THE TEAM ELITE UNITED KINGDOM 2018 - RPC
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GC POWERLIST 2018|UK It’s a team game at the legal elite but the mix of players is changing Alex Novarese, editor-in-chief, Legal Business and The In-House Lawyer T his year we return to the team format of than changing how teams operate. Nevertheless, the GC Powerlist, our flagship annual report the clearest shift since our last team report chronicling the elite of the UK’s buy-side is a new willingness to bring in a handful of legal community. This team perspective senior operational staff from business services inevitably takes us closer to state-of-the-legal- backgrounds in areas like tech or procurement, or at industry ruminations than the editions focused on least shift lawyers into senior operational roles. individual excellence. In-house teams have been far too conservative in Glancing at this year’s report, the second investing in business skills. That tendency – though team-focused edition after the first in 2015, many obscured by spurious claims of clients driving long-term shifts in the profession have marched on change – has materially held back the advancement regardless through the era of New Law and tech- of the legal industry. fuelled disruption. Teams at leading companies As such, the very recent rise of the legal chief are still accumulating more resources, skills and operating officer promises a sea-change in the infrastructure to expand their empires. General industry and the prospect of fundamental shifts in counsel (GCs) at leading bluechips operating buying behaviour of the clients routinely spending heavily in the UK are often fielding teams in the £25m-plus annually. Early indications where such hundreds and have expanded substantially over professionals have been deployed is that they the last three years, despite more pressure for hunger to shake things up and secure immediate efficiency. ‘More for less’ is a convenient fiction for results. Crucially, ushering in such professionals has GCs, but a ‘lot more work for a moderate increase in done much to calm the entrenched turf war in major budget’ has less of a ring. plcs that pitted procurement and finance against It is odd that it is often claimed that demand legal, and did much to frustrate constructive change. for legal services is flat in Western economies, a But we are not here to nitpick. This report is conclusion reached by looking at the revenues primarily a celebration of the ascent of in-house of large law firms in the US and UK. In a highly- counsel. Over the time that I have covered the regulated and complex global economy, demand legal industry, the in-house community has gone is obviously robust – it is just that it is being through a revolution and is now increasingly seen as increasingly met by providers other than law firms. a career of choice for many of the UK’s most talented It is now common for the 50 teams highlighted commercial lawyers. There is no hyperbole to say in our report to spend more than half their very such teams – along with the best US counterparts substantial budgets internally, with Shell and – lead the industry globally. The 50 teams here – Barclays particularly focused on driving efficiency. highlighted after weeks of research by my colleagues In truth, as yet the impact of technology is James Wood, Tom Baker and Hamish McNicol – are primarily felt in conference circuit rhetoric rather exemplary. And the revolution is still in full flow. Chairman Content development Group director Address e-mails to: GC Powerlist John Pritchard (Solicitor) manager David Goulthorpe firstname.surname@ Legalease Ltd Eleanor King Tel: 020 7396 5628 legalease.co.uk 188 Fleet Street Editor-in-chief London EC4A 2AG Alex Novarese Head of sales Subscription enquiries Senior sub-editor Lee Cashman Tel: 020 7396 9313 United Kingdom Tel: 020 7396 9321 Tel: +44 (0) 20 7396 9292 Hannah Eccles Tel: 020 7396 5707 E-mail: subscriptions@ Managing editor legalease.co.uk Fax: +44 (0) 20 7396 9301 Senior business Mark McAteer Content development development manager Copyright applies: no Tel: 020 7396 5664 Harry Milburn Ben Lawless photocopying (Copyright Research editor Ryan Smith Tel: 020 7396 5623 Licensing Agency Ltd Business development and Publishers Licensing Printed and bound by James Wood Creative director manager Society Ltd licences do DG3 Tel: 020 7396 5659 Stephen Jones Baris Agun not apply). www.dg3.com Senior reporter Tel: 020 7396 9310 Tel: 020 7396 5683 For licensed Hamish McNicol photocopying within a www.legalbusiness.co.uk Tel: 020 7396 9319 Subscriptions and Digital managing database marketing firm or company, please www.legal500.com/ Reporter editor manager call +44 (0) 20 7396 5648 gcpowerlist Tom Baker Tom Myatt Phil Wass www.gcmagazine.com Tel: 020 7396 9309 Tel: 020 7396 9308 Tel: 020 7396 5684 © Legalease Ltd 2018 www.inhouselawyer.co.uk 1
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GC POWERLIST 2018|UK Contents 10 Forming, storming, 17 Rising stars norming and performing GCs of tomorrow The UK’s leading in-house teams The team elite 25 Energy Perspectives: Alison Kay 27 Perspectives: Donny Ching 29 33 Financial services Perspectives: Kate Cheetham 37 43 Insurance 49 Pharmaceuticals and healthcare 53 Real estate, infrastructure and transport Perspectives: Philip Bramwell 57 65 Retail and consumer products 77 TMT 90 Index CONTENTS 3
SPONSOR MESSAGE Diversity on the agenda James Miller, RPC’s managing partner, highlights the common theme of diversity in this year’s GC Powerlist T he best teams are founded on diversity. And As clients of City law firms like RPC, those by diversity I mean diversity of thought, represented in the Powerlist are playing an diversity of experience and diversity of increasingly leading role in ensuring diversity leadership, as much as anything else. doesn’t just rise up the agenda, but stays there. If ever there was a time to reflect on the importance What particularly struck me about the list of top- of diversity – in all its forms – in the era of #MeToo, performing legal teams showcased in this year’s #TimesUp and the gender pay gap, that time is now. Powerlist was also the diversity of organisations Irrespective of whether studies show that greater represented, from start-ups to established diversity delivers greater performance – they do – players; technology companies to retailers; and ensuring we run balanced teams and organisations UK-headquartered operations to sprawling that offer equal access and equal opportunity is global giants. simply the right thing to do as human beings. The business issues that these companies face will And I’m saying this as a white, male, middle-aged be many and varied. It stands to reason, then, that leader of a City law firm in the full knowledge that, the greater diversity in the teams advising them, the as a sector, we have a very long way to go. Like other more commercially-valuable the advice they will be sectors, we’re rightly being held accountable by giving. It’s about being able to consider commercial our people, by the government and by the media. challenges from a range of viewpoints – the broader Critically, we’re rightly being held accountable by our the range, the more complete the advice and the clients, too. better the end result. 4 GC POWERLIST 2018 UK
