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Organizations and Transactions Clinic

Overview

For potential clients

The Organizations and Transactions Clinic of Mills Legal Clinic at Stanford Law School provides free corporate legal services to established Northern California nonprofit organizations. Our students focus on providing practical and context-aware support to senior leaders. We are not an internship program; instead, we operate as a law firm and an outside professional services provider.

We advise organizations about corporate governance, structural, and programmatic matters. We review governance practices and draft bylaws, committee charters, policies and practical governance tools for nonprofit corporations, projects and coalitions. We review and draft contracts and MOUs, prepare template documents, and help plan and execute transactions. We prepare summaries, forms, calendars, and checklists for everyday operating and management use.

We represent existing tax-exempt organizations. Many of our clients are active in sustainable agriculture, food security, small-scale farming and agricultural education; core human services such as mental health care and housing; and education and youth development. Our clients typically generate $1 - $10 million or more in annual revenues and are located within two hours of the Stanford campus. We have clients in 13 Northern California counties.

Our students are in their second or third years at Stanford Law School. The clinic is an academic course and a full-time commitment. It represents the students’ entire courseload during the quarter of enrollment. Students work in teams in collaboration with, and under the close supervision of, our instructors.

For students

The O&T Clinic is a place to learn about corporate practice. We’re targeted at both students seeking to explore a non-litigation, advisory-oriented practice and those planning to do M&A, securities, finance, IP licensing or other corporate or transactional work at major firms. In the clinic, students develop legal advice, learn to review and write contracts and governance materials, meet with client executives, examine commercial relationships, and receive extensive feedback about their work.  No prior experience in business, finance, or corporate law is necessary.

Students work on structural, programmatic, contractual, affiliation, and governance matters for corporate entities. Students typically represent multiple clients during the term, interact with client CEOs, CFOs, board members, and general counsels, and work in teams with other students and the instructors. Students receive detailed comments about the design, content, and execution of work-products and client communications, and about their performance in client meetings and calls. Students regularly assess their own work throughout the quarter and prepare a self-evaluation at the end of the term.

O&T clients are all established Northern California nonprofit corporation and generate annual revenues in the range of $1 - $10 million. We focus on these organizations because they are corporations that typically have meaningful governance and disclosure obligations, active boards of directors, audited financial statements, physical facilities, multiple collaborations, and diverse funding sources and contractual relationships -- all of which are relevant to and product of corporate work -- yet are small enough that the clinic’s contact is a senior executive. We think they provide excellent material for students learning about organizational representation and institutional corporate practice.

The course includes a seminar that generally meets twice a week. Seminar meetings focus on student-led workshops regarding client projects, and on orientation to corporate practice, including discussion of core commercial relationships such as acquisition, credit, and licensing, and practice skills such as transaction planning and management.

Evaluation and grading are based on detailed points of emphasis that reflect ways of working we believe characterize a successful lawyer and effective colleague. Course design and operation reflects the instructors’ combined 40+ years of corporate practice representing consumer products, finance, technology, and life science companies, in both law firm and senior in-house roles.