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  • Kim Rust

Roles in law: Trainee

Updated: Aug 21, 2020

“What do you do?” – this question has been subtly and not-so-subtly posed several times since I started my job as a trainee solicitor last month. I remember awkwardly trying to rephrase it at networking events, having no meaningful idea what the person in front of me did at work. Having started my job in March (if I could insert a party popper emoji, trust me, I’d go wild!), here's my take on answering the question. What does it actually mean to be a trainee in a corporate firm?

There are three questions most people are asking when they ask about my work:

1. What does it mean to be a trainee solicitor?

2. What does it mean to be a trainee solicitor in Private Equity (where I'm currently sitting)?

3. What does it mean to be a trainee solicitor in Private Equity during covid-19?

What does it mean to be a trainee solicitor?

Very simply, the most typical way to become a solicitor in the UK is to:

1. Complete an undergraduate degree (not necessarily law); then

2. If your undergraduate degree wasn’t law, do a GDL (a “conversion course”); then

3. Everyone then does the LPC; then

4. Everyone has to complete a two-year training contract within a law firm

This system is going to change over the next few years, but for now, this is the process most people follow.

Before we go on – solicitors generally don’t go to court, they don’t wear funny wigs or Hogwarts gowns, they do paperwork. If you think I’ve chosen the boring option, read up on the English court system… The gowned people are barristers and their qualification process is a little different. 

So, I’m at the training contract stage. To pass this stage, I’ll rotate around four different practice areas (think of different departments of the firm), spending six months in each. I’m with an international corporate firm, so practice areas include corporate law, banking, projects, capital markets, tax, real estate, dispute resolution, competition law etc. all with a commercial focus. Clients are rarely going to be individuals but may include banks, various investment funds or large corporations.

The role of a trainee is generally one of learning and support for ongoing projects. As a baby lawyer, by an osmosis-like process, I watch how more senior lawyers in my team respond to calls, challenges, clients and everything else which comes their way, and learn from them. This isn’t a passive process. Typical trainee tasks involve process management, research, correspondence and perhaps some basic drafting. By process management, I mean that a trainee may be in charge of managing people and bringing a project or process to its end. Let’s take the example of condition precedents (CPs). At a basic level, when an entity (for example, a company) is looking to buy another entity, the two parties will often sign an agreement which includes some “we’ll go ahead with this, so long as…” clauses – these are called CPs. CPs might include the financial stability of the Target (the entity being purchased) or authorisation from a regulatory body (very common where competition law may be an issue). The role of a trainee is to keep a wonderfully up-to-date table which tracks the status of these conditions, including chasing the relevant people to get the conditions met in time for the deal to close.

I also mentioned research. Perhaps your ears pricked up at this one, particularly if you studied law. We can do research! I spent months of my final year beavering away, buried in books and articles to research and write long essays on my findings. Trainee research is a different kettle of fish. The client usually needs a response quickly, there will be consequences if you get it wrong, and rather than offering your opinion on whether the law is good or bad, you’re asked your opinion on what the law actually says. There are a surprising number of gaps where legislation and jurisprudence simply provides no clear answer, and into these dark depths the trainee lawyer delves, searching out anything of use and compiling support for a confident response to be sent to the client. Unlike university days, when my lecturers tolerated my long, well-considered, delicately phrased essays, clients want none of this - just concise answers and explanations

Key trainee skills seem to be:

  • Organisation

  • Communication – mastery of the brief-but-polite email seems elusive but hopefully is attainable soon!

  • Efficiency

There’s one last note on being a trainee, and that’s outlining the structure of law firm and other personnel I’m working with.

  • Trainees – unqualified junior lawyers on rotations around different areas of the firm.

  • Associates – from newly qualified lawyers (NQs) to individuals with several years’ experience, these people have settled in one single practice area and will work within that team, rather than keep rotating.

  • Managing Associated (MAs) – these people have usually practiced in a single practice area for a number of years and are experienced in that field.

  • Partner – the most senior people in the firm, these individuals have worked in practice for a number of years and have a key role in business development, as well as advising clients and working on matters.

There are other roles too – PSLs and Counsel are two notable examples, as well as a wealth of secretaries, paralegals and internal staff who make a law firm function well as a single unit!

What does it mean to be a trainee solicitor in Private Equity?

