GC POWERLIST UK 2017
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GC Powerlist > UK 2017: THE CLIENTS OF TOMORROW
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UK 2017: The Clients of Tomorrow
The GC Powerlist returns for its fifth annual report after launching back in 2013 and once more the format has evolved. While partially returning to the rising star model we used back in 2014, the 2017 edition has become a two-hander under the unifying title, The Clients of Tomorrow.
On one hand we have, following months of research, identified 55 outstanding individuals working at established companies active in the UK. This group is focused primarily on the in-house counsel fast establishing themselves in the middle ranks of their teams, typically in their 30s or early 40s. ...read more
But, in a departure, the second strand of the research focuses on high-growth companies with the prospects to be the global giants of tomorrow. These are largely, though not exclusively, businesses underwritten by technology. As such some of the conventional measures of success have to be adjusted. Many of the businesses we cite already have nine or even ten-figure valuations despite having relatively small revenues and staff rosters. But growth, and the potential to shake up their industry, marks them out as names to watch and clients to covet.
The revolution in legal teams and the role of in-house counsel at plcs has already been widely chronicled – but the recent emergence of ultra-fast-growth companies that can turn an industry on its head in half a decade means we are only beginning to gauge how in-house counsel will evolve for the age of Uber. (One early indication is the recent formation of the new networking and support group, Disruptive GCs, for the lawyers operating in such environments.)
Not only do such lawyers have nothing like the support or specialist skills enjoyed by their brethren in bluechip-land, they often face huge regulatory challenges in businesses that are either way in front of established law, or are attracting antagonism from national agencies (tech-driven businesses tending to cross borders and inflame local interests).
Researching across such wide-ranging sectors and institutions is obviously not an exact science, though we dedicate substantial editorial resources to this report. Even with months of research, there will clearly be many talented individuals and companies to watch that have escaped our notice. But we feel confident that the names included in this report constitute some of the most promising in the legal industry, and many that will be defining the UK and European legal market in the next ten years and more.
How successfully City law firms, who are in the main used to focusing on large, bureaucratic businesses, manage to adapt to such institutions and a new breed of emerging general counsel with different values to the generation before them, will do much to separate the winners from the losers in the legal industry.
In the meantime, in-house counsel continue to assert themselves across such new terrain. Many are only getting started.
|Editor-in-chief, Legal Business and The In-House Lawyer|
(Individuals/companies are listed in alphabetical order in each section)
Rising stars: Energy
Rising stars: Financial services
Rising stars: Infrastructure, Transport and Real Estate
Rising stars: Insurance
Rising stars: Pharmaceuticals and Healthcare
Rising stars: Retail
Companies of tomorrow: Fintech and Alternative Finance
Companies of tomorrow: Pharma and Life Sciences
Companies of tomorrow: Technology and Digital Business
Companies of tomorrow: Trailblazers
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Associate general counsel, subsea systems
GE Oil & Gas
Head of legal
Head of legal, marketing
Scotia Gas Networks
Managing counsel, global litigation
Head of legal, energy solutions
Global head of capital markets legal
Director – European regulatory counsel
ETF Securities (UK)
"EMEA head of litigation, enforcement and investigations "
Head of legal, central functions
Head of risk, Europe
Cromwell Property Group
Assistant general counsel
Head of emerging markets legal EMEA
Assistant general counsel
Associate general counsel, UK and Europe
Bank of Montreal
Legal counsel, execution and workouts
Hayfin Capital Management
UK legal director
Legal director, Earls Court
Capital & Counties Properties
Lyndsay Navid Lane
General counsel legal director UK and Ireland
Head of regulatory affairs
Head of legal, UK and international
Group legal director
Senior legal counsel, principal investments and acquisitions
Senior assistant general counsel
Marsh & McLennan Companies
Senior legal counsel: competition and anti-bribery
Direct Line Group
Associate general counsel
AIG Property Casualty
Deputy general counsel
Alliance Healthcare, Walgreens Boots Alliance
Senior associate general counsel
Amanda Miller Collins
Vice president and lead European counsel
Senior vice president, general counsel and chief compliance officer
GlaxoSmithKline Consumer Healthcare
Associate GC, IP
EMEA legal, therapeutic and business conduct lead counsel
Head of legal – commercial and competition
Senior legal counsel
Head of legal
Head of legal – M&A
British American Tobacco
General counsel, global functions, litigation and Africa
Legal director, offer and supply chain
Senior corporate and commercial counsel
Tate & Lyle
Senior vice president and deputy general counsel – finance
Director of legal and external affairs
Director of legal, customer-facing division
Head counsel, sales and marketing and over-the-top content
Chief counsel, major transactions team
Vice president and counsel, litigation
William Morris Endeavor Entertainment/IMG
Legal director, corporate and business
Head of Enterprise legal team
Rising stars: ENERGY
Natalie Abou-Alwan manages a team of structured transaction lawyers and legal support to BP’s London-based global oil trading business. Her role covers the trading and financial hedging of crude oil and oil products globally, together with structured deals involving financing in a number of jurisdictions. Abou-Alwan’s immersion in derivatives issues means she is frequently working at the forefront of regulatory and commercial developments, something which, she says, her background has prepared her for.
"Bob Ruddiman, head of energy at Pinsent Masons, describes Findlay Anderson as ‘very engaged in the wider business’ and ‘very good at that interface between law, commerce and practice’. ‘He has got a strong sense of what’s right and wrong as well as being a good all-rounder and team player. He is engaging, passionate and knows his own mind. Which in any general counsel is really important.’ Anderson, currently associate general counsel for GE Oil & Gas’ $5bn business headquartered in Aberdeen, advises on all aspects of the company’s operations in over 30 countries. Prior to joining GE, Anderson was a partner in the oil and gas team at legacy McGrigors, where he advised clients on a wide variety of upstream and downstream oil and gas work both in the UKCS and overseas acting for oil majors, independents, utilities, and service companies on a broad range of activities from large development projects to deals and providing close operational support for daily activities. Previously, Anderson spent a number of years in-house as legal manager for CNR International, the main international arm of the Canadian energy independent Canadian Natural Resources, where he was responsible for overseeing all legal support for the company’s operations in the UK and Africa. Anderson, who started out as an infrastructure projects lawyer at DLA Piper, was also an associate in the oil and gas team at Ledingham Chalmers in Aberdeen."
"Formerly of Herbert Smith Freehills in both London and Tokyo, the ten-year qualified Amos Carrington is already head of legal at Seven Energy, the leading integrated gas company in Nigeria, with upstream oil and gas interests in the region. Carrington, who joined Seven Energy as senior legal counsel in 2015 before being promoted to head of legal in June last year, gained over a decade of experience on international energy and resources projects and cross-border M&A while at Herbert Smith. He leads a team of two other lawyers at the gas company and is in charge of a legal budget. As Seven Energy’s head of legal, Carrington has been involved with the government of Nigeria in signing a $112m World Bank risk guarantee for gas supply to the NIPP Calabar power station, which will secure the supply of up to 130 million cubic feet per day of natural gas, roughly 20% of the country’s current power generation. Speaking to Legal Business, Carrington says: ‘I always thought in-house was something I wanted to do. This role at Seven came up, looked really interesting, I liked the idea of a smaller company where you have more visibility across the entire group.’ According to Carrington, although Seven is a small company, there is a lot going on, particularly given the macro challenges in Nigeria. ‘I come from a corporate background, not a huge amount of finance experience but I have spent 70-80% of my time on finance deals. We refinanced our $445m loan for our gas business in June 2015. And at the end of last year – in two phases.’ Carrington comments on the need to build your reputation and contacts when moving into business. ‘Internal networking, particularly if you are working in a company like Seven Energy where you have got operations in a number of different locations, is really important to connect with the people you are working with in those locations.’"
As head of legal for the marketing division at Anglo American, Eric Ho has a wide-ranging role that sees him leading a global in-house team and supporting the company’s worldwide sales, marketing, trading and shipping activities. In the face of a tough commodities market, Anglo American has recently undertaken extensive reform of its marketing arm. Ho was a key member of the team that delivered the legal and regulatory aspects of this process, helping to overhaul the way Anglo American sells its commodities worldwide. The process, which saw the company consolidate numerous marketing operations into a dual global hub, based in London and Singapore, required Ho to renegotiate and restructure a large number of commercial agreements with Anglo American’s counterparties worldwide. This huge undertaking led Ho to re-examine the company’s contracting process and initiate an ambitious transformation project of his own. Ho went on to manage a global roll-out of the contracting excellence programme, which standardised the terms and conditions used by all seven business units within the Anglo American group to sell its products. Ho’s work on these two extensive transformation projects helped to identify a third area for change and led to the introduction of a new centralised system allowing contracts and other key documents to be shared among the company’s legal and commercial functions, and with external counsel. This, along with Ho’s introduction of ‘virtual’ legal teams bringing together both in-house lawyers and external counsel, has helped Anglo American build closer relationships with its advisers during a period of increased market risk. In addition to his extensive contributions to operational matters in the marketing division, Ho has helped Anglo American increase its hedging, trading and arbitrage activities, along with other novel forms of trade financing, and has been heavily involved in commercial transactions. In particular, he has helped Anglo American refocus its portfolio by working on a considerable number of non-core divestments.
"Howard Landes first appeared in the GC Powerlist in 2015, but had another standout year in 2016, running point on Shell’s $70bn takeover of BG Group, which completed last February. Tom Melbye Eide, who was previously general counsel (GC) of BG Group, acted as the board adviser on the takeover while Landes ran the rest of the legal aspects that the target had to go through, which included all of the regulatory clearances. Landes, who served as chief counsel, corporate at BG Group, was also the principal contact with Freshfields Bruckhaus Deringer, who acted on the BG side. Landes, who joined BG Group from Clifford Chance over a decade ago, was responsible for its corporate activities globally and looked after a team of lawyers as well as being accountable for a significant external budget. He left BG Group at the end of last year after handling the transition period at the company following the completion of the merger. He was appointed GC at British investment firm Chrysaor Holdings in February this year."
