Professor Tina Stark is a pioneer in the teaching of transactional law. She just guest blogged over at ContractsProf Blog and the post is very important. She has constantly emphasized that contract drafting is pretty much beside the point if “you don’t know the law and understand the deal”.
The case she discusses in the blogpost is salutary. A pre-nuptial agreement was drafted in such a way that it only entitled the wife to a share in the proceeds of sale of the assets of the husband’s businesses. It did not entitle her to share in the proceeds of sale if he sold his stock in the businesses. The distinction between an asset sale and a share share is basic foundational stuff. Mergers & Acquistions 101. The lawyer who drafted the pre-nup was an experienced matrimonial lawyer.
Two takeaways from me. All lawyers, whatever their specialism, need a basic understanding of contracts, business, and deal structures. And so that’s what we should teach.