RPC Contact information: Tower Bridge House St Katharine’s Way London E1W 1AA www.rpc.co.uk And, increasingly, in-house lawyers are having a So, having a strong sense of leadership and the major influence on the ultimate end result: the right team around you is absolutely key. And, in my bottom line. Over the six years we have been experience, balancing a shared sense of purpose involved in the GC Powerlist, my perception is that with a good degree of autonomy helps to drive the role of the in-house legal team has become the high-performance culture we all strive for. But, progressively more critical to the successful running running through it all, is communication – if you of businesses. The in-house lawyer has moved on don’t have open and fertile lines of communication from being the moral compass to becoming an then, at best, you’ll have pockets of high-performing indispensable business adviser to the board. A individuals. Great communication is fundamental growing number are achieving that coveted seat at to great leadership – and both are fundamental to the table. great teams. That’s never more apparent than in a crisis situation This publication is a list of truly great in-house legal – such as a major cyber incident – when, more often teams. Congratulations to all of those who have than not, the GC and their legal team are at the heart been featured. of managing the response. Caught in the maelstrom, that’s no doubt a challenging place to be. But it’s a significant opportunity to demonstrate commercial James Miller value, too, not least when your share price can rise or Tel: 020 3060 6517 fall on the basis of the decisions you make. james.miller@rpc.co.uk GC POWERLIST 2018 UK 5
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FOX RODNEY SEARCH Contact information: Fox Rodney Search 100 Cannon Street London EC4N 6EU 020 7337 2700 www.foxrodney.com Corinne Lennock, senior consultant, legal and compliance EMEA 020 7337 2722 clennock@foxrodney.com Understanding the developing role of the general counsel as a strategic business adviser The role of a general counsel (GC) has developed Senior lawyers who aspire to become GCs must expand substantively over the last decade due to increasingly their business knowledge, gain diverse financial acumen complex regulation, technological advancements and and develop strong leadership skills. Joining cross- globalisation. GCs now bring more to the table than functional strategic projects is an example of how legal just their legal expertise and act as strategic legal and talent can learn about other areas of a business and business advisers to the chief executive and executive develop a broader organisation-wide understanding. leadership teams. Recruiting and developing the right The quality of leadership is one of the most talent has become harder and even more critical than important predictors of the success of an in-house ever before. legal function. The combination of career experience, GCs are now viewed as the go-to advisers for characteristics, competencies, values and motivations chief executives and boards of directors on laws and determine an individual’s ability as a successful leader. regulations, as well as public policy, ethics and risk. The most critical competencies required of today’s In addition, GCs now possess broad financial acumen strategic legal adviser are organisational awareness, and commercial understanding, leading them to ensuring accountability, collaborating by building also participate in senior leadership discussions on relationships across the business and having the complex business problems and to provide innovative courage and gravitas to challenge chief executives solutions. The GC has become a principal member of and boards, when appropriate. senior management teams and offers advice not just Overall, when appointing the next GC, it is on legal matters but in helping shape discussion and important for organisations to look beyond legal debate on broader business issues. expertise and consider broader business and industry Among in-house senior lawyers, individuals that knowledge, as well as ethical values and cultural fit. stand out have deep financial understanding, including the ability to read balance sheets, interpret profit and For more information on the in-house corporate legal loss statements and have the ability to collaborate and market, please contact Corrine Lennock: develop close relationships with finance departments. clennock@foxrodney.com GC POWERLIST 2018 UK 7
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YERRA SOLUTIONS Contact information: 1 Fore Street London EC2Y 9DT 0191 500 7835 www.yerrasolutions.com Bob Storey, managing director, legal solutions bob.storey@yerrasolutions.com General counsel take the lead Congratulations on being named a leader among decades of collective expertise in helping GCs and leaders! General counsel (GCs) have been blazing their counterparts in IP and compliance to advance new trails in the legal marketplace for years and it is the operations of their functions – from selecting a testament to your leadership to be named in the and implementing the right technology, to finding GC Powerlist. Yerra Solutions is proud to work with the right mix of in-house and outsourced work, to many of the GCs at the forefront of innovation in building and maintaining the reports needed to the management of the in-house legal function. make better decisions. In partnership with our clients, we address As you consider your position as a leader in challenges central to legal and intellectual property this field, we hope that you will reach out to Yerra (IP), e-discovery and investigations, and compliance. to explore the possibilities that our solutions and Yerra’s consulting and technology-enabled managed experts have to offer. We are proud to celebrate services drive greater efficiency and reduce risk in with you tonight and look forward to engaging with the processes most critical to these functions. Our you again in the future. There is an opportunity solutions cover the issues most central to running to continue the conversation at our sixth annual your department – from responding to a discovery/ London Yerra Conference, which is dedicated to disclosure order from a court or regulator, forming/ encouraging collaboration and the sharing of best evaluating an outside counsel panel, gaining practices as a way to drive innovation forward. To visibility and controlling legal spend, improving learn more about this event and about Yerra, contract management or better managing the flow please visit www.yerrasolutions.com or contact of work handled by internal staff. We also provide Bob Storey directly. GC POWERLIST 2018 UK 9