"In her early 30s, Nicola Shand is already responsible for leading a team of six lawyers at gas distribution network Scotia Gas Networks (SGN). According to Addleshaw Goddard head of energy and utilities Richard Goodfellow: ‘Her name appears quite a bit, but for good reason. She’s empathetic, solution-orientated and works well with senior stakeholders.’ Shand, who also sits on the company’s executive board, completed her training at SGN in Perth and was appointed company secretary in 2010 before taking over responsibility for the legal team a couple of years later. In 2014, Shand worked with SSE, which owns a 33.3% equity stake in SGN, and its director of legal services Liz Tanner to establish a panel consisting of Addleshaws, CMS Cameron McKenna, Freshfields Bruckhaus Deringer and Osborne Clarke. One of Shand’s more challenging responsibilities is managing relationships with SGN shareholders, which in addition to SSE include two Canadian pension funds and the Abu Dhabi Investment Authority, which recently took a 16.7% stake in SGN from SSE for £621m. One private practice partner says: ‘Nicola is certainly a rising star. There are various things about her role that are very challenging and she manages those successfully.’ Another adds: ‘The very broad range of work she has to deal with as well is quite unusual. And challenging. SGN is a very large company. It is a very significant company but slightly under the radar. She helps with its capital markets fundraisings, she is involved in M&A, but then there is the whole range of day-to-day matters: commercial contracts, litigation, health and safety as well. She has got a lot of responsibility and a wide range of things to look after.’"
"An experienced litigator who handles disputes on behalf of a wide range of Shell businesses in the downstream and upstream sectors, Kevin Smith is described by one energy partner as doing a ‘good job of getting buy-in from the in-house lawyers at the Shell business units who can be protective of their fiefdoms’. The partner adds: ‘It is a particular challenge to communicate the needs of litigation to business people, and Kevin manages this well. He also translates the strategy of the business into concrete goals in the litigation department.’ After cutting his teeth in private practice as an associate in litigation and investigations at Fulbright & Jaworski before joining Clifford Chance as a senior associate in dispute resolution, Smith first went in-house in 2012 as a senior legal counsel in global litigation for Shell. He was promoted in October last year to managing counsel for global litigation. He is now responsible for working with relevant business teams to develop and execute strategies for managing and resolving disputes, including claims in arbitration and litigation. It has been a busy period for the disputes department at Shell, as the oil giant faces fresh environmental claims in the London High Court from two Nigerian communities who allege they have suffered from repeated large-scale oil spills from its pipelines in the Niger Delta. Debevoise & Plimpton’s Lord Peter Goldsmith QC secured a victory for Shell in January but the claimants, represented by Leigh Day partners Daniel Leader and Martyn Day, will take the verdict to the Court of Appeal and expect it to be heard in the next six to ten months."
"Former Nabarro lawyer Laura Tabet has spent the last six years building her in-house career in the energy industry, starting at EDF Energy in 2011 before moving to global energy and services group ENGIE (previously GDF SUEZ) as senior legal counsel in 2014. Tabet has since been promoted to head of legal for the energy solutions division, and is part of the ENGIE UK team involved in navigating legal challenges associated with its ambitious three-year strategy to become a leading player in global energy transition. This has included the company making substantial investments since 2014 and a rebranding of its name to ENGIE. Tabet works alongside ENGIE’s UK general counsel (GC) and ethics officer for the UK, Sarah Gregory. She will also have plenty of challenging work to cut her teeth on, as ENGIE is now entering the UK’s residential energy market as well as continuing to evolve as the UK’s number one district heating provider while integrating gas, power and energy services to UK businesses. Addleshaw Goddard’s head of energy and utilities group, Richard Goodfellow, says Tabet is ‘direct, collaborative and knows how to manage external and internal stakeholders well’."
Rising stars: FINANCIAL SERVICES
"Alex Ainley has been dubbed one of the most impressive legal players in the capital markets community and built a reputation for robust management of a 40-strong team at UniCredit’s London-based capital markets legal division. A former Clifford Chance lawyer, he started his in-house career at Japanese investment house Nomura in 2003, followed by a four-year stint at HSBC’s capital markets division, before joining UniCredit in 2010. At UniCredit, Italy’s largest bank by assets, Ainley has had ample opportunity to demonstrate his worth, including advising on the bank’s recently-announced €13bn rights issue – its third major cash injection since 2008. The rights offer forms part of a turnaround plan under chief executive Jean Pierre Mustier after stock dropped more than 45% last year. Other legal hurdles posed for the bank included its ranking as the sixth-weakest bank in stress tests of the eurozone’s largest lenders last summer. The bank is currently going through a rationalisation to focus on its core business, a push that will involve the closing down of branches, cut thousands of jobs, and shed its bad loan portfolio."
"Marco Boldini serves as European regulatory counsel at ETF Securities, an asset management house focused on exchange-traded funds (ETFs), exchange-traded commodities (commodity ETCs) and exchange-traded currencies (currency ETCs) with offices in Jersey, London, New York, Sydney and Hong Kong. Based in London, Boldini is responsible for overseeing all regulatory functions across Europe and analysing the impact of emerging regulations. He is also chair of ETF Securities’ MiFID II committee, a member of its worldwide risk and compliance committee and leads the company’s advocacy and lobbying efforts by engaging with various European regulators. Boldini joined ETF Securities’ five-person legal team in 2013 as regulatory counsel and was responsible for designing and leading its regulatory function across the UK, US and Hong Kong. He also developed a company-wide regulatory tracker to monitor new regulations relating to its various products, operation and clients. Prior to joining ETF Securities, Boldini worked at a number of international banks, including as legal counsel at State Street Bank from 2010-13, where he oversaw corporate governance. As an associate in the regulatory department of Gianni, Origoni, Grippo, & Partners in Milan, Boldini was seconded to Credit Suisse Italy from 2009-10 where he launched the bank’s payment services directive control across Italy prior to the introduction of formal regulation in Italy; helped to implement anti-money laundering directive changes relating to tax amnesty; and designed and delivered a training programme on regulatory issues for its 200-member sales team. From 2008-09 he was seconded to Merrill Lynch as compliance officer responsible for designing and implementing policies and procedures to ensure MiFID compliance. Boldini began his career as a trainee lawyer and lobbyist at Bernardini de Pace in Milan in 2005 and qualified at the Milan offices of Norton Rose in 2008. He regularly writes for the financial press in Europe and has been called as an external specialist before a number of international bodies. He is qualified in Italy and the UK, where he is both a solicitor and barrister."
"Recruited by BNY Mellon in January to the prominent position of litigation, enforcement and investigations head across EMEA, Tepo Din is recognised by peers for his industry knowledge on emerging regulatory risk. He joined BNY from funds giant BlackRock, where he served as director for legal and compliance since 2013. Significant legal issues at BlackRock, the world’s largest asset manager, during Din’s three-year stint included its decision to join a group action comprising 80 investors suing Volkswagen over allegations that the car maker failed to disclose its diesel emissions scandal soon enough. Din previously spent three years gaining regulatory experience at the Financial Services Authority, under the leadership of then enforcement head Margaret Cole (now general counsel at PwC). Din was part of a team that dealt with the politically-charged task of changing the agency’s image from light-touch body to a tougher regulator for the post-Lehman era. He is further lauded for his work on the Barclays Libor investigation during his time at the regulator, which led to a £290m fine levied on the bank. Having spent his early career at the highly regarded banking dispute teams at Freshfields Bruckhaus Deringer and Stephenson Harwood, Din is cited by Berwin Leighton Paisner partner Nathan Willmott as someone who ‘understands regulatory issues inside-out’. Willmott adds: ‘He has a strong instinct for how the regulator thinks and how to respond to issues when they arise. He is also very well connected in the industry.’"
"Touted as a ‘star’ in executing large-scale transactions by Hogan Lovells corporate partner John Allison, former Travers Smith lawyer Alistair Houghton sits within TSB’s 20-strong legal team under general counsel Susan Crichton. Houghton has led on a host of major deals for the bank, including its £3.3bn acquisition of Northern Rock mortgages and loans from Cerberus Capital Management in 2015. Acting alongside Crichton and Allison, the deal involved negotiating a service agreement with UK Asset Resolution’s mortgage servicing arm, to ensure continuity in service for borrowers. The deal also saw TSB become the mortgage lender to an additional 34,000 UK homeowners, marking a significant milestone in its growth strategy. Houghton is also credited for helping navigate the bank through challenges when it separated from Lloyds Banking Group in 2014, followed by the flotation of a 25% share of the TSB business that same year. Following TSB’s initial public offering, Houghton advised on the legal aspects of the bank’s takeover by Spanish group Banco Sabadell. Houghton is currently responsible for a wide range of legal divisions within the bank, including corporate, litigation, insurance, competition, insurable risk, and treasury issues, while he also serves as the relationship manager for panel firms. Allison comments: ‘I’ve known Alistair for quite a number of years He has been the main person leading on big-scale transactions for the bank. He and Susan are a great team – she is a fantastic operator and has the confidence of the board, but in terms of legal specialism Alistair is a star in pure corporate M&A. At the same time, he’s doing a mini-GC role.’"
