Small Business Clinic
The Small Business Clinic provides legal services to local small businesses and microenterprises. The clients are generally businesses that would not have access to legal services due to limited resources. The businesses are usually owned by one or two individuals and have anywhere from zero to five employees. Students work on transactional legal matters that are typical in the start-up phase of a business. For example, students may assist the owners in determining whether they should operate as a sole proprietor, general partnership, limited liability company or corporation and provide appropriate documentation based on that decision (e.g., operating agreement, partnership agreement, or shareholder agreement). Clients also often have various employment issues including classifying individuals as employees or independent contractors, preparing an employee manual, and/or drafting an employment application. Students perform preliminary trademark availability searches, advise as to copyright protection for client work product, and draft non-disclosure and confidentiality agreements. Students also assist in drafting a variety of contracts for the sale of goods and services. Additionally, students often perform regulatory analysis to determine if there are any licensing and/or permitting requirements for the client’s business.
The goal of the clinic is to expose students to the methodology and mindset of business lawyering. Law students work with the entrepreneurs to identify the legal issues new businesses confront. They also develop important skills, including the ability to pinpoint key issues in an interview with a client. The clinic is part of a national trend to develop transactional educational opportunities to complement the traditional litigation-focused clinics that have long dominated clinical legal education. Students selected usually demonstrate a sincere desire to pursue a career in representing businesses and/or students who have an entrepreneurial spirit. Students interested in more detail on the issues faced by entrepreneurs, and therefore the issues dealt with in the Clinic, could read either of the following law review articles. “Starting from Scratch: A Lawyer’s Guide to Representing a Start-up Company,” 56 Ark. L. Rev. 773 (2004); “Braving the Waters: A Guide for Tennessee’s Aspiring Entrepreneurs,” 8 Transactions: Tenn. J. Bus. L. 243 (Spring 2007).
The course will consist of two full days of orientation (prior to the first day of the semester), weekly seminar classroom meetings, weekly one-on-one meetings with the professor, meetings with clients (often in the evenings) and participation in walk-in legal assistance. The seminar portion of the course incorporates business and legal practitioners from the local area.
In an effort to operate the clinic as close to an actual law firm as possible, students are required to maintain client billing records through use of the clinic’s time/document management software. Client work will require a minimum of sixteen hours of work per week and other course commitments will require an additional four to five hours per week.
Prerequisites: The clinic is open to students who have successfully completed 32 hours of law studies. Business Organizations is the only prerequisite for the clinic, although other business courses are highly recommended.
Semesters Offered: Fall and Spring
Credits: 6-credits includes Seminar and Field Placement
Spots available each semester: 8
Grading: Letter Grade
Application: The application period for particpation in the Spring 2015 Small Business Clinic will open September, 2014.
Application Requirements: Resume, unofficial transcript, and Small Business Clinic application.