- Sep 9, 2024
- 1,032
- 1,815
Hi @ashwright and huge congratulations, I'm so happy to hear the news 🥳🥳 ! First off, my advice is to take a moment to celebrate this before jumping into preparations; I remember the first time I got an AC invite, it was one of the most exciting moments in my life - probably even more than when I got a VS or TC offer! After dealing with a lot of insecurity because of my past rejections, this was the first time I remember think 'I can actually do this' and also fully believing it, so looking back I wish I had cherished the moment a bit more rather than jumping straight away to chase the next thing.Heya, Andrei! I have some good news - I got invited to the AC!!!!!!!!!!! (My first ever one!)
I owe this entirely to your advice. To be honest, my head was spinning when I got told about it, but the only thought that was crystal clear in my mind was 'I need to thank Andrei'. Thank you so, so, so much. You are genuinely incredible.
I'd appreciate any advice (from you & anyone else) on approaching the AC. I'm going to keep on top of commercial awareness, but things like identifying potential legal issues from a business proposal are what I'm a bit nervous about. I'm guessing it would entail identifying general legal issues/risks/considerations (e.g., data protection concerns, competition law stuff) but I'm not sure how to 1.) learn the potential issues; 2.) articulate them beyond a sweeping statement like 'competition law stuff'.
I'm also a bit unsure about what a group exercise might entail but I'm going to have a scavange of the most frequently referred to TCLA overview posts on it.
Thank you again. I really appreciate your incredible support![]()
As for advice around identifying and articulating legal issues arising from a business proposal, I think you should essentially analyze the proposed dealing by constantly asking yourself questions such as:
- What exactly is each party promising here? How do I make sure this is enforceable?
- What could go wrong with the transaction? What commercial risks does accepting this proposal imply? Is there any way such risks can be mitigated via legal instruments?
- Are there any potential legal liabilities resulting from this? Is there any way that the proposed transaction, or elements it entails, are contrary to law/regulations?
Now, what exactly those risks are will greatly depend on the specifics of the business proposal. However, I think you can improve your chances of spotting by learning about the following:
- General business risks and costs: by familiarizing yourself with the kind of things businesses need to be aware about in general, you increase your odds of identifying their particular instantiations in the exercise. I have linked here an introductory Investopedia article on the topic.
- Risks involved in contracts: since any business proposal, if accepted, is likely to take the form of a contract, it is helpful to have a basic understanding of the risks involved in transactions and how contractual provisions can address them. In particular, have a look for how to address liability exposure in case of breach, management of disputes, termination rights, force majeure clauses, reputational risks, and interpretation of ambiguous terms.
- M&A risks: M&A transactions are the most common type of business proposal encountered in ACs, so I think it is definitely useful to understand the basic terms that go into this type of deal and the types of harms they protect parties from. I would have a look in particular at NDAs, warranties, indemnities, disclosure schedules, change of control clauses, employee retention, IP ownership, and conditions precedent (which is where we would require, for instance, clearance from the competition law authorities) .