"Robin Macpherson is described by one nominator as ‘a lawyer with a great reputation who is definitely on an upward trajectory’. Previously head of legal for large corporates and sectors, structured finance and products at The Royal Bank of Scotland (RBS), he joined European real estate investment manager Valad (now Cromwell) as head of risk in September 2016. His new role, which combines general counsel (GC), compliance officer and head of risk responsibilities, was created by Australia-based Cromwell Property Group, which acquired Valad in 2015. It represents, Macpherson says, an important shift in how companies are thinking about risk. ‘At financial institutions you typically find different departments dealing with legal, compliance, risk and regulatory issues. As a result, things can fall between the stools or you can end up operating with three different taxonomies of risk, which starts to get confusing. Besides, there is rarely such a thing as a purely legal risk. A loan agreement, for example, will have embedded within it provisions about how the bank actually operates that loan. Those provisions may not be understood by the business itself and a large part of this operational risk will consequently be overlooked by the legal team. One of the advantages of working at a smaller business is that it is feasible to combine these functions into a single point of contact so we can think much more holistically about the risks affecting our business.’ Along with his five-person team, Macpherson is responsible for a range of issues, from overseeing Cromwell’s risk management framework and corporate governance across Europe to implementing new frameworks in response to forthcoming regulatory changes like the UK Senior Managers and Certification Regime and the European General Data Protection Regulation. He also reports to the chief executive of Cromwell’s European business as part of the nine-person European management group. If this were not enough to keep him occupied, he has also been busy helping Cromwell maintain its momentum on the deal front. The company launched its first open-ended fund a month after he joined and has since closed a number of deals. Macpherson says his upward trajectory – he qualified in 2004 and worked as a banking associate at Travers Smith before joining RBS in 2009 – has been largely the result of good luck and good timing. ‘RBS had been very forward-thinking in its approach to risk, which meant I had a much broader skillset than the typical funds lawyer or real estate lawyer in my age group. I sat on various executive steering groups and committees, which provided me with a lot of fairly senior experience. But I was very lucky to have joined a team that went on to grow rapidly, which meant there was more opportunity to take on new responsibilities and rise up through the ranks. There is often a wealth of talent below GC level that finds itself unable to move upwards and it is rarely the case that these people are any less talented than the more senior figures in their team.’ "
"As one of the in-house advisers to Through the Looking Glass, KPMG’s 2016 global study of the general counsel (GC) role, Misha Patel has given much thought to the qualities required in the senior legal role. ‘You may move in-house on the basis of your technical expertise,’ says Patel, ‘but you’re involved in so much more than just the law that non-legal skills are essential. You need a matrix of skills, including decisiveness, communication, business understanding, financial numeracy, integrity, management ability and many others. These are the skills that have and will in future define the real leaders of the in-house profession.’ For the last six years, Patel has been assistant GC at KPMG. She now supports KPMG GC Jeremy Barton, who joined from Boston Consulting Group in 2015. Unlike his predecessor, Barton sits as a board member and part of the KPMG executive function. This, says Patel, has been a welcome development. ‘The in-house team sees all the issues the business grapples with on a day-to-day level. Not many other functions have such exposure and insight across the entire business, [and] joining discussions at the embryonic stage means business will reach out to you – whether concerning new products, new markets, or new geographies – and in helping shape major transactions and key operational decisions.’ Patel, who trained at Clifford Chance and spent five years in the firm’s corporate practice, made the decision to move in-house after a secondment at the International Centre for Financial Regulation, a government-sponsored entity established by Lord Davis, then chair of Standard Chartered. ‘As the company’s legal counsel, I worked alongside the CEO, sat on the board and had real strategic influence over the business’s operation and direction. I dealt with all sorts of issues ranging from legal to non-legal which really helped build my skillset.’ Patel’s advice to those tempted to move in-house is to nurture the skills of a senior leader before they are called upon. ‘You don’t have to be a GC, or at the top table to work on your leadership abilities. Get to know the right people, understand work politics and how best to get things done. And always seek experience or opportunities in order to hone [broader] skills and find ways to understand how an organisation works.’"
"Amol Prabhu has a cross-product advisory role within Barclays’ emerging markets investment banking business across Russia, the Commonwealth of Independent States, Central and Eastern Europe, the Middle East and Africa. He works with a variety of stakeholders in defining and implementing the strategic direction of the bank, and provides legal, wider risk management and reputational advice on new opportunities and transactions. Career milestones include leading a team that executed substantive transactions for Barclays, including the International Development Agency’s partial guarantee of the Republic of Ghana’s debt issuance, Dubai Ports’ pre-IPO convertible sukuk, Petra Diamonds’ senior leveraged pan-African secured second lien notes and Ukrainian Railways’ loan and debt financings. During his 12 years at Barclays, Prabhu initially covered loans, leverage finance, distressed debt and securitisation across the UK and Europe, which led to an internal business secondment in the real estate finance team in 2005. Then, as the Middle East gained prominence, he supported debt capital markets, Islamic and structured finance across the Gulf region, which saw him seconded to Dubai in 2007. Subsequently, as Barclays expanded into emerging markets, his responsibilities grew. Prabhu currently sits as a steering committee member of Barclays’ EMBRACE multicultural network and prior to joining the bank, worked at Linklaters and Allen & Overy in London and Hong Kong. On career progression, Prabhu says: ‘Take responsibility for your own career, be authentic, gravitate to what you enjoy, seek out opportunities to develop, be a team player, be realistic, take counsel from those you trust, work hard… and have patience.’"
"Travers Smith-trained Jarlath Pratt was one of the most cited counsel in this year’s report, with a host of high-profile referees, including Herbert Smith Freehills (HSF) partners Gavin Williams and Patrick Mitchell, Freshfields Bruckhaus Deringer’s David Higgins and Tim Wilmot, Proskauer Rose partner Matt Rees, and Hellman & Friedman managing director and general counsel (GC) Stuart Banks. Described by Higgins as having a ‘keen eye for the detail of a transaction’ while ‘deftly bridging the legal and commercial’, Pratt is responsible for delivering legal support to the special investments arm of GIC across EMEA, comprising the private equity, infrastructure and private debt groups of the sovereign wealth fund. Notable mandates for Pratt at GIC include advising on GIC’s acquisition of a 28.5% interest in Rothesay Life from Goldman Sachs in 2013, the buyout of the RAC from The Carlyle Group as part of a partnership between GIC and CVC Capital Partners in 2015, and GIC’s bid alongside EDF Invest to acquire the UK government’s stake in rail operator Eurostar, which involved extensive due diligence and negotiations. Prior to joining GIC, Pratt worked at Barclays Capital, where he supported the private equity and infrastructure teams. HSF’s Williams says Pratt is a ‘truly outstanding’ GC, adding: ‘Knowing what questions to ask advisers is a big part of what marks out exceptional in-house lawyers from the run of the mill, and Jarlath has this instinct in spades.’ Proskauer’s Rees adds: ‘He gets behind the numbers and adds value where many lawyers fear to tread. He is approachable, fair-minded and has a huge amount of integrity. He keeps to his word and doesn’t play the silly games that so often get in the way of getting things done.’"
"Richard Stewart, who leads the Bank of Montreal (BMO)’s capital markets team in Europe, is responsible for providing legal support for all BMO European securities operations, including investment banking, corporate banking, M&A, trading products and structured products. He is described by one partner as ‘an exceptional lawyer’ who ‘understands that the role of an in-house lawyer goes far beyond legal advice and is regularly called upon by senior business leaders for advice on non-legal matters’, and ‘combines extensive leadership experience on complex transactions gained from 14 years in private practice with a can-do attitude, which invariably gets the best out of the team he is working with’. Stewart joined BMO in 2013 from Berwin Leighton Paisner where he was an associate director with transactional experience in private equity, corporate finance and M&A. He cut his teeth as a corporate finance associate at Freshfields Bruckhaus Deringer. Selected for BMO’s 2016 senior leadership programme, which helps leaders to develop the skills they need to effectively lead in today’s competitive and complex marketplace, Stewart has restructured the legal team during his time at BMO to support the business and serve customers on a global level. "
"Part of the legal team at specialist investment fund Hayfin Capital Management for over four years, Bethany Walker is described by one private practice partner as ‘incredibly intelligent, excellent on detail’ and someone who possesses ‘very good awareness of the commercial boundaries of Hayfin’. Previously a lawyer at Macfarlanes and trained at DLA Piper, Walker specialises in loan transactions at Hayfin, which provides lending solutions to European corporate clients and investment management services to institutional clients. One Macfarlanes partner adds: ‘She was someone who we were very sorry to see leave for Hayfin.’ In January, British Columbia’s giant pension fund bought a majority stake in Hayfin, which is one of the UK’s fastest-growing financiers and specialist debt providers, in a deal worth around £215m. Clients of the lender include Racing Post, Sunseeker and meat-substitute food manufacturer Quorn. Hayfin’s management and employees will retain their shareholdings following the deal."
Rising stars: Infrastructure, TRANSPORT AND REAL ESTATE
"In many sectors, Christy Baker’s seven-year tenure with the same company would mark him out as a lifer. Not so in the world of transport. ‘It is an industry that gets under your skin in a positive way,’ says Baker. ‘The breadth of challenges and issues we face as lawyers is fascinating. People tend to remain with the same company for a long time.’ A restructuring of FirstGroup’s legal function in 2016 resulted in Baker’s promotion to UK legal director, with additional responsibility for international expansion in the Asia-Pacific region. At 14 years qualified Baker is, in transport terms, a relative novice, but he feels well positioned to deal with the industry. ‘It is not uncommon to encounter people who joined the company immediately after leaving school and worked their way up to senior management. They are phenomenally smart and hardworking and you need to earn their trust. I would like to think I’ve been around long enough to have that credibility while being flexible enough to embrace change in the sector and new ways of working in legal.’ Baker’s seven years as a competition lawyer at Freshfields Bruckhaus Deringer has also helped prepare him for the demands of working in-house. ‘Competition law is about getting under the skin of a business. If you’re writing a merger notice you need to know the nuts and bolts of how the company makes money. That is extremely useful for seeing the commercial and operational issues that sit behind legal questions.’ The issues Baker has been involved in recently have been broad, ranging from working on a Supreme Court case concerning wheelchair access to buses, securing competition clearance ahead of FirstGroup’s new TransPennine Express franchise and overseeing the part-sale of bus operator First Scotland East. This followed the release of Competition and Markets Authority undertakings related to FirstGroup’s bus business in Scotland, ‘among the most reviewed set of undertakings in UK competition authority history’, believes Baker, who pushed hard for their release. ‘The undertakings imposed a range of constraints that affected our ability to act as a free commercial operator in Scotland, which makes their release transformational for the company.’"