sponsored by FORMING, STORMING, NORMING AND PERFORMING Highlighting 50 market-leading teams, excellence in-house is increasingly less about outstanding individuals and more about operational sophistication James Wood, Hamish McNicol and Tom Baker W hat makes a great corporate legal The teams featured in this year’s GC Powerlist team? It is a question general highlight the level of managerial development that counsel (GCs) surprisingly often has entered the legal function, through trial and struggle to answer. This lack error and the influx of a lot of bright people over of familiarity with the stock definitions of the last decade, more than leadership theory. One management theory should not be interpreted indication of that sophistication is the growing as a sign of operational incompetence, though. number of senior business service professionals ‘The most common attribute any company highlighted by GCs as leading figures within their looks for when hiring a GC is the ability to manage teams. Jack Diggle, head of Elevate’s global legal and lead a team,’ says Siobhán Lewington, consulting practice, sees this as a shift that will managing director of legal recruitment boutique increasingly define the industry. Fox Rodney Search. ‘The interview process is ‘Legal teams have always been idiosyncratic designed to highlight those skills and it is all but in their structure. The finance department of impossible to become head of a legal department any large corporation will have around 10% of now without an innate flair for teambuilding.’ its staff in an operations layer that focuses on 10 GC POWERLIST 2018 UK
GC POWERLIST 2018|UK ‘Legal is not immune to change; it just hasn’t had to change for a number of years.’ Ned Staple, ZPG Photographer: Brendan Lea Standing (L-R): Ned Staple, Emily Inglis, Angela Chow; Seated: Amelia Guilfoyle, Michael Haynes OVERVIEW 11
sponsored by METHODOLOGY AND CRITERIA The research process for the GC Powerlist has began researching the report via interviews with grown substantially since the first report was senior lawyers in-house and private practice to published in 2013 and now encompasses canvass nominations. The core team comprised online nominations as well as substantial research editor James Wood, senior reporter interviews with senior general counsel (GCs) Hamish McNicol and reporter Tom Baker, who and private practitioners. have all regularly covered in-house and deal with The first stage for the 2018 report began in GCs for Legal Business and The In-House Lawyer. early December with the launch of an online The research period continued into late survey to canvass recommendations for February, with the final names reviewed by outstanding legal teams. Legal Business’s senior editors, from which we The online survey posed the following aimed to draw up a list of 50 outstanding teams. questions: With the core team research, we were looking to identify teams that have a strong • Which in-house legal team would you track record in developing talent, implementing highlight as outstanding in terms of its all- inventive and thoughtful new projects and round contribution to business? systems, and those with a demonstrable record of working on successful initiatives. • What qualities would you say make this Weight was given to teams that received team outstanding? multiple recommendations or those that could demonstrate commercial qualities beyond • Which, if any, individuals in the team legal skills. Even more weight was given to the would you highlight for their exceptional seniority and credibility of those nominating personal contribution? or vouching for teams. We in addition often looked for credible third-party citations. • Which senior business services or The criteria for rising stars was relatively operational professional stands out in the simple: we were looking for outstanding team and why? individuals at GC level at major companies operating in the UK who are already taking on We also asked for citations on ‘rising star’ in- leadership roles and demonstrating exceptional house counsel for a smaller section on up-and- qualities. Evidence of leadership roles beyond coming lawyers, focused on lawyers broadly the legal function, progressive thinking and between the ages of 30 and 45, operating strong interpersonal skills were also cited as below group GC or a large divisional GC role. key factors. Primarily we were focusing on Separately, a team of journalists in December lawyers in their 30s through to their mid-40s. innovation, transformation and improvement. Legal Its European president, deputy legal counsel for historically never had that layer – it just had lawyers. worldwide legal operations at cloud computing The benchmark of maturity was having a few provider VMware, Áine Lyons, has a longstanding administrative staff.’ Diggle sees things changing: interest in the field. ‘When I first began studying ‘Over the last five years, operations professionals the processes and operations underpinning a have started to enter legal teams and manage legal function, I realised just how much I had their processes. This has been accelerating rapidly overlooked by thinking about it from a lawyer’s over the past 18 months and will reach a tipping perspective. Many of the techniques that improve point soon.’ a department’s performance require no legal The Corporate Legal Operations Consortium, insight, though having a legal background certainly better known as CLOC, has been the chief proselytiser. helped me command credibility in discussions with Officially launched in 2016, the San Francisco-based external counsel.’ group already counts around a quarter of the Fortune Lyons was also at something of an advantage 500 among its membership in the US. In early 2018, in working at VMware. ‘As a business we have CLOC held its inaugural conference for the group’s some of the most advanced sourcing processes European chapter in London. in the market and our own suite of cloud-based 12 GC POWERLIST 2018 UK
