Maryland Bar Bulletin
Publications : Bar Bulletin : August 2008



This month, thousands of athletes around the globe descended upon Beijing, prepared to sacrifice their bodies in grueling competition, focused to prove their worth amongst the best in their field. The coverage, glamorous-personas and corporate sponsorships may have left the Olympics as clouded as China’s capital city during rush hour, but the games’ core spirit endures. Rewards, recognition and fame are ancillary matters; people just want to compete. Whether it’s the 400-meter dash in an 80,000 seat stadium or a shuffle board tournament on the deck of a Caribbean Cruise Ship, we are wired to thrive on challenges, a fact MSBA’s Business Law Section banked on when they teamed with the University of Baltimore School of Law and created the Bar’s first Clerkship for law students.

MSBA Section of
Business Law

No. of Members

  November 14, 1968

 Henry Ward Classen
  John R. Orrick, Jr.
  J.W. Thompson Webb

  Business Law Newsletter

MICPEL Programs
Advanced Tax Institute


“The MSBA-UB Business Law Clerkship has great benefits for everyone involved,” said Barbara Ann White, a UB Law Professor and Business Law Section Counsel Liaison who has assisted in developing the Clerkship since 2005 when then-Section Chair Teresa Carnell originally proposed the position.
The Section devised the Clerkship with the idea of qualified law students aiding their legislative research. They served the announcement to all local institutions and UB, one of the few universities in the country that offers specific law concentrations in their curriculum, was the first to respond.

“It [the Clerkship] facilitates the Business Law Section Council’s ability to address important complex business law matters,” continued White, “and it enhances the Maryland business community in general, which of course enhances the welfare of Maryland’s citizens overall.”

Business law students were not just asked to participate at random. A full course load accompanying the Clerkship meant the chosen students had to possess exemplary grades, along with a remarkable ability to multi-task. With this in mind, teachers handpicked students Justin Wilde and Matt Jacobson to be the first to venture into the uncharted territory this past winter.

Guided by former Section Chair Marshall Paul, J. W. Thompson and White, these students worked on the Section’s subcommittee, Maryland Limited Liability Company (LLC) Revisions Project, in various capacities.

“It’s an opportunity for these students to explore intellectually challenging and stimulating statutes,” noted Paul.
Wilde was assigned to research statutory amendments on redomestication for Maryland entities, while Jacobson was asked to tackle standards for LLC fiduciary duties. Any preconceived notions the Project managers may have had about the results were left in the dust when these students took to the helm.

“They left us to create what we did in the Clerkship,” says Jacobson, who translated his research efforts into a law review article on the Duty of Care for LLC’s. “[The Clerkship] is a perspective you don’t get in law school.”

Their respective performances raised the bar for future Clerkships. Following his research on statutes that allow LLC business entities to convert into other business entities, Wilde recommended that the Project design a statute for Maryland that would allow any business entity the ability to convert. As of now, approximately 20 other states have similar laws and it’s the job of four UB students (including Jacobson) taking part in the summer Clerkship to research not only these laws in various states, but also the conversion procedure for each entity, including LLC’s, corporations, General and Limited Partnerships, and LLP’s.

“These are very complicated undertakings,” said Paul. “The work they’re doing is really laying the groundwork for the Project. A homerun for the Business Law Section.”

Complicated or not, these students have adapted well and really become a part of the team. For instance, Wilde was swamped with preparing for the Bar exam after he graduated from UB this past May, but the graduate still made himself available for his colleagues.

“He provided us with a solid foundation of research which we used as a springboard,” said MSBA-UB summer clerk Amanda Harding. “He continues to check in… and answer any questions we may have.”

“This is really interesting work,” says Wilde, who will rejoin the Project after he has taken his Bar exam. Additionaly, Wilde was awarded the inaugural Steven J. Mandell Business Law Scholarship, in no small part due to his effort with the Clerkship, according to White.

The overall goal is to introduce the LLC Act to the Maryland General Assembly in January 2009; however, they admit there are a lot of factors affecting that objective, including feedback from supervising attorneys in the Section. Nonetheless, the Section’s test run with the Clerkship has proven it can go the distance.

“This is a very innovative program,” says current Section Chair Ward Classen. “We are going to continue to expand it and find more opportunity for students to get involved with the Section. The more involvement the better.”

Justin Wilde (third from left) accepts the first Steven J. Mandell Business Law Scholarship, which he received after his exemplary work in the Business Law Section Clerkship, according to Barbara Ann White. From left to right: White; Phillip Closius, Dean University of Baltimore School of Law; Wilde Ward Classen Chair MSBA Business Law Sectio; Alison Asti, MSBA Immediate-Past President; Eric Orlinsky, Immediate Past Section Chair, MSBA Business Law Section; and Katherine Kelly Howard, MSBA President.

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Publications : Bar Bulletin: August 2008

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