"Capital & Counties Properties (Capco), the FTSE 250-listed owner of Covent Garden, is also the property company behind one of Europe’s most ambitious brownfield projects, the Earls Court Masterplan. The proposed £8bn regeneration of a 77-acre site adjacent to some of the city’s most expensive real estate will introduce a level of operational and legal complexity rarely encountered by developers. To make matters more complicated, the site sits above two tube lines and the West London Line. Navigating this complexity has fallen to Alison Fisher, legal director for Capco’s Earls Court project since 2013. Fisher’s role in the early phase of the project has marked her out as ‘one of the outstanding young real estate and development lawyers in the UK [one whose] work is helping to provide a template for complex development projects’, according to Herbert Smith Freehills partner Don Rowlands. The City of London’s growing focus on estate regeneration adds a further layer to the project, which includes a phased land transfer and development of the West Kensington and Gibbs Green estates to allow them to be included in the comprehensive regeneration of the area. Fisher, who trained at Linklaters and spent more than ten years in private practice before joining Capco as in-house counsel in 2013, says that working with management and commercial teams to overcome challenges is part of the attraction of her role. The project has also seen Fisher working with TfL, with whom Capco entered into a joint venture in 2014. This was TfL’s first ever property-related joint venture, but its success has since seen the transport provider adopt it as a template for future work in the property space."
"Since joining Virgin Atlantic in September 2013, Ahsan Gulabkhan has completed a huge number of projects, many of which have been the airline’s most significant transactions, including the implementation of its transatlantic joint venture with Delta Air Lines, the pioneering securitisation of some of its Heathrow landing slots, its first-ever Japanese operating lease with a call option and several multimillion-pound pieces of litigation. He has also been closely involved in Virgin Atlantic’s fleet modernisation programme, acting on its introduction of a new 787-9 fleet and its recent large aircraft procurement campaign, which culminated in an order for 12 Airbus A350-1000 aircraft in 2016. Freshfields Bruckhaus Deringer finance partner Robert Murphy, who worked with Gulabkhan on Virgin Atlantic’s recent procurement campaign and was on the other side of the table in part of its Heathrow securitisation project, praises Gulabkhan’s ‘mature view that quickly gains the respect of others in the room’, adding that he has ‘a very bright future in whatever direction he decides to take’. Gulabkhan is part of Virgin Atlantic’s senior management team and acts as lead lawyer for its aircraft finance and treasury teams and primary legal point of contact for its commercial and network teams. General counsel Julian Homerstone speaks of Gulabkhan’s ability to ‘operate beyond his seniority’ by demonstrating the ‘ability to not only understand the larger commercial picture, the needs of the business and use this understanding to help push deals to successful conclusion, but to also retain a close eye to the detail of a transaction’. He has also helped develop relations with external counsel and frequently acts as a point of contact between teams, translating the business’s commercial and technical requirements into clear instructions and expectations. Paul Briggs, joint head of Bird & Bird’s aviation group, has worked with Gulabkhan and describes him as ‘a proper lawyer who stays close to the legal and drafting detail [while] making deals happen’ and tips him as ‘a future leader at Virgin Atlantic, in the aviation industry or back in a law firm’. Airline industry expert Jeffrey Peterson, who spent two years as the chair of the aviation law committee of the International Bar Association and now heads Dorsey & Whitney’s Vancouver office, says that he has ‘witnessed [Gulabkhan’s] lawyering, creative thinking and leadership on matters ranging from extremely trying negotiations of billion-dollar contracts to legal management of subtle commercial deals. [He] is making a very positive impression well beyond his in-house colleagues at Virgin Atlantic and is truly a rising star in both the aviation industry and legal profession’. Norton Rose Fulbright disputes partner Robin Springthorpe says Gulabkhan epitomises the qualities of a rising star: ‘I treat Ahsan just the same as a mature general counsel since he is a capable, strategic thinker fully in tune with the requirements of the business.’"
"Lyndsay Navid Lane joined the UK division of French transport and logistics group Norbert Dentressangle in 2010 and became general counsel (GC) and legal director for the UK and Ireland in 2012. In 2015 the company was acquired by XPO, one of the largest freight brokers and contracts logistics providers in the world. Lane now acts as company secretary for XPO’s UK and Irish legal entities in addition to all companies associated with Jacobson USA, the warehousing provider that Norbert Dentressangle had acquired in 2014. Lane, who trained in both English and French law before joining accounting firm Arthur Andersen’s business consulting division in 2001, is a member of XPO’s global risk committee and reports to both its global chief financial officer and global GC. She is described by Julia Chain, UK managing director of Millnet, as ‘a very globally focused modern GC who thinks like a business person with a legal background’."
"Over the coming months, Tom Marke will be helping to transform London’s skyline by overseeing a number of residential and commercial developments, including the 40-storey tower at 100 Bishopsgate, the mixed-use skyscrapers at One Nine Elms, and the City of London’s tallest tower, 22 Bishopsgate. Reporting to Multiplex general counsel Ben Keenan, Marke oversees day-to-day legal matters related to the company’s current delivery of over 30 developments across Europe and is responsible for everything from advising on pre-development risks and preparing tenders, to project management and dealing with disputes and legacy issues. Multiplex’s status as the pre-eminent contractor for complicated projects and tall structures in the UK means reputational risk management is now becoming an increasingly core part of Marke’s job. The company is also a key contractor in London’s high-end residential market, and Marke is involved in a number of prominent developments, including Holland Park Villas, One Blackfriars and The Glebe in Chelsea, which he describes as ‘the most desirable high-spec development in the world and one that will be subject to an intense amount of diligence and scrutiny in the global property market’. Marke is also managing a number of significant developments for large corporate clients – Schroders’ new headquarters at 1 London Wall Place and Amazon’s European headquarters at Principal Place among them. His ability to balance the competing priorities won him praise from a number of private practice nominators. Ann Minogue, a senior consultant at Macfarlanes who was on the other side of the table from Marke on the 22 Bishopsgate and Royal Albert Dock business district developments, describes him as ‘an outstanding lawyer who can think through the complexities of a wide range of projects, frequently taking place at the same time and involving stakeholders from a number of jurisdictions and sectors, each with their own compliance and contracting challenges’. Since he joined Multiplex six years ago, Marke has overseen the transformation of its European arm from a six-project £350m turnover business to a 30-project £1.3bn turnover business."
"As one of only two lawyers advising 3i’s growing infrastructure business, Hazel McElwain is helping it to innovate and respond to intensified competition for infrastructure assets. As demand for infrastructure assets has driven up prices, dedicated infrastructure funds such as 3i have started to move away from so-called ‘core’ assets – regulated infrastructure assets like electricity and gas distribution networks – to focus on ‘core plus’ assets, for example car parks, diagnostic labs, data centres and motorway services areas. As well as having good asset backing, strong market positions and high barriers to entry, these companies also have operational levers that can be used to generate more attractive returns. This new trend in the sector has led lawyers to rethink their approach, says McElwain. ‘I would describe myself now as an infrastructure lawyer who has to think like a private equity lawyer. As some of the assets that we are now targeting were traditionally considered private equity assets, we need to decide on a deal-by-deal basis whether to adopt a private equity or infrastructure approach to deal structure, financing and legal documentation. In doing so, we are creating market norms for the emerging ‘core-plus’ sector. The challenge is to create innovative and commercial precedents for this new sector, while not eroding the established private equity and infrastructure market, as this could adversely impact our other investment teams.’ 3i Infrastructure is at the forefront of identifying core-plus opportunities. In 2015 it completed its first major investment, teaming up with AMP Capital to acquire ESVAGT, a Danish company providing emergency rescue and response vessels to the offshore energy industry. Last year it developed the model further via its acquisition, alongside Deutsche Asset Management, of TCR, the largest independent owner of airport ground support equipment in Europe. For McElwain, it was a significant deal: ‘The businesses we are targeting are really private equity assets, but as an infrastructure investor we have to lead with a slightly different management incentive model. The TCR deal was the first time we had really competed with private equity bidders for a core-plus asset and won, which meant the market had listened to our story in terms of pricing, financing and management incentive plans.’ McElwain started her career as a trainee at Allen & Overy (A&O) in 2006 and worked in the project, infrastructure and energy department until 2013. During her time at A&O, McElwain worked in the firm’s London, Dubai, Madrid and Paris offices and was seconded to client DP World in the role of general counsel for DP’s European business. After taking time off to travel, she spent a year working as a consultant within A&O’s Peerpoint business, primarily advising on bankability issues and financing structures for the Thames Tideway Tunnel project, before joining 3i Infrastructure."