GC POWERLIST 2018|UK Photographer: Jo Hanley applications to draw on. But I always emphasise that the legal operations playbook can work for ‘When I speak to other any company. You don’t need to have a tech-heavy structure to get the benefits.’ GCs about my team, Maria Passemard, head of legal projects at the John Lewis Partnership, is a prime example. Over they are surprised. They the last two years, Passemard has reorganised the retailer’s legal function and introduced a number realise there are a lot of benefits to bringing in of technologies, including DocuSign and Riverview Law’s artificial intelligence platform, Kim. ‘Working in an operations role within a fairly traditional business has shown me just how much we can non-legal skills.’ accomplish by turning tacit, black-letter law into a business process,’ she notes. ‘Reducing lawyers’ Carolyn Jameson, Skyscanner involvement in the commercial contracting process is something any legal team can look at.’ The growth of legal ops was particularly evident function. The Aviva team was also cited for the in the financial services teams profiled this year. influential roles played by non-legal staff, such as Alison Gaskins, chief of staff to Barclays group GC business manager Gordon Mead. Bob Hoyt, is cited as one of the standout figures. In spite of its growing prominence, the UK’s Gaskins now works alongside head of legal legal ops scene remains a close-knit community. operations Jon Doyle, a former wing commander in Familiar figures on the circuit include Mo Ajaz, the Royal Air Force who began his career at Barclays group head of legal operational excellence at as programme manager in the credit derivatives National Grid; Klaas Evelein, global legal operations OVERVIEW 13
sponsored by lawyer, which is ironic since we are being asked to help reduce the legal spend.’ It would also be wrong to see the absence of operations as a sign of a poorly-structured team. Legal & General’s Geoffrey Timms comments: ‘You have to be careful not to create an added layer of bureaucracy for the sake of it. We have introduced technology where it is appropriate, but unless you’ve got a vast claims portfolio or some other commoditisable work sitting around, it makes more sense to build a team that excels in the more intuitive and intelligent aspects of legal work.’ Knowing how and when to use technology is an increasingly insistent theme for legal teams. ‘We’ve looked at about 90% of the contract management tools out there,’ says ZPG GC Ned Staple. ‘The issue is, you don’t want to make the investment several times. The technology itself can be very expensive, but the bigger cost comes in the time it takes you to familiarise the team with it.’ The high cost of legal technology has encouraged lawyers to develop their own solutions. Rob Green, legal director and data privacy director at Canon Europe, worked with lawyers across the company to build a self-service portal. ‘We initially decided to go down this route because the cost ‘Many of today’s of third-party systems was too high, but the end product works as well as anything we could have graduates will go on bought in,’ comments Green. ‘Sitting down as a team, and thinking about what we do and how we to work in a corporate do it, was a great way to refocus minds on the role we play in the business. I would encourage others legal team and if the to look at developing their own software before turning to external providers.’ universities are not Finding lawyers capable of developing software is likely to be the biggest obstacle GCs face here. teaching the skills they Skyscanner GC Carolyn Jameson has sought to bring a diverse skillset to the team, though she says it need, it will fall on GCs remains unusual. ‘When I speak to other GCs about my team they tend to be surprised. They realise that to educate them.’ there are a lot of benefits to bringing non-legal skills into the team, but it does not yet appear to be a big Claire Debney, Shire part of wider recruitment strategy, largely because these are the hardest skills to find in the market.’ Edinburgh’s rich tech scene has helped Jameson bring in young lawyers such as Anoop Joshi, a director at Unilever; and Claire Debney, director of former software developer at CodeBase, and fellow legal strategy and chief of staff at Shire. Vodafone is coder Craig McIntyre, who completed his training often cited as one of the most enthusiastic teams for contract with Skyscanner a year ago. But, she adds, empowering business services thanks to figures like GCs are facing increased competition from law firms Steven Jebb, who heads the company’s innovation in the scramble to find lawyers with a background in and change strategy and has been re-examining its data law, cyber security and IT. contracting models alongside Kerry Phillip, who has Finally, this year’s Powerlist shows a growing been helping to implement Riverview’s Kim. interest in developing in-house career paths. Canon, The wider impact of this on legal teams is GSK Consumer Healthcare and Shire all stood out less certain. As one senior figure in the legal ops as notable examples of teams that have looked to community notes: ‘In most companies you will address the skills gap between private practice and struggle to match the salary of a mid-level in-house in-house. 14 GC POWERLIST 2018 UK
Philip Bramwell, BAE Systems (see ‘Perspectives’, page 57) 15
sponsored by Nick Reid, The Carlyle Group (see team profile, page 35) Shire’s Debney, who is currently implementing the skills they need to thrive, it will fall on GCs to a transformation project dubbed POD (for people, educate them.’ Canon’s Green adds: ‘There are a lot operations and development), comments: ‘Many of of things you don’t know when you move in-house. today’s graduates will go on to work in a corporate Often, when someone is deemed to be failing legal team and if the universities are not teaching in a role, it is because they are not aware of tacit expectations. [In-house roles are] so fluid now, and touch on so many things outside the law, that we ‘The most common need to really rethink how we go about recruiting and training the next generation.’ attribute any company All of which suggests that, however slowly, the market is shifting. As ZPG’s Staple concludes: ‘Legal is not immune to change; it just hasn’t had looks for when hiring to change for a number of years. In many ways it is a bonkers, upside-down market. The true sign of a a GC is the ability to strong legal team is its ability to change that.’ james.wood@legalease.co.uk manage and lead a team.’ Additional reporting by Siobhán Lewington, Hamish McNicol and Tom Baker. Fox Rodney Search 16 GC POWERLIST 2018 UK
