Value Creation by Business Lawyers: Legal Skills and Asset Pricing

Ronald J. Gilson, Columbia Law School


What do business lawyers really do? Embarrassingly enough, at a time when lawyers are criticized with increasing frequency as nonproductive actors in the economy,1 there seems to be no coherent answer.2 That is not, of course, to say that answers have not been offered; there are a number of familiar responses that we have all heard or, what is worse, that we have all offered at one time or another without really thinking very hard about them. The problem is that, for surprisingly similar reasons, none of them is very helpful.3 Clients have their own, often quite uncharitable, view of what business lawyers do. In an extreme version, business lawyers are perceived as evil sorcerers who use their special skills and professional magic to relieve clients of their possessions. Kurt Vonnegut makes the point in an amusing way. A law student is told by his favorite professor that, to get ahead in the practice of law, "a lawyer should be looking for situations where large amounts of money are about to change hands."