"Since 2008, Samantha Sawyer has worked for infrastructure service provider Amey, a subsidiary of Spanish multinational Ferrovial. Sawyer is now legal director and sits as a member of the executive team on two of Amey’s core business units, Highways and Consulting and Rail, which together account for around half the group’s revenues. A former Ashurst corporate associate, Sawyer led on Amey Rail’s successful 2014 joint venture bid with France’s largest private transport group, Keolis, to operate and maintain London’s Docklands Light Rail services. The deal was an important part of Amey’s strategic move toward transport operations and Sawyer has since helped develop the joint venture. From July 2017, KeliosAmey will operate Greater Manchester’s Metrolink light rail network, the largest such network in the UK. Sawyer is described as ‘a real star [who is] growing in influence’ by Addleshaw Goddard partner Paul Hirst, who worked with her on the Metrolink deal. She is now working on KeolisAmey’s bid for the Wales and Borders rail franchise. Outside the UK, Sawyer helped Amey to establish businesses in Qatar, Australia and the US, where it recently secured a contract to work on the New York Metropolitan Transportation Authority framework. She has also been helping to explore the use of digital technologies in Amey’s health and safety initiatives alongside the UK Manufacturing Technology Centre in Coventry. In late 2016, Sawyer was appointed chair of the Women at Amey group, which seeks to promote equality within Amey and develop more women into leadership positions within the company. "
"Samantha Spence joined Eurostar as head of regulatory affairs in 2011. Her role was created following the formation of Eurostar International Ltd, a standalone entity that replaced the previous model of joint ownership by the three national railway companies that have been running train services between London, Paris and Brussels since 1994. Eurostar’s ownership structure has continued to evolve, and in 2015 Spence led on securing EU merger clearance in connection with the UK government’s decision to sell its 40% stake in the business. The change in shareholding was subject to Phase I commitments and substantive review, leading to an intense period for Spence and her team. CMS partner Bill Carr, who has worked on a number of matters for Eurostar, describes Spence as ‘a very smart lawyer who knows how to deal with regulations as well as anyone I have worked with’. Although Spence spends a large part of her time looking at economic regulation, she has a broader role that involves working with infrastructure providers like High Speed 1, owner of the track infrastructure operated by Eurostar in the UK, and Eurotunnel, owner of the Channel Tunnel. She has recently been appointed as the legal point of contact charged with planning and responding to major incidents, a wide-ranging brief that takes her far from regulatory affairs. Spence has also been working on the launch of Eurostar’s new London to Amsterdam service, which is scheduled to launch in late 2017. "
Rising stars: Insurance
"Taking the role of head of legal, UK and international at the beginning of February, Jonathan Cope has quickly risen through the ranks of the RSA legal team since he joined the insurance giant in 2013 as group legal counsel. Now managing a team of ten lawyers across the UK, Ireland, Western Europe and the Middle East, Cope reports to the UK chief financial officer Scott Egan, with an additional matrix line to RSA’s chief legal officer, Charlotte Heiss. His new role will also see him lead the company’s next UK legal panel review. RPC, Pinsent Masons and Hogan Lovells currently sit on the roster. Cope was the lead lawyer on RSA’s £773m rights issue in 2014 and across 2015 and 2016 led the company’s disposal of its non-core businesses which involved disposals in 16 jurisdictions. He also played a key role in the largest-ever RSA contract, which covered the group’s IT infrastructure in 2015. Additionally, his promotion last March from group legal counsel to managing counsel saw Cope tasked with leading the review last year of RSA’s group legal panel with assistance from Heiss and head of financial crime Peter Townsend. The review saw the number of panel firms reduced from five to three, with Slaughter and May, Linklaters and RPC winning places. Cope also took on additional responsibilities when carrying out the managing counsel role, which included helping to manage the risk and control environment through policy and committee ownership. After training at Freshfields Bruckhaus Deringer, Cope specialised in private equity work, including stints at Debevoise & Plimpton and Weil, Gotshal & Manges. Speaking on what it takes to establish yourself, Cope says: ‘Working hard and being willing to learn. Building relationships internally and externally is important. I have enjoyed the relationship with external lawyers and it is just as important in many respects as the relationships you build internally.’ Neil Brown, partner at RPC, comments: ‘Jon combines a first class intellect with sound business judgement and a very down-to-earth, personable manner. Everybody at RPC agrees that he is somebody with a very big future.’ Heiss adds: ‘Jon is an excellent commercially-minded lawyer who has been instrumental in delivering some of the group’s largest transactions. He is hard working, calm under pressure and has earnt respect at the highest levels of the organisation.’"
"Emily Coupland is described by Edward Davis, group general counsel (GC) at AXA UK as ‘progressing very strongly’. Promoted last June to legal head of AXA Partners, a unit dedicated to developing and accelerating the insurer’s global partnership business, Coupland previously served as deputy head of legal for AXA UK and GC for the wealth division of AXA UK, where she led on the complicated sale last year of the AXA wealth business in the UK in a €630m tripartite sale to three different purchasers: Phoenix Group, Standard Life and Life Company Consolidation Group. ‘This was probably one of the most complicated transactions in 2016 because of the complexity of the separation arrangements,’ recalls Davis. ‘It was a single business, a complicated product mix and we had to separate the business so that you could sell the right bits to the right companies and purchasers. It probably took 18 months to get there. So it signed in April or May last year and then closed in October.’ In her role as deputy head of legal and GC for wealth for 11 years, Coupland managed a legal department budget and selected external counsel for individual matters and for the insurer’s panel as well as restructuring of the legal team and ongoing recruitment and development strategy. In her new role Coupland is responsible for the legal and compliance professional family (consisting of 63 lawyers) formed of AXA Partners CLP (including Genworth LPI business) and AXA Assistance and Group Digital Partnerships. She is responsible for global partnership agreements as well as collaboration of legal teams globally"
"2016 was undoubtedly a standout year for Phil Hagan, who is primarily responsible for a team of two other lawyers who deal with corporate activity, including M&A, corporate finance and pensions. There are 14 lawyers in the overall Phoenix Group. The £935m acquisition of Deutsche Bank’s UK life insurance business (Abbey Life) in September, which added £10bn worth of assets under management and 735,000 policyholders to the FTSE 250 company Phoenix, saw Skadden, Arps, Slate, Meagher & Flom, Freshfields Bruckhaus Deringer and Clifford Chance advise. This was in addition to a £435m acquisition of AXA’s UK life insurance business, including a rights issue and debt facility earlier in the year. Says one City partner: ‘Handling two large and high-profile insurance deals in such a short timescale positions Phil as one of the strongest, not to mention busiest, lawyers in the insurance sector in recent years. Both deals also strengthened Phoenix’s position in what is a rapidly consolidating market.’ Hagan, who was previously at Ashurst, also served as deputy group legal director at Resolution, before joining Phoenix Group a decade ago when the company was acquired. He reports into Quentin Zentner, general counsel of Phoenix Group, and manages a yearly legal spend of over £3m. Hagan operates an informal panel arrangement and regularly calls on Linklaters, Freshfields and Skadden for more complex transactions. Hogan Lovells is also called on for the wider group. Another City insurance partner says Hagan ‘regularly advises senior management on strategic projects’ and ‘has been instrumental in the group’s M&A activities, combining his legal abilities with sound commercial judgement to ensure strategic goals are achieved in a heavily regulated, fast-paced environment’. Other recent achievements for Hagan include a £1.1bn refinancing of bank debt and associated restructuring as well as the £390m disposal of Phoenix’s asset management division to Standard Life in 2014."
"Graham Harrison joined Swiss Re as an M&A counsel in 2015. In his time with the global reinsurer he has worked on a large number of significant projects, notably Swiss Re’s £1.6bn acquisition of Guardian Financial Services, the company’s largest acquisition in recent years. During a busy period of M&A activity and regulatory change in the sector, Harrison’s role has expanded to support Swiss Re’s M&A and investment activity across all global markets. RPC partner Neil Brown comments: ‘Graham has the rare quality of combining a first-class intellect and understanding of the law, with a tenacious work ethic and excellent people skills – he retains his cool and good humour even in the most testing circumstances.’ He moved to Swiss Re from Clifford Chance’s private equity team."
"Since joining Marsh & McLennan from Freshfields Bruckhaus Deringer in 2010, Nick Havers has completed a number of strategic M&A deals across the EMEA region, as well as a broad range of other corporate and commercial projects. Since 2013, Havers’ role has widened to take on oversight for the full scope of legal and compliance work for Marsh Africa, while remaining based in London. During the same period the Marsh UK business has grown significantly through a series of acquisitions, including those of Jelf and Bluefin. Havers has led on each of these transactions for Marsh and he is also a regular speaker at industry events. A partner at RPC comments: ‘Nick combines a high-calibre intellect with fantastic people skills and a distinctive personal charisma. He is extremely skilful at guiding his board and other internal clients through transactions and other challenging legal issues. He has a tireless work ethic, and still finds time for a variety of personal CSR commitments including serving as a volunteer reading partner at a school in nearby Tower Hamlets. He is always a pleasure to work with, and definitely one to watch for the future.’"
"According to one insurance general counsel (GC), Emma Hopkinson is ‘the top expert in her field, particularly on the competition law front’. Serving as a senior legal counsel for competition and anti-bribery for the last four years, Hopkinson advises Direct Line on all aspects of competition law compliance and compliance with anti-bribery legislation. She has also served as acting head of legal for claims, dispute resolution and risk. Prior to her time at Direct Line, Hopkinson was an associate at Clifford Chance before joining Barclays. As another group GC attests, an important aspect of succession in-house is building your network: ‘Within an organisation you’ve got to be outward-looking. You’ve got to make sure you’re out there and have your finger on the pulse.’ Hopkinson, who has been involved in the International Bar Association’s antitrust committee’s cartels working group as well as being ‘heavily involved’ in the market-wide Competition and Markets Authority (CMA)’s investigation into motor insurance, more than meets this criteria. Allen & Overy partner Mark Friend, who worked with Hopkinson on the CMA investigation, says: ‘There was a lot at stake for Direct Line. And Emma joined the company just as that was kicking off. She had to get up to speed very quickly and deal with some complicated and sensitive issues and did an excellent job.’ ‘She is very commercial and has a lot of competition experience and she is able to command the attention and respect of very senior executives. She is very convincing.’"