I’ve started my first seat in Private Equity (PE – no, not school sports lessons as my mum loves to joke), a topic which requires a little explanation. PE teams usually work with Sponsors (often PE houses), helping them acquire, dispose of, and manage assets. A Sponsor is an organisation which in turn creates investment funds - pools of capital (money) gathered from investors (this could be sovereign wealth funds, pension funds, hedge funds, wealthy individuals, or other sources). The fund then aims to buy a portfolio of businesses, build them up and sell them on. It’s a relatively short-term process. My team’s role is to structure these acquisitions when they happen. This is more complex than it seems.

Instinctively, we think that the investment fund will just swoop in and buy a Target. In reality, there are many gaps between the fund and the Target, to ensure that investors are not directly liable, to manage tax, and to allow lenders to inject cash into the transaction where they can be best-placed to get their money back. Most PE transactions are highly-leveraged (this just means, the investment fund takes on a lot of debt – i.e. it borrows money) to pay for the Target, so banks are often involved in the structure.

So, we have Sponsors, investors, the investment fund, the Target, the lenders. We often also have Management – the directors of the Target. These individuals are important – they will get shares (equity), and the structure of that equity is very important to the structure of the transaction. In which company will they get shares? How many shares will they get? What kind of shares will they get – i.e. what rights will be attached to those shares? How much will they pay for their shares? Will they get more shares if the Target performs particularly well? All of this is agreed in contracts drafted by teams like the one I’m sitting in.

The clearest way to explain all of this is just to draw it out (lawyers are constantly drawing up diagrams, so no more mocking geographers if you’re a law student!!).

This diagram is far from perfect! It’s over simplistic and it doesn’t factor in all of the different aspects of the deal, or all of the different parties. It’s not based on any particular deal or strategy, it’s a simple, generic overview. But, the basic structure is there.

Why all of the middle companies? To separate liability from the Sponsor and investors at the top, also to benefit from tax efficiency in different countries.

Why do the lenders appear at the bottom? So that they’re closest to the Target and can most easily get back the money they have lent, before money passes up the “waterfall” structure back to the Sponsor.

There are lots of other questions around this structure, but we’ll leave a more thorough explanation for another day or further conversations – do get in touch if any of the above is unclear or you have further questions, always happy to chat law :)

What does it mean to be a trainee solicitor in Private Equity during covid-19?

Starting work hasn’t exactly looked as I imagined it would. Dressed in jeans, jumpers and slippers (or more recently shorts, t-shirt and flip flops – what incredible weather we’re having!), battling a tortuous 10-second commute, devoid of eye-contact for reasons altogether different from the usual London tube etiquette, I’ve settled down at my dining room table to start my training contract.

Fortunately, I can work from home (wfh). All of the work I do can be digitised; resources and communications were already well-established before covid-19 and are working fine. Most communication happens via call, video call, email and an instant message service. Meeting the team has been different but has gone as well as possible in the circumstances. Video calls are encouraged wherever possible and people have made a conscious effort to connect. It’s not the same as conversations over coffee in the kitchen or café, grabbing lunch, mingling at the drinks trolley on a Friday afternoon or even doing a walk down the corridor to introduce myself and say hello to the various members of the team. But, the team have made a real effort to support one another, integrate those of us who are new and carry on group activities and meetings as best we can.

Wfh brings some novel challenges to new routines. Whilst I have more time to cook, exercise, contact friends and read, I honestly find my usual 45-minute commute quite cathartic. I never thought I’d be pining for my usual commute, squished into a carriage, lodged all too close to the armpit of a sweaty fellow commuter, subtly reading the headlines over the shoulder of another, avoiding eye contact with everyone. But, commutes can bookend the day, something I’ve had to find replacements for. Mornings usually involve reading in bed, breakfast, odd jobs around the house and morning calls – twice a week I catch up with a university friend and twice a week LPC friends, either over breakfast on a Friday, or to discuss an article in French with some others. I usually take my daily dose of government-permitted vitamin D after work, to enjoy an evening walk along the Thames or parks local to me. Coffee breaks and lunch times are a little different I suppose, sometimes I’ll call friends or colleagues for a coffee break when we’re free, other times I’ll settle down to read my book, take a musical interlude or do something different briefly to break up the day. By the time I’ve worked, walked, cooked and eaten, I’m usually pretty ready to cosy up and read, call friends/family, or indulge in Tiger King (I’ve succumbed in to the hype – think Louis Theroux on steroids, would recommend!).

So, that's what life looks like right now - there's my brief overview! Updates will come, and questions are always welcome :)

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