Business Law Clinical

Overview

Under the aegis of the L. Kerry Vickar Business Law Clinic, the Business Law Clinical Internship is an experiential learning course that combines basic instruction on fundamental organizational and transactional legal concepts together with field work. Where the existing Business Transactions: The Art of the Deal course provides a macro perspective on the transactional nature of corporate and commercial law, the Business Law Clinical Internship course provides students with a micro focus on solicitors’ work in the context of private practice or as in-house counsel. The Business Law Clinical Internship is designed to provide students with training and experience by combining faculty-led workshops and regular feedback seminars with practitioner-led supervision on actual files with real clients (at a law firm or in-house at an appropriate organization).  The specific subject matter will vary with every internship placement, but the overriding mandate of the supervising practitioner will be to ensure that each student is exposed to solicitors’ work for not-for-profit, charitable, or community-based entities, provided on a pro bono basis, with a view to skills development that is easily transferable to a traditional business law practice. Targeted areas of skills development are client management, risk management, transaction management, entity choice and formation, drafting techniques, legal research, registry searches, regulatory compliance, good governance, stakeholder activism, and social responsibility. The goal of the Business Law Clinical Internship is to prepare students for the practice of corporate and commercial law while instilling in them a sense of professional responsibility and public obligation.

Enrolment

The Business Law Clinical Internship is a half-year, 3 credit hour course available in both the fall and winter semesters. It is open to third-year law students providing that those students have completed Corporations I. Enrolment will be limited to the number of participating supervising practitioners, up to a maximum of 6 students per semester (subject to mentor/supervisor availability). It is recommended, but not necessary, that students be contemporaneously enrolled in, or have completed, Philanthropy and the Law.

Course Description

The course is comprised of three main components:

  • 1.a series of concentrated “how-to” faculty-led workshops at the outset of the course;
  • 2.a reflection element consisting of a number of feedback sessions meant to discuss issues, problem solve and present experiences to the other students on a no-names basis; and
  • 3.an in-field internship.

Three Principal Components

  • I.Workshop sessions (12 hours of workshops + 12 hours of prep = 24 hours total);

The workshop portion will be presented each week, for six weeks, at the beginning of the semester – it will consist of two-hour classes during each of the first six weeks. The purpose is to provide concentrated how-to sessions on a variety of specific topics relevant to the business law intern. The sessions will be led by the Director of the L. Kerry Vickar Business Law Clinic and other lawyers and/or paralegals depending on the subject matter. Potential topics include: minute book reviews, statutory compliance reviews, entity formation, applications for charitable status, public searches, corporate records management, good governance best practices and policy reviews, effective management of board and committee meetings, management oversight, director independence, risk management, and voting issues. There will be approximately two hours of reading and preparation required before each workshop.

  • II.Feedback sessions (14 hours of feedback seminars);

Contemporaneously with the workshop sessions in item I above, students will commence their internships. In addition to the six workshops in item I above, students are required to attend seven (weekly) two-hour feedback sessions – until the end of the semester. These seminar format sessions will take place between the interns and the instructor. The purpose of the feedback sessions is to review files (on a no-names basis) as a group, resolve outstanding issues, share learning experiences, discuss best practices, and track the students’ journaling progress.

  • III.Internship (6 hours per week x 13 weeks = 78 hours total);

The internship will comprise the bulk of the course load; amounting to approximately six hours per week. Expected uses of time include meeting with supervisors and clients, research, and practical components identified above. Projects will be provided by the supervising practitioner. Students will attend meetings with clients and provide an appropriate amount of research and practical services – the nature of which will be dictated by the type of individual file. All work products of the students will ultimately be vetted by the supervisor and remain the responsibility of the supervisor.

Each student will work with one law firm on practical aspects of pro bono solicitors’ matters; not only research but also choosing and forming a legal entity, drafting by-laws, filing for tax-exempt status, records searches, contract and policy drafting, status filings, due diligence, minute book reviews, annual general meeting preparation, etc. Clients are to be exclusively community-based organizations from the non-profit or charitable sectors.

Course Objectives

The Business Law Clinical Internship course aims to:

  • I.Help prepare students for corporate and transactional practice;
  • II.Provide familiarity with the documents, methods, and parlance of corporate practice;
  • III.Develop an understanding of how substantive legal knowledge can be applied;
  • IV.Enhance the understanding of the obligations of professionalism as they arise in a practical context;
  • V.Provide an opportunity to enhance writing and oral communication skills; and
  • VI.Identify the solicitor as a socially responsible enterprise architect.

The goal of the Business Law Clinical Internship course is to prepare students for corporate practice and develop a sense of social responsibility by exposing students to practical materials, methods, and relevant real-life situations.  Students will have the opportunity to perform a variety of specific tasks and broader analytical work within a relevant business law context.

By combining classroom instruction with client work, engaging expert mentorship from outside the faculty, allowing students to interact with clients in a learning environment, and providing students the opportunity to discuss their experiences with each other and the instructor, a more comprehensive understanding of business law can be achieved.

Organization Responsibilities

The L. Kerry Vickar Business Law Clinic will provide the overall organizational support for the Business Law Clinical Internship in order to support a year-round (two academic terms plus the summer) clinical experience that is tied to the pedagogical goals of both business and clinical legal education.

The organization commits to providing service opportunities at local law firms (or appropriate organizations) for the student interns that amounts to approximately 6 hours per week, with an identified schedule that does not conflict with the students’ other courses; included within that time commitment are suitable training and orientation sessions, any preparation, research, or drafting work the student may perform and all contact time, such as supervisor or client meetings.  A student’s total time commitment to complete the Business Law Clinical Internship is expected to be between 100-120 hours.

Specifically, the organization will coordinate the scheduling of 13 two-hour weekly classes set aside for (six) workshops and (seven) feedback seminars. Identification and assignment of practicing counsel as supervisors will be coordinated by the L. Kerry Vickar Business Law Clinic. To that end, the Director has received informal expressions of interest from a number of Winnipeg-based law firms. At this time, it is impossible to obtain definite commitments by those firms without an approved course.

Notification to and coordination with the Law Society of Manitoba may be required. Issues relating to the provision of supervised legal advice, specific method of supervision, or managing potential student/employer conflicts are best handled in conjunction with the Law Society. The L. Kerry Vickar Business Law Clinic will be responsible for matching students with the appropriate supervisors and coordinating the relationships with the Law Society.

Student Responsibilities & Method of Evaluation

Credit is awarded on a Pass/Fail basis.  A pass is allotted to students who have an average of C+ or higher on all graded assignments in addition to a grade for participation, and upon the satisfactory completion of a final reflection paper. Attendance is compulsory and will be tracked for all workshops, feedback seminars, and internship matters. Absence without the permission of the instructor or law firm supervisor shall result in an overall grade of F in the course for that student.

The student must conduct him/herself according to the highest standards of the profession as set out in the Code of Professional Conduct in performing the duties set out above.  The final reflection paper will address the various outcomes set out in the course objectives.

INSTRUCTOR: Jonathan Black-Branch

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