"According to one private practice partner: ‘James is a lawyer who enjoys pitting himself against a challenge.’ Middleton joined AIG from the corporate team at Travers Smith at the height of the insurer’s 2008/09 crisis and has helped the group transform its European structure through several incarnations since. Between 2011 and 2013, Middleton completed eight portfolio transfers, three cross-border mergers, seven business transfers, one solvent scheme of arrangement (a legal first for portfolio transfers out of the EU) and two renaming exercises, to create AIG Europe Ltd, a UK company with branches in 26 countries. He then spent two years at AIG’s Paris office, broadening his skills by dealing with French insurance law, and leading a review of AIG Europe’s governance. Since returning, Middleton has led the Europe corporate team on a number of acquisitions and divestitures, including the asset sale of six East European branches and the disposal of a 51% Hellenic joint venture interest last year. In addition, he took the initiative in November 2015 to establish AIG’s Brexit planning group and has played a leading role in the company’s management of both the run up to and aftermath of the referendum and its planning to adapt to the new regulatory and legal environment, regularly presenting to the board and US senior leadership on the subject. As George Swan, partner at Freshfields Bruckhaus Deringer, attests: ‘AIG has been through more than most by way of restructuring over recent years and James has been at the centre of it. He has evolved into an effective and well-respected business lawyer – always on top of the complex detail and project management while artfully helping to steer the business through the decision-making process. His commitment is tremendous.’ Another private practice partner adds: ‘James combines the thought leadership, intellectual rigour and sound business judgement that is needed for a giant organisation like AIG to succeed. He’s on the path to being a group GC sooner rather than later.’"
Rising stars: Pharmaceuticals and healthcare
"Claude Bahoshy is praised for his handling of ‘high-pressure, financially intricate transactions’ on behalf of Alliance Healthcare, a division of Walgreens Boots Alliance that distributes healthcare products throughout Europe. Responsible for all legal issues arising within the UK and Ireland, Bahoshy advises on transactional activity, distribution and licensing, competition and antitrust, litigation, compliance and restructuring. Currently a board member of its UK committee and adviser to senior management, he has spent more than a decade developing his legal skills in-house. Trained at Simmons & Simmons, Bahoshy secured his first in-house role at Interbrew in 2002 as legal director for global mergers and acquisitions. Relocated to Belgium, he was part of a team responsible for instructing and leading external counsel teams on company transactions. In 2005 Bahoshy was made sole legal counsel responsible for all legal matters connected with the company’s market development function, a role that required drafting international licensing and distribution agreements, joint venture documentation, franchising agreements and memoranda of understanding, and leading legal negotiations. Joining InBev in 2006, and initially responsible for legal and compliance for its Asia-Pacific operations, Bahoshy was given the role of general counsel for the UK and Ireland following its $11.5bn merger with American brewer, Anheuser-Busch, in 2008. He joined Alliance Healthcare in 2012. Bahoshy’s skillset includes managing the legal hurdles and logistics for Alliance Healthcare following the merger of Walgreens and Alliance Boots in 2014, a deal that created the largest chemist chain in the US and one of the largest retailers in the world. One referee comments: ‘Claude always works very closely with the client to understand priorities and the appetite for risk. He manages the issue very sensitively and practically to ensure maximum upside and minimum risk to the business.’"
"Cited in the GC Powerlist: The Team Elite 2015, Elaine Johnston was promoted to senior associate general counsel (GC) less than six months after joining BTG in the summer of 2014. Praised for her ‘fierce commitment to BTG’s interests, combined with outstanding commercial acumen’, Johnston has become a ‘pivotal member’ of the company’s legal team headed by GC Paul Mussenden. Having initially joined as a temporary lawyer from healthcare company Abbott in 2014, one referee recalls: ‘I was particularly impressed with Elaine as soon as she joined BTG. She went on holiday during a transaction and was dialling in to conference calls while driving to France. She wasn’t even a permanent member of the team!’ Since then, Johnston has been given responsibility for legal oversight of key parts of the business, which requires much travel to the west coast of the US, and has worked on successful acquisitions, such as Galil Medical. Says one partner: ‘She is very good technically, with an in-depth knowledge of BTG’s diverse businesses and, just as importantly, BTG’s culture, which the entire organisation from the chief executive down are passionate to maintain.’"
"As a UK-focused, Irish-headquartered entity with operational headquarters in the US, primary listing on the London Stock Exchange and a secondary listing on Nasdaq, Shire’s legal team needs a lot of cross-border expertise. The former Freshfields Bruckhaus Deringer lawyer Amanda Miller Collins has been part of Shire’s legal division since 2003 and, where the pharmaceutical industry has witnessed frenzied deal-making in recent years, has been tasked with helping co-ordinate the company’s growth. Following Flemming Ornskov’s appointment as chief executive in 2013, the pharma group has acquired around $50bn worth of assets, transforming it into one of the world’s leading drug makers. This has included Slaughter and May advising it on a $5.2bn purchase of biotech NPS Pharmaceuticals, and its bid for Dyax Corp in the US for $5.9bn in 2015. Other transactional activity included its ultimately successful £19bn hostile takeover bid for rare disease specialist Baxalta. Shire’s bid for Baxalta came after it was nearly taken over itself by Illinois rival AbbVie in 2014, a proposed $54bn tie-up. Bonella Ramsay, global co-chair of DLA Piper’s life sciences sector group, notes Miller Collins has quickly ascended the corporate ranks at Shire, commenting: ‘There is a very good team at Shire. It is a complex industry, so you watch people getting promoted, and going from one area to another and getting different expertise. That is an important quality ultimately for becoming a GC. Amanda didn’t start out in this industry, but she is rising quickly.’"
"Dubbed a ‘bloody brilliant lawyer’ by Addleshaw Goddard’s retail and consumer group head Andrew Rosling, Sean Roberts ranks at the most senior end of this year’s GC Powerlist for his established 20-year career at GlaxoSmithKline (GSK). Appointed legal chief of the consumer healthcare division in 2013, and tasked with managing a 90-strong legal and compliance team, Roberts has been at the corporate coalface of major strategic decisions. Close to chief executive designate Emma Walmsley, Roberts is cited for advising on GSK’s £20bn consumer health joint venture with Novartis in 2015, a complex deal considered more significant for GSK than for Novartis, where the British group’s market value was less than half that of its Swiss rival at the time. The Simmons & Simmons-trained lawyer was appointed general counsel and chief compliance officer designate of the proposed joint venture, and became a member of the strategic leadership team. Following the agreement, an internal restructuring gave Roberts responsibility for 120 legal and compliance staff, as well as oversight of a matrix-style shared service network. One referee notes: ‘He is doing great work.’ During the ‘90s, he spent his early career at Simmons’ London office before joining GSK as legal head for the Middle East and Africa in 1998. Quickly ascending the corporate ranks, Roberts served in multiple managerial roles, including as appointed lead counsel for the global drug safety division in 2005 and vice president for legal operations for Asia-Pacific, Japan and emerging markets, and was bolstered to serve on the global legal management team in 2007, and as vice president for corporate legal operations in the UK and US in 2011. That same year he became a member of GSK’s disclosure committee and assumed responsibility for legal within the dermatology division."
"Previously a partner at Bird & Bird and Freehills, Tomos Shillingford has considerable experience in pharmaceutical intellectual property, holding roles as senior patent counsel at Actavis and director of IP litigation at Allergan before joining Spanish healthcare outfit Chemo Group as associate general counsel for IP last year. Following the takeover of Allergan by Actavis in 2015, Shillingford managed the company’s IP litigation for the group internationally (excluding the US). This involved mainly patent litigation but also included trade marks, copyright, breach of confidence, competition law and regulatory issues. At Actavis, Shillingford managed litigation against Pfizer, where the Court of Appeal in October 2016 affirmed the High Court’s decision that the patent covering Lyrica (pregabalin) for pain was not infringed by Actavis and also found that patent claims generally relating to pain and neuropathic pain were invalid. Shillingford had a small team of three direct reports and managed around 70 cases, mostly concerning patent litigation around the world. ‘I took a decision to move to Chemo as they are building in a similar way that Actavis did and we are putting structures in place to move the company away from a small company mindset,’ says Shillingford. ‘We have lots of different things going on – a business-to-business generics offering, we’ve got a new start-up generics business in the US and the Nordics. We have a brand in about 40 countries and that is expanding massively and we have got a biologics arm, which has six products in development and scope for a lot more. There is a lot going on across the group and that is very exciting. We’ve got a growth plan to double revenue in five years, which is astronomical.’ At Chemo, there are 15 lawyers, mostly general commercial, some corporate and M&A and Shillingford manages a team of two – one trade mark lawyer and one patent lawyer – with a budget of around €2.5m for litigation. ‘The main bit of my practice is patent litigation – we have various cases ongoing in Europe and in the US, which is a challenge for me. There is a lot of paragraph four certification in the US. There is also due diligence, contractual support for IP issues and regulatory,’ adds Shillingford."
"Caroline Stockwell has been credited for her extensive industry knowledge within the pharmaceutical and life sciences sector. Trained at Addleshaw Goddard, she moved to DLA Piper in 2000 where she focused on litigation and regulatory work. Other in-house roles included a two-year stint as senior solicitor at automotive company Group Lotus until 2005 before rejoining DLA as a partner, and then serving as assistant general counsel for the research and development unit at Pfizer until 2016. Her role at Gilead is heavily focused on compliance issues, where the company houses a dedicated unit ensuring adherence to legal and ethical standards of business conduct. Prior to qualifying as a solicitor, Stockwell worked for a multinational pharmaceutical company where she advised company facilities in Europe on environmental compliance."