RISING STARS GCs OF TOMORROW Our research into the leading in-house teams also sought out those likely to lead those teams in the future. Here are the upcoming corporate counsel making their mark Kendra James, The Financial Times Photographer: Brendan Lea 17
sponsored by Mark Oliver Claire Singleton Deputy general counsel General counsel – corporate and Legal & General Capital HEATHROW AIRPORT LEGAL & GENERAL Last year, Mark Oliver was One of the distinguishing features of the Legal & General in-house team, promoted to the role of says group GC Geoffrey Timms, is its close involvement in transactional deputy general counsel (GC) work. Claire Singleton, who handles all the company’s significant M&A at Heathrow Airport, where deals, has been a particularly important figure. Last year she ran Legal & he supports GC Carol Hui. A General’s sale of its Mature Savings unit to Swiss Re, a £650m disposal. commercial lawyer by trade, ‘Claire was the absolute fulcrum of that deal,’ says Timms. ‘Her involvement Oliver’s role has broadened was not restricted to the legal aspects of the sale. Right from the genesis to to include working with the the closure, she was the point person who made it run. That’s what makes communications office on her such a great member of the team – she makes the machine work.’ matters surrounding the In her role as GC of Legal & General Capital, Singleton oversees the airport’s construction of a bulk of the company’s real estate portfolio and was closely involved in third runway. the acquisition of CALA Homes, the UK’s tenth-largest housebuilder. ‘She He is, says Tom Bray is greatly admired by senior colleagues, including [chief executive] Nigel of Eversheds Sutherland, Wilson,’ adds Timms. ‘She has an inner steel but acts in a way that doesn’t ‘dedicated, focused and alienate people. That is a rare combination of qualities and it helps her particularly adept at handling take people along with her through the various stages of a project.’ internal stakeholders, as Wilson says Singleton has played a ‘pivotal role’ in transforming the recently evidenced by the business, adding: ‘She is so good at complex M&A that people have almost excellent relationships forgotten how complicated these transactions are. We used to run bulk he has forged with other purchase annuity deals with an average size of £10m, now it is taken as the parts of the business. He is norm for us to run a £4bn deal.’ also excellent at managing panel firm lawyers in an open, straightforward and transparent manner. This allows an external lawyer to provide the best advice for the business, knowing exactly what is required.’ Hui says Oliver’s support has been invaluable in a number of recent projects, Neil Laventure including the recently General counsel, legal head of global categories and R&D announced franchise deal granting Great Western GSK CONSUMER HEALTHCARE Railway (GWR) operation Described as ‘a FTSE GC in the making’ by Allen & Overy partner Matthew of the Heathrow Express Appleton, Neil Laventure heads legal for Europe, the Middle East and rail service. ‘He is not only Africa, global categories and R&D at the consumer healthcare division of an excellent lawyer but a GlaxoSmithKline (GSK). dedicated partner to the Until last year, Laventure was based in GSK’s Singapore offices, business’, says Hui. ‘His sense where – says Ed Barnett of Latham & Watkins – he ‘achieved a great of humour and pleasant deal for the business and showed himself to be a real talent’. Brian Sher manner have won him lots of of CMS Cameron McKenna Nabarro Olswang adds that Laventure has supporters and he is showing ‘demonstrated a number of qualities which mark him out as outstanding. all the characteristics you He has excellent management skills. People want to be in his team and to would expect to see in a GC work with him and for him. He is also very sophisticated in his approach of the future.’ to commissioning external advice, including breaking projects up into their constituent parts. This makes him second to none when it comes to translating complex legal opinions into practical, commercial advice. Above all, he has a massive dose of common sense that helps him succeed’. 18 GC POWERLIST 2018 UK
RISING STARS FRS has a dedicated in-house legal and compliance practice that works with national and global corporations on their senior legal and compliance resourcing. • Search mandates at senior Barrie Lee, Senior Consultant level, from sole in-house Compliance & Financial Crime counsel to general counsel +44 (0)20 7337 2713 blee@foxrodney.com and chief compliance officers • Dedicated compliance Corinne Lennock, Senior Consultant Legal & Compliance, Corporates UK coverage in the financial & Europe services and corporate +44 (0)20 7337 2722 sectors clennock@foxrodney.com • Extensive global network Emanuele Cianci, Senior Consultant Legal, Financial Services • Trusted advisor to clients on +44 (0)20 7337 2704 international searches ecianci@foxrodney.com • Supported by a dedicated Siobhán Lewington, Managing Director global research practice +44 (0)20 7337 2709 slewington@foxrodney.com London • Dublin • Paris • Dubai • Washington, DC • New York • San Francisco & Silicon Valley Hong Kong • Singapore • Beijing • Shanghai •Sydney www.foxrodney.com @FoxRodneySearch RISING STARS 19
sponsored by “ Susannah Collier Associate general counsel – new energies SHELL INTERNATIONAL Michelle Davies, Susannah Collier won wider Eversheds: She is recognition from external peers. As Shell moves its focus towards the renewables industry, Collier an embodiment has effectively transitioned out of an oil and gas background of the best of into having a good technical grasp of renewables in a short Shell’s wider space of time. She was also heavily involved corporate values. in Shell’s successful bid for Borssele III and IV offshore windfarms in the Netherlands and its acquisition of First Utility in the UK. Eversheds Sutherland partner Michelle Davies comments: ‘Collier is very well liked across her team and is seen as an embodiment of the best of Shell’s wider corporate values. She’s been successful in attracting some of the best of Shell’s in-house talent into her team as it has grown. She also speaks passionately and knowledgeably about the business drivers within Shell’s strategy.’ “ Thanks to a strong performance on one of Land Securities’ The opening biggest mandates in 2017, Ian Petts is singled out as an of Westgate outstanding figure in a quality legal team. shopping Deputy head of legal since 2014, Petts was instrumental in centre was a securing the opening of Westgate shopping centre, a £440m joint venture with fellow property long process, Ian Petts Deputy head of legal developer The Crown Estate. Tim Ashby, Landsec’s group but Ian services GC, comments: ‘It was a long process with masses of work, Petts ran it LAND SECURITIES GROUP but he ran it confidently. Ian Petts stands out.’ confidently. 20 GC POWERLIST 2018 UK
