One of the many benefits of being a practitioner/professional thrust into the role of an educator is the self-examination process. I mean that both with respect to my own actions as a lawyer as well as my fellow professionals. When you prepare lectures to students on different areas of the law, some stuff just jumps right out at you as supremely odd.

I spent the past couple weeks on a variety of topics relating to foreign investors in China, including labor and taxation. These subjects are generally straightforward, and the lawyers that practice in these fields (and write about it) pretty much tell it like it is with surprisingly little pretension. It might be extremely complicated figuring out what is the correct amount of severance owed to a terminated worker, for example, but your average labor lawyer doesn’t therefore go out and proclaim to the world that labor law is akin to rocket science.

Other areas of the law are different. I am now preparing for the next two weeks of lectures, which cover mergers and acquisitions and competition law. Very early on when I was putting together the materials for this class, I noticed that the tone, diction and approach taken by writers in these areas was fundamentally different; I find a lot of the literature pretentious and pseudo-intellectual.

There is of course no reason for this. Tax law is at least as technical as M&A law, and anyone who operates in the labor area knows how complex and detailed the myriad rules are.

So why is M&A chock full of cutesy terms like “Poison Pill” and “White Knight” and lawyers strut around talking up the latest “deal” they are closing? Why don’t immigration lawyers act the same way?

It all comes down to money, of course, which includes the value of the deal itself as well as the fees that go to the lawyers involved. The higher the legal fees (I’ve noticed), the more prestige, arrogance, and the tendency to add complexity to the area of law to justify the whole thing.

Sure, I understand that it takes a lot more man hours to shepherd through an acquisition than it does to draft a labor contract or supervise a termination, and some M&A deals are mind-numbingly complicated, particularly multi-jurisdictional ones. Understood, but the huge gap in stature between experts in the two fields is quite dramatic, and the level of pseudo-intellectual bullshit is really intolerable. I’m trying to teach students the basics, not convert them to the Holy Order of Self-important M&A Attorneys.

I would like to impart to my students that there is no relative value in any of this. Your time is valuable, and so is your expertise, no matter in which area you practice. Whether this results in your getting paid a subsistence wage or pulling down hundreds of thousands of dollars is a separate matter. That’s a matchup between your skills and what the market wants, and it’s a matter of timing.

It’s difficult to teach this lesson when practitioners in a particular area dress it up with attractive jargon and needlessly complicated concepts, making a relatively simple transaction a mysterious intellectual exercise worthy of respect (and lots of money). Young lawyers and students are suckers for this kind of thing unfortunately, at least until they have worked on a few deals and understand that spending 100 hours collating due diligence documents is not much of an intellectual exercise.

In reviewing M&A literature (a few other areas of the law too), I’ve been amazed at the ability of some lawyers to make the simple purchase of one company by another worthy of a discussion that makes the theory of quantum mechanics appear simplistic and intuitive in comparison. Must be all those diagrams written on white boards — they just look so damn mind boggling!

Which brings me to a post by Matt Taibbi, who writes mostly on US politics and, of late, has been putting out amazing stuff on financial industry regulation in the U.S. In writing yesterday about some folks in the big investment banks and their attempts to justify greed through biblical reference (I am not making this up), he wrote the following on the mental failings of “intellectuals” and how folks actually buy into this crap.

Absolutely the dumbest people in the world, always and without fail, are intellectuals. Anyone who has ever sat in with a bunch of Yalie grad students while they discuss Kafka– they’ve read every book in the world about him, right down to the nineteen different Marxist critical interpretations of The Castle, but it’s somehow eluded them that Kafka’s stories are funny — knows what I mean.

It’s a particular kind of mental disability. This is dumbness that doesn’t know how to connect the information coming in from their other sensory organs, i.e. from the outside world, to whatever flowery kaleidoscope of overwrought horseshit their professors sent hurtling on a permanent lifelong spin-cycle in their empty skulls back when they were eighteen.

We all go through the same phase at the same age and most all of us fall for more than a few dumb ideas in the same way. The difference is that most of us normal people end up having soon after to go out into the world, where we get rudely introduced to the fact that life is mean and unforgiving and confusing as hell and that if you try to go through it leaning on some neat, gift-wrapped package of intellectual theories given to you by some preening old clown in a cardigan, you will very quickly become ridiculous and incompetent to manage your own life.

Looking at the legal industry, that clown in a cardigan is a self-important transactional lawyer insisting that his area of the law can only be understood via a set of complex, oh-so-intellectual theories — all in order to justify his inflated sense of importance.

The trick is explaining all of this to students before they get caught up in the job. It probably also doesn’t help that the person trying to do this is simply another clown in a cardigan (me) who also probably comes across as full of himself.