Rising stars: Retail
"The recent surge in UK competition litigation has seen a number of retailers bring claims against payments companies for alleged excessive interchange fees. In July 2016, the UK Competition Appeal Tribunal ordered MasterCard to pay Sainsbury’s damages of £68.5m – the largest ever anti-competition award in Europe. The decision to act alone rather than as part of a class introduced a considerable risk and complexity to the case pursued by Sainsbury’s, and was largely thanks to the work of Edward Anderson. ‘The reality of litigation is a board will often ask “what are our competitors doing?”’ says Anderson. ‘You need to avoid that type of confirmation bias and believe in the merits of your own case. We wanted to progress at speed and not be held back by what others were doing.’ Anderson, who previously served as general counsel for the mergers division at the Office of Fair Trading and Directorate-General for Competition at the European Commission, was well placed to understand the risks, but it was still a hugely testing time. ‘Companies are generally reluctant to enter into big litigations and I was putting my CEO and CFO in the witness box, so I had to be absolutely certain that we could win. That certainty is not just about knowing the law. Most in-house teams are not set up to work on cases like this, so collecting the right evidence and managing internal communications can be hugely challenging.’ Anderson leads a team of nine lawyers, two of whom work exclusively on competition issues, but he also had to bring in a number of experts to work on the case. ‘I was leading a large, multidisciplinary team of economists and lawyers while controlling communications down to group level.’ If this were not challenging enough, Anderson used a new form of predictive coding to collect evidence and manage costs. Sainsbury’s has since launched a similar case against Visa, reflecting the change in mentality Anderson introduced at the company. The case marked the beginnings of a year that few lawyers will experience and fewer will envy. Following the tribunal, which ran from January to early March 2016, Anderson was drawn into a second complex competition case relating to the sale of the Sainsbury’s pharmacy business to Celesio, owner of the LloydsPharmacy chain. The deal went into a Phase II merger control investigation, meaning six months of intense work for Anderson and his competition team. He was also involved in the competition aspects of Sainsbury’s acquisition of Argos parent company Home Retail Group, which closed in September 2016. On the commercial side, 2016 saw Anderson lead on an agreement with Euro Garages to operate the first-ever franchise agreement involving the Sainsbury’s brand. ‘For our business, brand is everything so it was very stressful. However, the franchise agreement reflects changes in retail that are interesting as a lawyer. Retailers are all looking for a way to respond to squeezed margins and there will be a lot more partnerships of this nature in the sector.’"
"Described by Eversheds partner David Young as ‘a role model for in-house lawyers’, Emma Anthony supports the day-to-day operations of the Selfridges business. Reporting to director of legal, Sarah Hemsley, Anthony and a team of four lawyers serve as a first point of contact for the store and its staff, covering everything from brand protection and IP to negotiating independent retailer concessions. Selfridges’ four UK stores form part of the wider Selfridges Group, which consists of the high-end retailers Brown Thomas in Ireland, Holt Renfrew in Canada, and De Bijenkorf in the Netherlands. Until recently, Anthony was additionally responsible for overseeing legal affairs at Brown Thomas. Although she handles the same range of issues that face in-house lawyers in any large retailer, dealing in luxury lines adds its own challenges. ‘We have very discerning consumers for whom the physical experience of shopping in one of our stores needs to be perfect,’ says Anthony. ‘As a legal team, we therefore get pulled into ambitious new projects that raise all sorts of interesting questions. For example, personalising in-store offerings to differentiate the Selfridges experience from that of any other store has been a big focus for us, but balancing that against data protection laws and other forms of compliance raises new questions. It’s what makes the in-house role exciting. It calls on you to understand the business and its customers, and have the curiosity to explore how legal developments may affect them, rather than know the black-letter law.’ While London remains Selfridges’ flagship store, visiting on-the-ground staff at its stores in Birmingham, Manchester and Edinburgh is a big part of Anthony’s job. ‘Getting out to our various locations and giving legal training is an important way of eliminating legal risks at an early stage. Raising awareness of how issues like data protection, consumer rights or even something like the Modern Slavery Act can impact the business is a critical first line of defence.’ Anthony had initially intended to go to the Bar and qualified in 2009 following a pupillage at a barristers’ chambers. However, interim placements at Harvey Nichols, Jimmy Choo and Paramount persuaded her to change course. ‘Pupillage was a stark contrast to in-house work. I realised I enjoyed working for a brand and helping a company address its challenges rather than addressing purely legal questions.’ She joined Selfridges in 2014 following a spell at Allen & Overy’s commercial team, via a number of secondments and seven months in Beijing. ‘Even if you ultimately want to work in-house, spending time at an elite firm certainly helps with career progression. You need to be confident to succeed in-house because there is always an element of push-back against the business when you’re assessing risks.’ Anthony will be joining YOOX Net-A-Porter Group as UK head of legal in May 2017."
"One nominator describes Georgina Foggin: ‘An amazingly talented counsel who impresses everyone that works with her. Lawyers of a certain vintage find it enviable and slightly upsetting that someone so young has developed so quickly as a commercial adviser.’ Foggin, who became head of legal for John Lewis in 2015, comments on her role: ‘The culture of the company is about throwing yourself into the business and applying your legal knowledge to help it grow. Having an interest in retail is much more important than the length of time you’ve been qualified.’ A litigator by training, Foggin’s first move to retail came in 2010 when she joined Dixons to work under general counsel (GC) Helen Grantham (now GC at The Co-operative Group). Foggin now works under Keith Hubber, GC and company secretary at the John Lewis Partnership. As a member of the executive committee, Hubber is accountable for legal and corporate governance at the partnership level, while legal matters relating to the group’s two main operating divisions – John Lewis and Waitrose – are handled by Foggin and Catherine Hasler, head of legal at Waitrose. The matters Foggin deals with range from negotiating contracts with merchandise suppliers and outsourcing providers, to looking at competition law issues and overseeing IP and clearance for the John Lewis Christmas advert. The group’s ownership structure, which gives each of its 88,900 employees a stake in the company, adds an extra layer of complexity to the legal role, though Foggin says it has helped develop her as a lawyer: ‘One thing I have learned here is the ability to explain legal concepts in a non-legal way. That is necessary interacting with our wide partner base, but also an extremely useful skill when communicating with senior business colleagues.’ Foggin’s legal skills have also been developed by the challenging conditions in the UK high street. ‘The volatility of sterling means costs are increasing at a time when pure-play competitors like Amazon are pushing down margins. We need to work hard as a legal team to allow the business flexibility. Long-term agreements may no longer work and we need to look for new types of commercial relationship.’ John Lewis’ recent joint venture with Clipper Logistics, signed in November 2016, offers a good example of how these new relationships may look. The deal, which allows third-party vendors to use John Lewis’ next-day delivery to store service, has already won a number of awards for supply chain innovation. Foggin, who led negotiations on the legal aspects of the joint venture, says it will allow a wider range of retailers to offer click-and-collect services. It will also help John Lewis to make more efficient use of its logistics."
"Since joining British American Tobacco (BAT) in 2012 from Allen & Overy, Craig Harris has advised on all the company’s major acquisitions – and there have been a lot. In January 2017, he was present when BAT signed an agreement to acquire 57.8% of Reynolds American – owner of the Camel, Pall Mall and Kent brands – for $49.4bn. For Harris and the M&A team, the process was intense. ‘Because of the nuances of US takeover law we had to make our offer to the Reynolds board public as soon as we approached them in October 2016. This meant that a small team of insiders had to work incredibly hard to prepare the offer, obtain board approval and be prepared for the external reaction while making sure no information was leaked. To complicate matters, the new Market Abuse Regulation governing the treatment of inside information in the UK came into force at this time. Once we had shaken hands on price, the merger agreement was completed in seven days, which is incredible for a deal of this size. It was a crazy time for all of us but it is certainly one of the most interesting deals I have ever been involved in!’ The deal will see BAT become triple-listed in New York in addition to London and Johannesburg. When it closes in quarter three 2017, it will be by far the largest acquisition in the history of the tobacco industry. Previously, the largest tobacco acquisition had been Reynolds’ 2015 purchase of Lorillard for $24.7bn, a deal BAT helped finance by contributing $4.7bn and which Harris also advised on. It was another complex transaction that combined the second and third largest players in the US market and required strategic divestments to Imperial Brands before antitrust clearance was granted. Harris also has taken the lead advising on several smaller but no less significant acquisitions. In 2015 he acted on BAT’s purchase of Blue Nile Cigarette Company, a Sudan-based acquisition that was complicated by sanctions restrictions, BAT’s $2.7bn tender offer and delisting of Souza Cruz, and the €550m acquisition of Croatian cigarette maker TDR. For over 100 years BAT has been offering more or less the same product – and making some of the highest profit margins in the world – but, like many companies in the sector, it is now paying attention to potential disrupters. As a result, less traditional acquisitions are becoming an important part of Harris’ role. In 2012 he was the lead lawyer on BAT’s acquisition of UK electronic cigarette company CN Creative, which went on to produce the first e-cigarette to obtain Medicines and Healthcare Products Regulatory Authority (MHRA) approval. In 2015 Harris advised on the purchase of Chic, the largest e-cigarette company in Poland, and in 2016 helped BAT acquire Ten Motives, the leading e-cigarette company in the UK. He also worked on BAT’s collaboration agreement with Reynolds, cross-licensing the two companies’ IP rights for next generation vapour products. These changes to the industry have introduced fresh challenges for Harris. ‘Dealing with start-ups can be difficult for an M&A lawyer. Forecasted profit expectations are incredibly difficult and as with any new tech, you have to ask if you’re buying a MiniDisc when the iPod might be around the corner. For BAT IP work has become much more complicated as alongside our trade marks the importance of our patent portfolio has significantly increased. It has moved me out of my comfort zone.’"