RISING STARS Kendra James Senior legal counsel THE FINANCIAL TIMES Kendra James is senior counsel in The Financial Times (FT) legal team, where she advises on intellectual property, commercial transactions and brand strategy and manages the FT’s worldwide trade mark and domain name portfolios. Ian Gruselle of Bristows, who supports James on trade mark work, says: ‘She is quick to understand issues concerning the clients’ rights, whether it is in China, the Middle East, Europe or the Americas, taking strategic decisions to make sure that the FT remains an iconic brand protected around the world.’ GC Dan Guildford highlights the important role she plays in the company: ‘The FT is recognised internationally for its authority, integrity and accuracy of news reporting, and her brand protection work, which includes creating and implementing internal brand policies and guidelines, is therefore hugely important to our business.’ James also advises on print and distribution relationships around the world, strategic commercial partnerships, advertising and marketing matters, brand updates and refreshes, and key advertising campaigns (including the FT’s current ‘black and white’ campaign). She established the legal team’s first work experience programme, which aims to give university-level students from wider backgrounds insight into in-house legal work, and is involved in the FT’s Seasonal Appeal, which raises donations and awareness for charities. Before joining the FT in 2015, James held roles with the International Olympic Committee in Switzerland, LOCOG (the organising committee for the London 2012 games) and the Jamie Oliver Media Group. Photographer: Brendan Lea RISING STARS 21
sponsored by Anoop Joshi Legal counsel SKYSCANNER The Skyscanner legal team has been a prominent supporter of local talent, running monthly drop-in clinics for companies affiliated with Edinburgh-based tech incubator CodeBase. Building these relationships has in turn allowed GC Carolyn Jameson to bring new skills and approaches to the legal team. Last year, Anoop Joshi joined Skyscanner from Brodies. A former software developer at CodeBase, Joshi’s intellectual property and IT law expertise is combined with practical experience of a variety of coding languages. ‘Finding a lawyer with that background is a godsend,’ says Jameson. ‘Matching those skills with commercial nous really sets [Joshi] apart.’ Joshi “ has taken on a broad role at Skyscanner and is currently helping Jameson to implement a GDPR compliance strategy across the business. ‘Everyone who works with him Angelique de Lafontaine realises at once how smart he is,’ Senior legal adviser adds Jameson. ‘He is a wise head on young shoulders but is also BUPA Penny Dudley: very sparky and dynamic. I would describe him as a model in-house International healthcare company Bupa recently Angelique’s lawyer in the tech sector.’ launched a digital innovation incubator called Blue Table, work has been Finding a lawyer supported by Bupa Customer Lab. The initiative offers start-ups critical for us. and small businesses a chance with Anoop’s to pilot ideas inside Bupa over a ten-week programme, with Bupa background is looking for innovations that address customer challenges in insurance and health. a godsend. He Bupa senior legal adviser Angelique de Lafontaine has been the legal lead for the incubator and worked closely with it throughout is the model the last year. ‘She’s been a key part in developing strategic partnerships in the innovation space,’ Bupa chief legal officer Penny in-house lawyer Dudley says. ‘What makes me really pleased about Angelique’s contribution is that she’s been part of an agile team that has been involved in a [digital] journey from the very beginning – her work for tech. has been critical for us.’ 22 GC POWERLIST 2018 UK
RISING STARS DIGITAL TRANSFORMATION: TRUSTED RELATIONSHIPS INCREASED EFFICIENCIES & QUALITY TO UNDERPIN A TRUSTED CLIENT-PROVIDER RELATIONSHIP. BE THE DIFFERENCE SE C U R IT Y | C OL L AB OR AT I O N | GDPR | DIGITAL TRU ST www.safelinkdatarooms.com RISING STARS 23
sponsored by “ Victoria Halliday Head of labour law BAE SYSTEMS Philip Bramwell: Of the In early 2017, BAE Systems chief number of lawyers executive Ian King announced he would be retiring after nearly a decade in charge of the global that I worry are doing defence giant. The company simultaneously confirmed too many hours, that its chief operating officer, Charles Woodburn, would take Victoria is up there. on the top job from 1 July, having joined the company less than a year earlier. The ensuing management restructuring came with a huge amount of employment law work, led by BAE’s head of labour law, Victoria Halliday. Group GC Philip Bramwell is full of praise for his Australian employment head, who has simultaneously been leading the first phase of BAE’s GDPR compliance. He comments: ‘Victoria has just had an enormous workload over the last year. Of the number of lawyers that I worry are doing too many hours, Victoria is up there.’ “ Jonathan Keen advice during one of the Senior counsel most important years of the DIALIGHT organisation’s history’, adding: ‘Rarely, if ever, have I come Rarely, if ever, Jonathan Keen is senior counsel at across as good a strategic- Dialight, a FTSE-listed technology thinking young lawyer.’ have I come company specialising in electrical Paul Ranson, former products. Before joining Dialight GC of Vectura, says Keen across as good in 2017, Keen served as assistant ‘demonstrated an ability to GC at biotech company Vectura Group, where he oversaw its take on an exceptionally high level of responsibility for a strategic- merger with Skyepharma to create a new business with a someone of his experience – something that was only thinking young market cap in excess of £1bn. Trevor Phillips, executive possible through the high levels of trust that I and the CFO had lawyer as chair of hVIVO Services and former chief operating officer in his professional judgement’. Keen recently founded a new Jonathan Keen. of Vectura, says Keen was industry group, Next Generation ‘fundamental in providing Counsel, which seeks to prepare both legal and business young lawyers for life in-house. 24 GC POWERLIST 2018 UK
