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pele24

Securities law

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Hi everyone,

Can anyone comment on securities law practice please? What do you like/not like in this area of law? 

Thanks 

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I graduated out of law school wanting to be a securities lawyer.  I won the award for the highest mark in my 3rd year securities law course.  I got an articling job where my principal was a securities lawyer.

It was dreadfully boring work.  Merely bragging about the size of the deal you worked on didn't make it any more interesting.

I asked to be hired back as a litigation lawyer, and was.  Three years and a couple of jobs later I started at the Crown's office and haven't looked back.

Obviously this is only one man's perspective, and securities law will get slightly more interesting as you move up from being an articling student.  You asked for opinions and now you have one.  I'd welcome hearing from those who do enjoy a securities law practice.

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I'm not a securities lawyer, but I've worked closely with a variety of them over my career and my practice always intersected with theirs. So I can at least give you an informed overview.

It's an enormously diverse practice on a number of dimensions. So it's hard to generalize. How interesting it is will depend on your clients, the type of work, your own personality and aptitudes. 

It can entail advisory (solicitor) work or enforcement and litigation work. The latter is often quite interesting because, securities Disputes typically involve a lot of money, so clients are willing to hire clever lawyers willing to pursue creative and innovative arguments. Over the course of my career I've had peripheral involvement in, or connection with, some very high profile security law fights - even to a non-securities lawyer, they were anything but boring.

Then, there's the capital raising side of things. Again, this covers a multitude of practices. It can be helping small companies raise a half million dollars on a private placement basis from angel investors,  it can involve helping a company go public, or it can involve helping a public company raise more funds. Some of that work can be boring. MP is not wrong that deal size means nothing - some of the biggest deals I worked on in that space were also some of the least interesting (this is not far off actual conversations I've had: "Oh, you need a tax opinion for a multi-billion dollar common share offering for a public company? No worries, give me a minute."). But it can also be very rewarding - the small company you're helping raise a few hundred thousand dollars today could, in a few years time, be worth hundreds of millions (or more, or it could go to shit). Apart from the personal satisfaction of helping your clients succeed, having helped them get started, you'll often end up doing their work when they sell out or go public (or, even better, you'll be the relationship lawyer while your juniors do the work).  And, especially in the start-up space, there's room for the sort of lawyers who didn't get A's in law school, who weren't recruited by Davies, but who are entrepreneurial, ambitious and can make connections on a personal level.  

There's also the public M&A practice, helping structure and implement public market acquisitions. Admittedly this space has slowed down a lot since the debt fueled binges of the last decade. Still, it's an area that can be technically challenging, often requires a fair degree of outside the box thinking (when you're trying to structure a deal that has to satisfy securities law requirements, corporate law, maybe tax law in a couple of jurisdiction, not go offside contractual bars, etc.). And, as often as not, it's the securities lawyers who end up having to herd the array of cats from other practice areas to the finish line. 

There's structured product/investment fund practice, which is totally different. It can be a fascinating practice to help develop and implement new investment funds or products for sale to retail investors. Now, I find this area particularly interesting because often the structuring is driven (at least in part) by tax considerations, but it's an interesting, and constantly changing, area even outside of that. And fund managers can be an interest group of clients to try and manage.  You could toss into this space private equity fund formation and offering as well.

Finally, there's the day-to-day work of helping clients meet their various compliance and reporting obligations. Again, this is an area that can be as interesting as your clients. Sure, updating AIFs, proofreading management information circulars, or helping with insider trading filings doesn't exactly stir the soul. On the other hand, if your client is an activist investor looking to raise a little hell with a proxy fight (or a company with such investors), that can be a damned interesting aspect of your practice.  

So that's my 30,000 ft overview.  From my own perspective, while there are aspects of it that I would hate - there's a reason I'm not a securities lawyer - it's a practice area that has a lot of scope for interesting work and which, I think, can be particularly rewarding for certain personality types. 

 

 

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Something I've been wondering, do securities lawyers have to place their investments in some sort of blind trust? Or is it a "know and follow the no-trade list and you'll be fine" type of thing? 

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5 hours ago, utmguy said:

Isn't @barelylegal our resident securities lawyer?

I do some securities litigation, but I can't add anything in respect of the solicitor side of things. Not sure if OP is referring to the litigation or solicitor side - I'll check back in if they clarify!

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1 hour ago, whoknows said:

Something I've been wondering, do securities lawyers have to place their investments in some sort of blind trust? Or is it a "know and follow the no-trade list and you'll be fine" type of thing? 

All biglaw lawyers have to comply with their firm's insider trading policy.  It usually entails some kind of no-trade/restricted-trade list or pre-clearance system.  Usually things like mutual funds/ETFs are excluded and you don't have to worry about it if your money is held in a discretionary managed account where your adviser just does what he thinks best.  

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I have a friend who works at the OSC and previously worked at the dealer side of things. It sounded interesting but I found securities law quite boring. Which is kind of funny given that I also work for a regulator and the differences across regulators is probably not super large.

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I’m a securities lawyer. It kinda sucks and is insanely boring and I’m actively looking to bail on it (I can’t tell if it’s the subject matter itself or just the being-junior-at-a-big-firm issue)

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Finishing up articling now and going to be starting as a solicitor doing transactional work in the next few months at a large firm. Entered law school super gung-ho on being a securities lawyer. Did some securities work during the first few months of articling and found it dreadfully boring. Felt more like form-filling than actual law. In general, I just find the financial side of public markets far, far more interesting than the legal side.

Edited by hitman9172
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Being a securities lawyer is good. You don't have to do any work because your assistant will fill in all the forms for you.

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On 2018-05-03 at 1:44 PM, barelylegal said:

I do some securities litigation, but I can't add anything in respect of the solicitor side of things. Not sure if OP is referring to the litigation or solicitor side - I'll check back in if they clarify!

I am more interested in a solicitor type of work. Thanks!  

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20 hours ago, Jaggers said:

Being a securities lawyer is good. You don't have to do any work because your assistant will fill in all the forms for you.

I think it is a good point 😆 

Edited by pele24

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23 hours ago, sng said:

I’m a securities lawyer. It kinda sucks and is insanely boring and I’m actively looking to bail on it (I can’t tell if it’s the subject matter itself or just the being-junior-at-a-big-firm issue)

Could you please elaborate a bit on “insanely boring”? 

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23 hours ago, pele24 said:

Could you please elaborate a bit on “insanely boring”? 

Speaking as an articling student at a big firm: the bread and butter of securities work is public offerings. Typically, the offerings are done by big institutional issuers for which your firm already has all the precedents. As a result, a lot of the work is just changing the dates and a couple of terms related to the security being offered. The same can be said for reviewing/drafting routine public disclosure stuff.

I still see positives to securities work though, and I hope I get to keep it as a reasonable chunk of what I do as an associate.

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Securities litigation isn't that bad, because it's really just normal litigation with extra technical bits.

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