About Corporate Lawyers
A lawyer is a person learned in and licensed to practice law, who typically applies abstract legal ideas to solving specific problems, usually with the goal of advancing the interests of a client. A corporate lawyer is a specialist in the laws governing the creation and function of corporations. In most cases, the client of a corporate lawyer is a large corporation.
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The Facts
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Corporations are the predominant form of business enterprise in the world. Many employ in-house legal staff on a full-time basis to consult on legal issues that rise from the conduct of the business. Occasionally, in particularly complex matters or for litigation, the company legal team may work in association with corporate law sub-specialists retained from an outside law firm.
History of
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The defining characteristics of corporations are financing through sale of mutual ownership in the form of shares, and limited liability for shareholders.The rise of corporate law mirrored the development of corporations and the legislation that regulated them. Medieval guilds had aspects similar to modern corporations, but were not joint, for-profit ventures. The Virginia Company and the British East India Company of the 17th century were two of the earliest joint-stock companies recognizable as corporations.
Type
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Corporate lawyers usually work within the law department of a corporation, or as part of a law firm. In either setting, corporate lawyers tend to further specialize in specific areas of business including corporate structure, governance, finance, taxation, insurance, real estate transactions and mergers and acquisitions. Contract drafting and review, legal research and the preparation of filings for state and federal agencies are also tasks of corporate law sub-specialists.
Function
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One of the most important tasks of a corporate lawyer is to perform "due diligence." This is a process of identifying potential problems and issues before they arise by reviewing existing legal documents and business contracts, agreements and financial statements. Corporate officers use recommendations based on due diligence in making their executive decisions. The performance of and reliance upon due diligence is also a defense for executives against accusations of malfeasance or mismanagement.
Misconceptions
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While both lawyers and corporations may have negative connotations in popular culture, many top corporate lawyers support socially responsible business practices and reforms such as performance-based compensation for executives and the revision of rules regulating debt rating agencies. Lawyers with corporate law backgrounds are also essential for the prosecution of white collar crimes like insider trading and options back-dating.
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