Increase my Corporate Legal-fu!

December 17, 2008 8:35 PM

CorporateLawFilter: Please recommend your best tips, tricks and reference materials for becoming the best paralegal-in-training possible.

I was just hired as legal assistant to the senior partner of a pharmaceuticals manufacturing site. We are a department of two, doing primarily corporate/contracts legal, plus a steady dose of IP and patents stuff, and my boss is an amazingly good mentor. He tends to delegate responsibility as I prove capable of it, and he says he needs his admin to be a smart independent thinker who can work unsupervised when necessary and call him on mistakes when he misses stuff (which isn't often).

I have been doing this job on a temp/fill-in basis for the past six months, mainly just keeping afloat on our vanilla confidentiality agreements stuff. Now that I'm no longer a contractor, Boss (and rightfully so) is really raising the bar because he's got a huge workload. He needs, and expects me to become, his Contracts, Patents & Agreements Padawan. The challenge is, while I'm a really good secretary and a damn good document wrangler, I know jack about contract / corporate law, beyond the most basic of proofreading skills. He'll throw odd stuff over the wall to me when he's ultra busy, like asking me to come up with a (very) rough draft of a cease and desist letter from scratch when he's too busy/fried to switch gears and think about the language it needs. This is the sort of thing I need to get better at quickly.

I really want and need to kick ass at this job, not to mention make my boss proud, and ultimately (please god) stay here for the rest of my foreseeable future, complete with stability and benefits and stuff I don't get from being the Eternal Temp. Not to mention that this guy went out on a pretty skinny limb to insist on hiring me, as I've no formal education and next to zero prior contracts/legal experience. BigPharmaCo is footing the bill to send me through a paralegal course, which will absolutely help, however it's going to take some time to get that accomplished, and I need to hit the ground running.

My boss' new-hire/early Christmas present to me was a big, shiny, unabridged Black's Law Dictionary, and I've immediately begun using it... I can already tell that it's going to be indispensable. I have been given permission to order any other reference books I might need on the company dime, so there's a place to start.

Please share any other tips, techniques and/or reference materials that any of you corporate partners and/or bona fide paralegals out there recommend to increase my Corporate/Contracts/Patents Legal-fu.

posted by lonefrontranger to work & money (10 comments total)

Do you have a Lexis subscription? They have many templates and forms and you can call their help line for free and luxuriate in plentiful hand-holding. They walk you through every step. Fantastic resource.
posted by prefpara at 9:15 PM on December 17, 2008

Maybe try some nolo books? They're geared for non-lawyers and stick to practical information.
posted by the christopher hundreds at 9:41 PM on December 17, 2008

prefpara: Thanks! erm... I think we do. I've seen invoices floating around for them. This is a great example of what I need to be thinking about, so I'll have to look into getting it up and running. This is one of several/many things we've discovered that the prior admin hid/lost the access information to quite thoroughly... so I will get on fixing that.

quite honestly, my only real interaction with Lexis/Nexis up to this point is when my mom did the facilities/site design for their Ohio office back in the 80's, and continually groused about what a pile of wankers they were...
posted by lonefrontranger at 10:32 PM on December 17, 2008

Depending on what kind of learner you are, I'd avoid trying to get it on a comprehensive basis. Instead, ask your boss what he wants you to know.

He's likely going to need you to do certain things such as drafting contracts and the like. I'd go over those contracts and write down questions you might have and then ask him about things such as choice-of-law clauses and the like. You may also do SEC reports or tax filings. For each of these tasks or whatever else he assigns you, make it your business to be curious about the process and ask questions.

Also, don't be afraid to let him see your secretarial wizardy. A great paralegal multiplies.

A final story. My father was assistant general counsel and Corporate Secretary (a corporate officer) of a Fortune 250 company. He had a tremendous secretary who he often described as able to do his job better than he did. Almost always the position of Corporate Secretary is held by a lawyer. But some years after my dad left, his secretary was hired to be the Corporate Secretary of a very large corporation herself. There's no limit.
posted by Ironmouth at 5:05 AM on December 18, 2008

It's likely there's some sort of free law library in your area, definitely check out what they have to offer in the way of books and databases, and a good law librarian will always be happy to help you find resources for when you have that last minute weird question on something you've never dealt with before. Usually area trial courts will have libraries, though membership may be required; state house libraries should have some free resources, but probably not much in the way of corporate stuff, and your local public library might have at least the basic books.

Lexis is great, but you pay dearly for those awesome templates and corporate practice center stuff, unless you have a great contract with them. There are books out there with tons of sample forms, often on cd-roms, there's often no need to reinvent the wheel if you can find a good sample form on disc. I also tend to ferret out forms/agreements by searching SEC filings for similar companies/industries and pulling what they've filed (personally, I love Livedgar/Westlaw Business for this)- get the doc in Word format and you can cut & paste all you want.
posted by banjo_and_the_pork at 6:14 AM on December 18, 2008

I also tend to ferret out forms/agreements by searching SEC filings for similar companies/industries and pulling what they've filed (personally, I love Livedgar/Westlaw Business for this)- get the doc in Word format and you can cut & paste all you want.

I find onecle indispensable for this. Collect many variations of each type of agreement, and read them to gain familiarity with the general structure and contents of such an agreement. Notice where drafting differences may arise and figure out whether certain drafting decisions were made for reasons of style or substantive law.

Also helpful to start your own clause bank for the boilerplate clauses - jurisdiction, dispute resolution, severability, generic representations and warranties, and suchlike. It will be your quick go-to guide when you need to draft an agreement or letter from scratch.
posted by hellopanda at 6:46 AM on December 18, 2008

The porcine picker makes a good suggestion to visit a law library. The CO Supreme Court law library is open to the public. The University of Denver Law School has a great collection and helpful librarians.

Your best bet would be to introduce yourself to one of the librarians with the question you asked here. They will have also sorts of helpful information and resources.
posted by GPF at 7:28 AM on December 18, 2008

That would be the Sturm College of Law Westminster Law Library.
posted by GPF at 7:29 AM on December 18, 2008

Mr. Micawber is a frighteningly good paralegal who has demonstrated his skills to the point that his current employer is offering to pay a sizeable chunk of his law school education if he sticks around after law school. So here's his input:

The law stuff you will learn as you go. But the #1 skill of a great paralegal is that you are OCD above and beyond organized and make David Allen look like a rank amateur. You HAVE to have an organizing system of the gods so you remember court dates, appearance dates, filing dates, and then all the followup dates for all of those - and THEN some.

If you're not organized and don't have a system you will fail, no matter how well you start to learn legal procedure.
posted by micawber at 8:47 AM on December 18, 2008 [2 favorites has favorites]

Thanks everyone, this is all helpful, and I have a great place to start. And yes, we do have a Lexis account, but it is VERY expensive to use. Boss says we typically only use it for very narrowly focussed matters.

One of the guys on my cycling team who just passed the CO bar this summer has also offered to let me pick his brains, tho he's in criminal, not corporate law. He gave me some good feedback too.

on first glance, that oncle link looks to be just the sort of thing I need. Thanks again all, AskMeFi never fails to produce!
posted by lonefrontranger at 7:53 PM on December 18, 2008