The practice of commercial law becomes difficult to define because it means different things to different people. In some firms it may be a separate department or area of specialization.

Commercial law refers to company law, commercial transactions and banking—or corporate finance practices done on the behalf of major public and private companies.

Here are some fictional examples of commercial law:

1. Franchisee v. Pizza

A client made an offer to buy a chain of pizza restaurants from the franchisor. A dispute arose over when the buyer became a franchisee. The law ensures that franchisors provide full disclosure of the business to respective franchisees. If discloser is not made, the franchisee has the right to rescind the franchise agreement and is entitled to a refund of their deposit and any monies paid.

The buyer gave the pizza owner $25,000 to operate the business under the franchise; to purchase the secret recipe, ovens and equipment and; the rights to subleases on the pizza outlets.

The transaction was never completed because the buyer did not receive the disclosure required by law. In a formal notice, the buyer withdrew the offer and requested a return of the deposit. The pizza owner contended that because the transaction was not completed, the buyer was not a franchisee, so the owner was not required to return the deposit monies.

2. Club Kangaroo v. Walt's Wonder World

Walt's Wonder World, an internationally recognized amusement park, sought to expand its holdings by purchasing a Canadian children's television series, Club Kangaroo, for $600 million. Wonder World planned to expand the series to other countries and create a new children's park around the kangaroo characters.

The commercial law department of a major firm assisted in negotiating the sale, determining Club Kangaroo's actual worth, provided an audited assessment of the company's financial position and projected earnings, prepared and filed all the legal documents and determined which employees would remain with Kangaroo.

3. Road Builders v. Pavement Corp.

Pavement Corp. sought to purchase all of the equipment of a unionized road builder. A dispute arose over whether the agreement was a share purchase or an asset purchase.

In a share transaction the buyer acquires all employment related liabilities; in an asset transaction taking on the employees' liabilities is negotiated by the commercial law counselors and depends upon the provisions governing employment and labour legislation, the purchased equipment and the workers' valued contribution to the company.

A knowledgeable and experienced commercial law group to successfully close a deal, would know to consider employee assets as well as equipment assets.