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USC | Gould School of Law

Students

SBC students gain valuable practical experience in representing businesses, functioning in the role of a professional whose client is depending on them. Students have the opportunity to apply principles learned in law school to address a range of business issues facing their clients. Students also develop practical skills in client interviewing and counseling, and build abilities to draft clear and concise legal documents (such as articles of incorporation, bylaws, contracts and applications for licenses and permits) and client correspondence. They also engage in legal research relating to the client's business, and then advise the client based upon that research. Each student is responsible for all aspects of the representation, including scheduling meetings, drafting and finalizing legal documents, phone consultation, file maintenance and keeping clients informed of the SBC's work and progress.

SBC students attend a weekly seminar which involves instruction on the substantive law about forming and operating small businesses as well as the appropriate practices and procedures followed by attorneys representing business clients. The seminar also focuses on how to work with and counsel clients and on how to identify and resolve ethical issues that can arise when representing organizations as opposed to individuals. The seminar includes simulations and also explores other important practical and ethical issues that arise for any attorney representing business clients.

Each student in the SBC is assigned to work with approximately two to four clients each semester. The instructor is present for the student's initial meeting with each client. After this initial meeting, the student prepares a formal Engagement Letter and drafts the appropriate materials. The SBC work follows a law firm model. The student performs required research and drafting under faculty guidance and supervision. All work product is reviewed by the supervising attorney (i.e. the instructor) before being distributed to the client. Students also have individual weekly meetings with the instructor to discuss progress and to evaluate how pending projects and issues in those projects should be handled. When the engagement is complete, the student prepares a closing memorandum for the file and a closing letter to the client. Students are required to make a two semester commitment to participate in the SBC. Preference will be given to students who have successfully completed Partnerships & Limited Liability Companies or Counseling the Start-up Company. Business Organizations is a prerequisite.