THE TEAM ELITE ENERGY Donny Ching, Shell 25
sponsored by “ As the business became more efficient, why on earth shouldn’t legal? Alison Kay, National Grid NATIONAL GRID world, and the expectation the The main project on National General counsel: in-house team would rely much Grid’s books has been the more on technology to streamline £13.8bn separation of its gas Alison Kay processes. A significant part of business, announced in late 2016 Team size: 200 that has been the oft-cited chief and internally dubbed Project Major law firms used: operating officer at National Grid, Piccadilly. Linklaters and Eversheds Norton Rose Fulbright, Mo Ajaz, who attracted multiple Sutherland advised, in what Addleshaw Goddard, nominations for his work: ‘He’s Kay describes as an innovative been hugely instrumental in the collaboration that provides a Irwin Mitchell, Herbert operational efficiency and he’s glimpse of the future of firms Smith Freehills, CMS very well respected externally. working together, an ‘absolute Cameron McKenna Na- People are looking to him simply must’ for its panel. Otherwise, barro Olswang, DLA Piper, because National Grid has been the in-house team is dealing Eversheds Sutherland, earmarked as having taken a big with a sea of regulatory change, step in this direction,’ says Kay. particularly the next round of price Linklaters, Berwin Leighton Ajaz, who has been with controls set by energy regulator Paisner, Dentons National Grid since 2002, Ofgem, effective from 2021. The in-house legal team at was appointed head of legal Kay is most proud, however, National Grid has transformed operational excellence in 2015. when talking about the team’s itself over the last three years, The team is split into around focus on efficiency, words she spurred by the realisation it was 30 lawyers in the UK and 80 in the confesses would never have providing services that were not US, managing the core regulated come from her lips five years ago. needed following an in-depth businesses in each jurisdiction. One example of this is working analysis of the function. The wider From these teams, ten lawyers will on contract software in a bid to business was changing with the transfer to National Grid’s new arm, automate at least 15 of its largest, rapidly-moving energy industry National Grid Ventures, established most repeatable contracts by the and there was a recognition the in April last year to look at new end of 2018. legal function needed to move at energy opportunities outside ‘We still need legal advice the same time. As National Grid those regions. To complete the in many, many areas, but it’s group general counsel (GC) and realignment of the in-house team absolutely beholden to us to company secretary Alison Kay puts as a business partner to National ensure that we do it at the best it: ‘As the business changed its Grid, Kay refreshed its panel, possible price, only using it when ways, and became more efficient cutting the number of firms from absolutely needed,’ Kay says. ‘We’re and focused on process efficiency, 15 to 12 in 2015 and changing operating it as a true business and why on earth shouldn’t legal?’ the emphasis to ensure it was an I have no hesitation in saying that Another driving force was extension of the in-house team, none of it would have happened broader changes in the legal delivering a more agile service. without Mo at my side.’ 26 GC POWERLIST 2018 UK
ENERGY PERSPECTIVES Alison Kay, group general counsel and company secretary, National Grid The National Grid legal team has been business unit, that we know what our budget repositioning itself. What’s changed? is, that we’re not springing surprises, that we We started with a complete bottom-up are looking at the operational efficiency of analysis of the services we provide across legal as a function. It is honestly something the business and worked out we were doing we probably hadn’t done very well until the things that weren’t needed. We began to last two or three years. position the team to be much more strategic, rather than doing the day-to-day legal advice, Your legal head of operations Mo Ajaz is “ and in doing that we elevated the expertise well regarded externally. What role has within the legal team, and also gave the he played? business much more autonomy and power to I’m really proud of the focus we’ve had on deal with some of the things that had been operational efficiency within the team – what coming to legal unnecessarily. we can automate; what we can stop doing; how we can work How did you do that? better with the We really focused on our external panel: we did a I don’t think any business; how we decide if a piece of review to ensure that we had firms that matched legal team is too work is going to be done internally or small or too big to the needs of the business externally, all of which and were totally aligned drives efficiency; with the goals of the getting lawyers to legal team. have a COO. regularly timesheet so we know exactly where Why did it need to be the costs are falling. repositioned? The energy industry is changing beyond all When was the decision made? recognition, at a faster pace than we ever A couple of years ago I decided I needed a could have thought, which means the business person in charge of operational excellence and is having to change. Legal needed to change I vowed that it would be a non-lawyer. Of along with the business – as the business course, it was a lawyer. Mo has been hugely changed its ways and became more efficient instrumental in the operational efficiency. He’s and focused on process efficiency, why on very well respected externally and people are earth shouldn’t legal? The other driving force looking to him because National Grid has been was the legal world itself is changing – people earmarked as having taking a big step. I have are expecting it to move with the times, to no hesitation in saying that none of it would rely much more on technology to look at how have happened without him at my side. they can view transactions as a process and divide work up. You’re a convert to in-house legal chief operating officers then? Has it been a success? I completely and utterly believe every single It has been really key to how successfully team should be doing it and I don’t think any we’re regarded by the rest of the business. team is too small or too big. It can be naïve to We’ve also tried to position legal as a think ‘we’re only a team of three or four lawyers, business itself. There’s two definite strings: none of this applies to us’, because it does. I’ve one is the culture of the business, but two, had a complete epiphany here. We’ve reduced making sure that we are operating as a the budget by 25%. It’s real, tangible, progress. 27
