Briefing Room


More than 100 businesses benefit from Entrepreneurial Business Law Clinic

August 25, 2016 | Students

Advising corporate clients goes beyond just knowing the letter of the law. It requires building relationships, knowing the ins and outs of each client’s unique business model, spotting areas of potential liability, and managing transactions, which all help a business client to grow and protect its invested and intellectual capital.

Sometimes referred to as “soft skills,” those abilities aren’t necessarily lessons learned from textbooks or the classroom. To really understand the practice, young lawyers must actually go out and practice. The Entrepreneurial Business Law Clinic (EBLC) at the Moritz College of Law gives students the opportunity to hone these legal and practice skills before they even graduate.

Founded in 2012 through the generous support of donors, the clinic offers 12 students each semester the opportunity to help startups establish their businesses and put in place governance and contractual protections needed to advance these new companies.

“The students will learn some new things in the academic sessions of the clinic, but things like interviewing, building client relationships, self-confidence in giving a legal opinion, how to talk to non-lawyers, collaborating effectively with others—that’s what I hope they really learn how to do,” said Professor Lee Thomason, who teaches the clinic.

“The goal of this clinic is to increase each student’s belief that, ‘If I go out to practice today, I know I can do it, I know what to do, and I’m prepared.’ If the students feel confident and have improved their lawyering skills interviewing, assessing, collaborating, and making solid legal recommendations, then I think the clinical program has succeeded.”

Through the EBLC, third-year students are able to work with real clients that range from app creators to clothing retailers, cleaning services, mapping technologists, microbreweries, tech startups, and others to advise them on legal structures and decisions. The students help entrepreneurs register as LLCs, document initial bylaws and operating agreements, protect intellectual property, highlight any potential liability issues, execute contracts, and generally identify the startups most pressing legal needs.

In the four years that the clinic has been open, it has already helped more than 100 clients lay the groundwork for their businesses. Among those clients is Columbus-based microbrewery, Land- Grant Brewing Company.

What started as a hobby for Adam Benner while living in Chicago, soon came to be a passion project for him and his former college roommate and good friend Walt Keys. The two graduated from The Ohio State University in 2006.

“Once we were out of school I moved to New York for a while and he moved to Chicago. We kept in touch and Adam had caught the homebrew bug pretty bad. With my background in graphic design and photography, Adam’s homebrew became both of our hobbies,” Keys explained.

The year was 2012 and, as the two co-founders saw it, Columbus was ripe for a craft brewery explosion. With only a handful of microbreweries in the area, the two said they wanted to get in on the ground level of the boom to chase their dream of opening their own brewery.

To test the validity of their idea, they launched a Kickstarter campaign to raise the initial capital they would need to start their business. After meeting their fundraising goal, they realized they needed some additional help getting the proper legal framework in place to run their brewery successfully. That’s when they turned to the EBLC.

“Like with a lot of newer businesses, you have a friend of a friend who’s an attorney that did some of the basic startup stuff, but as we were looking to raise additional funding—the Kickstarter was really just kind of a drop in the bucket—we wanted to do it all by the book,” Benner said.

“We initially had the students look at some trademark questions and then we also had them set up our filing and even the distribution agreements that we ended up using as we raised capital.”

Knowing that it would save them a lot of work in the long run setting up everything correctly from the start, Benner said they were pleased with the work the clinic students were able to complete.

“It’s funny, after we talked with some other folks, I think most people when they try to raise money, they don’t file and do it the right way and they get people who aren’t qualified credited investors and that sort of thing. The clinic really helped us out. It saved us money and allowed us to get started a lot quicker too,” Benner said.

That kind of experience is invaluable for graduating law students who hope to enter the corporate practice upon graduation, said Robert L. Grossman ’78, corporate and securities shareholder and co-chair of the Israel practice at Greenberg Traurig, LLP.

“I think one of the biggest problems law firms could have with students coming out of law school is they often don’t have much practical experience. A first- year, second-year lawyer needs significant training. Being able to do something like this, where students actually see a real business in operation and help a real business at an early stage, gives them an understanding that puts them ahead of other recent graduates. It gives them a practical point of view of what it’s like to really go out there and work in the world,” he said.

As someone who often works with entrepreneurs and startups, Grossman said he decided to donate to the College to help fund the creation of the EBLC to not only help startups get off the ground, but also to give students the chance to learn the skills they need when dealing with clients in the corporate world.

“Greenberg Traurig is a large law firm with about 1,900 lawyers and 38 offices across the U.S. and worldwide, yet we do a lot of work for middle-market and smaller companies. I also work regularly with startups and entrepreneurs. I like being involved with startups and trying to help companies that really need some handholding to get started, so I thought it was a great idea. When I was asked by Ed Cooperman ’67, who has been a client and a friend, and whom I had a lot of respect for, to donate to the clinic, I thought the concept made a lot of sense,” he explained.

Alec Wightman ’75, a partner at BakerHostetler, who has served corporate clients for more than 35 years, was also one of the founding donors who supported the launch of the EBLC. He explained that a transactional and counseling clinic was especially beneficial to both the College and the community.

“The entrepreneurial aspect of this, which is helping startups and new businesses, is really what this is about. New jobs are created in the United States through new businesses and small businesses, and helping our students and young lawyers have a hand in starting those is great. It also shouldn’t be lost that we’re talking about the Moritz College of Law, and Mr. Michel E. Moritz ’61 was a partner in our Columbus office for many years. He was the premiere business lawyer not only in Central Ohio, but a much broader area as well. Preserving his heritage and supporting what was important to him was also a factor in creating the clinic,” he said.