A Seat In Corporate – Corporate and Company Law

The corporate team at Lewis Silkin is a very friendly,
approachable team based across the London, Cardiff, Belfast and
Manchester offices. As a Trainee in the team, you will get the
opportunity to assist on a broad range of transactions and develop
your general understanding of how companies operate.

Our corporate team is consistently top-ranked for corporate
M&A mid-size deals (£10m – £100m) achieving a Tier
1 ranking from Legal 500 and a Band 1 ranking from Chambers &
Partners.

We deliver transactional services including public and private
M&A for both buyers and sellers. This provides a fantastic
opportunity for Trainees to see a transaction from both
perspectives. We also advise on divestments, management buy-outs,
restructurings, share capital transfers, and investments for a
diverse group of clients. Our corporate clients range from
start-ups to AIM-listed companies and investors, from mainly the
technology, financial services, and advertising & marketing
sectors.

The team also includes specialists in Banking, Partnerships and
Tax. Having the opportunity to work with and alongside these
specialists allows for further understanding of specific needs and
considerations of a company.

Life as a Trainee

When you start your corporate seat, you are invited to a series
of tutorials to explain the basics. They are run by Associates
across the team, which is a great way to get to know people as well
as brush up on your knowledge and understand the kind of work
you’ll get involved in over the six months.

Typical Trainee Tasks

(1) Drafting ancillary documents

When a company is making important decisions, they will need to
pass board minutes and, depending on the type of decision,
shareholder resolutions. The team may ask for your help in drafting
these documents, some are straightforward (for example, handling a
director resignation) and some require you to consider the numerous
steps that need to be taken to get to the desired outcome.

(2) Filings

There will nearly always be forms to file at Companies House
once a resolution has been passed. Each company has a profile on
the Companies House website which maps out its history from
incorporation to the present day. It’s important that any key
changes – for example to the directors, the number of shares,
the company name, the company address, and so on – are
recorded properly.

(3) Statutory books

Whenever there is an allotment, transfer, or sale of shares, a
company is required to update its statutory books. This is
essentially a bundle of tables which show who owns shares (and
their type), who is a director, and who, if anyone, has significant
control over the company.

You may also be asked to ‘reconstitute’ statutory books,
where you essentially prepare the books from scratch. Here,
you’ll go through the Companies House records with a
fine-toothed comb and piece together the history of the
company.

(4) Due diligence

When a buyer is looking to acquire another company, they will
undergo due diligence. This is basically a review of the target
company’s assets and offers an insight into how the company
conducts its business. As a Trainee, there are tasks on both buy
and sell side. On the buy side you may co-ordinate contract reviews
across different teams or help draft the due diligence report. On
the sell side you may assist with managing the data room and
uploading the seller’s documents.

(5) Completion and Corporate Bibles

When you are preparing and reviewing documents, it’s often
in anticipation of Completion. On the day of Completion there can
be various tasks that a Trainee can assist with. You may be asked
to conduct a Winding-Up or Insolvency Search or asked to send out
documents for signature on DocuSign or asked to check the documents
you have received to check they have been executed properly.

After Completion, you may be asked to put together a corporate
bible along with an index. This is involves collating all the key
transaction documents in one place.

The combination of a highly skilled, approachable team with a
variety of work and clients makes doing a corporate seat at Lewis
Silkin not only incredibly interesting but also a very valuable six
months – I would highly recommend!

The content of this article is intended to provide a general
guide to the subject matter. Specialist advice should be sought
about your specific circumstances.