and Quebec bars in 2003, Lee’s securities practice has seen her advising Rio Tinto in connection with its US$38.1-billion recommended takeover bid of Alcan Inc., and advising the National Bank of Canada and NBC Asset Trust in connection with the initial public offering of $400 million of Trust Capital Securities.


She says the type of work she does suits her personality and interests. “It’s a little bit more of a technical area. That’s what interests me. Working on transactions and working on teams on these transactions is what’s appealing to me.” Teamwork is key on the larger end of corporate work, says Lee. “Almost everything is teamwork. When you’re doing a transaction, you never do it alone,” she says. “Ever.”


Obviously the size of the team depends on the size of the transaction, but in the case of Rio Tinto, Lee found herself working with a very large group across the country. “It was the experience of a lifetime,” she says of the deal. “One of the things that interests me in particular is being able to work with a team on a transaction and everyone’s doing their bit to get the transaction done and everyone’s working together to get the transaction done.


“What was particularly interesting and fun about that is when we were in the process of negotiating and eventually signing the support agreement, the McCarthy Tétrault lawyers, as well as the team from Rio Tinto, as well as the team of investment bankers, all gathered here at our Montreal office for close to a week and worked around the clock on getting that aspect of the deal done. That was a lot of fun to be able to work with various team members.”


Cameron Proctor, an associate at Blake Cassels & Graydon LLP's Calgary office, started his career articling at Blakes, primarily in the corporate group with a focus on M&A, securities, and corporate finance. Like Lee, Proctor says he was also drawn to the transactional nature of the work and “working with clients to achieve their business objectives.”


He says a fun part of his job is thanks to the nature of Calgary's economy. “A lot of time you get involved with start-ups and new ventures and see them through, from seed capital to growth to liquidity events and things of that nature.” From the get-go, Proctor says, he had a ton of responsibility and client contact, and as a result he thinks someone with good people skills is well suited to practise on the corporate transaction side.


Since his call to the bar in 2004, Proctor has represented the private equity investor in connection with Quatro Resources Inc.’s $200-million takeover bid for Berkana Energy Corp., and Colt Engineering, a leading provider of engineering services to the energy industry, in connection with its $1.035-billion cross-border exchangeable share merger with WorleyParsons, an Australian public company, just to name a few.


Because many of these transactions are time-sensitive, the hours can be long, say Lee and Proctor, but that’s not unusual. “Sometimes the phone rings, and things are time-sensitive, so occasionally you have to work to the rhythm of the deal and get things done,” says Proctor. “Yeah, you’ll be working very hard,” says Lee. “That’s just the nature of the practice, but it’s exciting and it’s fun and you want to do it. . . . Once it’s done you can take a little break and move on to the next thing,” she says.


For Doyle, working at a smaller firm in a smaller city brings its own type of work, clients, and challenges. Rather than crunching out work in a crowded boardroom on a huge institutional financing deal, he could be doing several incorporations in one day. While the principles of law remain the same, solo and small-firm corporate lawyers have challenges that aren’t really law-related. “In a small firm the focus is almost exclusively, I think in a successful small firm anyway, providing good-quality service and making sure that you make money. Those are the two things, and a lot of times those two things always go hand in hand,” he says. “But in a small firm, a lot of times, people focus on one or the other, and . . . if you operate on them separately it’s going to lead you to the path of ruin.”


The main difference with a solo or small-firm practice is that you are responsible for managing all the details and there’s nobody at the end of the day making sure your power bill’s paid. “There’s nobody out there making sure that the team, as a collective, is working efficiently. You have to worry about it all yourself,” says Doyle. This holds true for any type of small or solo practice. Things that are particular to corporate law, however, are some of the billable tasks that can be performed by corporate clerks.


“This does not work well in family law or litigation, but in corporate, for example, we do many, many incorporations — we do 100 a year maybe — and that’s a task that most lawyers in big firms don’t ever think about, but that is a product that you can develop to deliver to the client at a reasonable price that you can end up selling at a fixed price where your clerk does most of the work and you do the client management,” he says.


Before hiring staff, says Doyle, a lawyer should identify what tasks they intend that person to pursue and divide those into administrative/non-billable, legal non-billable, and billable. Some of the billable tasks could include preliminary drafts for a flat-fee service you are providing. “The more billable tasks the clerk can undertake, the less money they will cost you in the end,” he says. But don’t go nuts, Doyle warns, by overstaffing your new corporate practice.


“Lawyers can often fall into the trap of trying to look like a successful lawyer before they are a successful lawyer,” he says. “Trying to look like a successful lawyer stops you from being a successful lawyer.”

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