sponsored by Donny Ching, Shell ROYAL DUTCH SHELL ‘One of the hallmarks of Shell Roberta Lewis, a senior legal General counsel: legal is that we do a lot of work counsel based in Houston, Texas. in-house. It gives us fantastic Lewis received an internal Shell Donny Ching opportunities to grow and develop award for network performance Team size: 825 our lawyers, and to give them meaty after devising an invaluable crisis Major law firms used: Clif- work to focus on.’ Ching estimates management handbook that was ford Chance, Allen & Overy, that Shell’s external legal spend distributed to all of the company’s Baker McKenzie is merely in the ‘low $100,000s for worldwide legal teams, spanning some $1bn-plus deals.’ 52 countries. For Donny Ching and his huge in- Shell’s legal team is broadly Ching comments: ‘Of our house legal team, 2017 represented structured in alignment with the biggest risks, a big safety or an extended period of integration business. As such, there are GCs for environmental problem, a refinery following the mega-merger between corporate, litigation, intellectual fire or an explosion, is absolutely on Royal Dutch Shell and British oil and property and compliance. The top of our risk matrix. How quickly gas company BG in 2016. company has also recently can we respond to it? If something Shell had publicly pledged to promoted Vincent Cordo, formerly were to happen, who do you call? divest $30bn worth of assets to global sourcing officer, to a new Who are the people you would help fund the $54bn acquisition central legal operations role. invite into the crisis management that was completed in February ‘About three years ago we team? Roberta was instrumental in 2016 – a seemingly strenuous task. hired a pricing analyst from a law bringing together a proper toolkit.’ But according to GC Ching, Shell are firm,’ Ching recalls. ‘We have a very As with peers, 2018 will see already over the $20bn mark. clear focus, so I said to him: “Vince, Shell contending with data privacy It is clear there is a certain we want to drive pricing with thanks to GDPR deadlines. Helen work ethic at Shell that enables our law firms.” He’s transformed Graham, Shell’s chief privacy officer, the company to excel with such how we approach alternative fee will be ensuring that Shell stays challenging matters and this is also arrangements, he knows how they compliant with the new regulation. demonstrated by the proportion of calculate their rates and therefore According to Ching, it will be an work that stays internal. Ching says we have pretty transparent uphill task: ‘Shell is the biggest that ten years ago, 60% of work was conversations with firms. He’s really retailer in the world. We have more handled externally, compared to shown us the opportunities.’ retail stores than McDonald’s and 40% internally. Now, it is the other Another member of Ching’s Starbucks. Therefore we have been way around. team worthy of recognition is taking a lot of customer data.’ 28 GC POWERLIST 2018 UK
ENERGY PERSPECTIVES Donny Ching, legal director, Royal Dutch Shell What makes Shell’s in-house legal team productive? How can we continue to drive stand out? costs out?’ One of the hallmarks of Shell legal is that we We have a mantra now of ‘operational do a lot of work in-house. It’s not just about the excellence’. It’s part of our transformation cost: it’s a fantastic opportunity to develop our programme we launched last year where we lawyers and give them meaty work to handle. want our lawyers to understand that improving On the costs front, it always helps to do the big the work is the work. Every time they do a deal projects in-house. For a lot of our $1bn-plus or work on a matter, they should ask how they “ deals, our legal costs are likely to be in the low can improve and be more effective next time. $100,000s, even below $100,000. We know our counterparts sometimes spend multiple millions. Vincent Cordo, your central legal operations officer, has been Is that typical of your working to drive more industry? I wanted to move efficient pricing from It’s different. The deal external law firms. we have struck with our the law firms away How receptive have board is: ‘Allow us to they been? develop and grow a large legal team and we will from thinking the It was a slow start. We started in litigation, and bring the work in-house.’ Since about ten years ago only value they get when we brought in the firms that did the most when we started focusing on this, we’ve shifted our from us is in pure litigation work for us globally and told them spend. Back then we were spending 60% external dollar terms. what we were going to do, some said: ‘We’re and 40% internal, but prepared to partner with we’ve flipped that around. you on this.’ Some said they weren’t interested, but that’s fine. There was Aside from cost saving, what are the benefits enough of a group remaining that we’re happy of keeping work in-house? to work with. It’s not as if there’s a shortage of One of the things we absolutely hone in law firms out there! on is business partnering. Ensuring that we We’ve also repositioned our relationship with have lawyers that understand the business, our global panel firms, which we’ve shrunk from understand the risks, understand the objectives; 12 to six. We had hundreds of local panel firms that’s absolutely critical. You’re so much more around the world that we shrunk as well. We effective and efficient. Otherwise, you have to said: ‘For those of you prepared to work with us, brief external lawyers, they have to read into it we are prepared to invest in our relationship so and it is hard for them to truly understand our that value flows both ways.’ I wanted to move risk appetite. the law firms away from looking at Shell and thinking the only value they get from us is in Have any divisions of your legal team been pure dollar terms. We have started conversations particularly active? and launched initiatives where we’ve offered We’ve been strong across the board. The main firms in-house training opportunities, challenge we’ve had is oil prices over the last presentations from our scenarios team and three years or so. That’s forced us to knuckle business leaders, and secondments. We’re also down. It’s forced us to ask ourselves: ‘How do sharing our learning from the BG combination, we become more effective and efficient and and helping firms with diversity and inclusion. 29
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