"The attractive side of Alex Herrity’s role sees him negotiating sponsorship agreements with European football clubs, players and Olympic athletes. It is not difficult to see why training in-house at adidas appealed to him. ‘A lot of young lawyers determine their practice area and firm by thinking about the types of clients they want to work for,’ says Herrity. ‘I knew I wanted to work for adidas, so I cut out the middleman.’ In turn, he has shown the benefits of training young lawyers in-house. In recent years the adidas North Europe legal and compliance team has had a focus on new technology, but Herrity, still in his 20s, has brought an inventive ethos to the team. ‘Laborious drafting has long been a rite of passage for young lawyers,’ he says, ‘but much of the work we do from a first-draft perspective could be automated. When we looked at automation externally, the timescales quoted by IT service providers were not cost-efficient. We thought there was an opportunity to tackle this internally so I offered to look into how we could make it work.’ Relying on a combination of books, web forums and the occasional YouTube video, Herrity taught himself to write computer code in his spare time. The resulting code takes data held by the finance and sales teams to generate over 4,000 trade investment packages, each individually amended to the requirements of a particular customer, in just 20 minutes. Herrity is now working to widen the scope of the project to cover more jurisdictions and languages. He is also exploring how more complex contracts and documents might be automated in areas such as sports marketing and human resources. ‘Knowing the code you’ve written has automatically generated documents that deal with significant financial investments for the business is obviously hugely rewarding for a commercial lawyer,’ says Herrity. Herrity’s curiosity about legal processes and his willingness to push new ideas caught the attention of nominators. In the words of one external counsel, he combines ‘everything you expect from a high-performing in-house lawyer – technical expertise, commercial experience, strong business relationships, international outlook and a great work ethic – with a number of “new world” skills that mark him out as someone who will thrive in a digital future’. This has not gone unnoticed by Herrity’s boss. ‘Alex is a key member of the adidas global legal and compliance team and thoroughly deserves his place in the Powerlist 2017,’ says Pinder Sandhu, adidas’ regional general counsel for Western Europe. ‘Excellent legal and commercial acumen is supplemented by non-traditional legal skills and a desire to innovate. He brings a different dimension to the team.’ "
"A lesson to young lawyers: acting on impulse can take you to unexpected places. In the early 2000s US-qualified Randall Ingber was on the partner track at New York practice Coudert Brothers. Most ambitious young lawyers are desperate to work in New York, but Ingber was planning to get married and made the unusual request for transfer to the firm’s Sydney office. He retrained and qualified in New South Wales, which paid off when he moved in-house as Diageo’s regional counsel for Australia in 2004. In 2008, Ingber was appointed regional counsel for South-East Asia and India. ‘Moving from a single, sophisticated legal regime like Australia to a region where I had to support a range of markets in all stages of development improved me as a lawyer, but it also gave me insight into the way a huge part of the world operates,’ says Ingber. ‘Many multinationals are looking to emerging markets for growth and that front-line experience helped prepare me for my role at headquarters in 2011. Experiencing fast-moving, emerging markets first hand is certainly something I advise younger in-house lawyers to do wherever possible.’ Ingber now handles all of Diageo’s significant global disputes and manages a team at its head office in the UK. Since July 2016 he has served as general counsel for Africa responsible for a team of lawyers based in Diageo’s various African markets. Says Ingber: ‘One day I can be looking at legal issues in Tanzania, the next focusing on board issues in India or class-action lawsuits globally. But the most rewarding aspect of it is undoubtedly helping junior members of our team develop their careers.’ In this environment, Ingber observes: ‘Being a good in-house lawyer is no longer only about being good at finding legal answers. The number one thing I look for when I’m hiring is EQ and the ability to build meaningful relationships, built on trust.’ Nominators emphasised that Ingber has these qualities. One partner at Addleshaw Goddard describes Ingber as ‘an incredible lawyer who has been in the thick of some of Diageo’s most significant matters’. Simon Nicholls of Slaughter and May, who worked with Ingber on Diageo’s integration of United Spirits in India, calls Ingber ‘one of the best lawyers I have worked with. An incredibly intelligent guy handling hugely complex matters at a large plc at a relatively young age.’"
"Anna Lawrence is legal director of Kingfisher’s offer and supply chain business unit. Formed in 2015, the business brings together the buying teams for a large portfolio of home improvement brands, including B&Q and Screwfix in the UK and Brico Dépôt and Castorama in France, with Lawrence now overseeing everything from managing relationships with suppliers to monitoring IP on thousands of product lines globally. ‘When you think of IP you tend not to think of toilet seats,’ says Lawrence, ‘but securing ownership of brands and monitoring potential infringement is a huge part of our operations. We have a diverse product range, including our own brands and those of others, sourced across a global supply chain. That creates an interesting dynamic in terms of IP ownership and competition law.’ The implications of the UK Modern Slavery Act and other reporting requirements on global supply chains have also led to a big change in her role. ‘Most retailers source from a wide range of jurisdictions, many of which are notoriously difficult to monitor. Scrutinising the upstream supply chain to make sure we are robust as a business is an increasingly important part of my job.’ Lawrence spent two years at Kingfisher’s buying office in Hong Kong and says the experience of working with suppliers in China was invaluable in understanding how the company’s supply chains operate. ‘In-house lawyers focus on the risks and challenges facing their own business, but visiting suppliers’ factories helps you see the challenges they face. That gives some tangibility to an otherwise abstract debate and helps both sides work together combating supply chain risks.’ As a self-described ‘supply chain geek’, Lawrence works hard to instil this engagement in detail in her team: ‘We are the pivot between a large number of functions, from commercial to supply chain to quality design and marketing. I am always keen to make sure my team appreciates how interesting their job is! At the same time, I emphasise that a strong in-house lawyer understands their audience’s level of interest and interacts accordingly. Business just wants to know if they can do something; they don’t want to see all your workings.’ Lawrence began her career as a trainee in the finance practice at Allen & Overy in 2003. After qualifying into a collateralised debt obligation sub-team she decided to look in-house. ‘Having Magic Circle training was fantastic, but I could see the future was very niche and knew it wasn’t for me. I knew I would prefer working in commerce and industry and never regretted it.’ Lawrence took a number of in-house roles, working as legal counsel at Rolls-Royce, Johnson Matthey and Premier Foods before joining Kingfisher in 2012. Former Kingfisher GC Clare Wardle identifies Lawrence as ‘a strong leader within the company’ who is ‘incredibly respected’."
"Legal work and farming is an unusual professional combination, but in the rare moments when he is not occupied by corporate and commercial matters at UK multinational agribusiness Tate & Lyle, Ben Woolf finds time to help manage the family farm. Woolf had originally planned to be an agriculture lawyer, but following his training at a specialist agricultural practice in Ipswich he realised transactional work might be for him. He joined Suffolk-based law firm Birketts before moving in-house at Tate & Lyle in 2007. Since then, Tate & Lyle has moved from predominately a commodity company to focus more on speciality food and ingredients, a transformation Woolf helped to bring about by acting on a number of its most important deals, including the 2010 sale of a core sugar refining business to ASR Group. In 2015 he oversaw the restructuring of Tate & Lyle’s joint venture with Chicago-based ADM. The agreement saw the UK company securing full ownership of a speciality food processing plant in Slovakia, along with €240m in cash, while relinquishing control of three plants. Last year, an even thornier problem arising from a joint venture in China led to Woolf working on a fairly extensive litigation and Hong Kong arbitration. Like many in the sector, Woolf has also been occupied by an increased focus on ethics and compliance. ‘Dealing with the risks in a way that catches the interest of our colleagues is the big question lawyers now face, and it is an even bigger challenge for a company that operates through joint ventures and sometimes quite small operations in places very far from headquarters. You can develop a great programme in London, but that’s not necessarily where your risk lies.’"
Rising stars: Technology, media and telecoms
"Former Herbert Smith senior associate Graeme Baldwin joined Pearson in 2012 as the company’s first corporate finance counsel. The meat of Baldwin’s role now sees him supporting Pearson’s chief financial officer Coram Williams, with his team acting on the group’s M&A and minority investments around the world, in addition to advising on general corporate and listed company issues and working with many of the group’s head office teams, including treasury, tax, financial reporting and investor relations. Shortly after joining, Baldwin cut his teeth on the combination of Pearson’s trade book publishing division, Penguin Group, with Bertelsmann-owned Random House to form the world’s largest trade publisher, Penguin Random House (PRH). While the combination now accounts for a quarter of book sales globally – Pearson has announced its intention to exit PRH and Baldwin is once again working at the deep end. Pearson’s decision to withdraw marks the culmination of a strategy begun under former chief executive Marjorie Scardino, reshaping it from a media portfolio company to an education content and services provider. This change in focus led to the disposal of the Financial Times in 2015, a deal Baldwin was closely involved in. The ultimate buyer, Japanese media group Nikkei, entered proceedings at a relatively late stage in a process that went down to the wire. These deals have also brought Baldwin into the complex world of pension law. ‘De-risking pension liabilities is incredibly important for any large organisation,’ says Baldwin. ‘It is a hugely specialist area of work that has certainly given me a real affinity with Pearson’s emphasis on lifelong learning! Ultimately, that is what makes working in-house so refreshing. It gives you the flexibility to shape your role in a way that really benefits the company.’ As part of Pearson’s drive to manage exposure to global risks, Baldwin has developed an antitrust centre of expertise within his team, hiring former Michelin Group head of antitrust Johanne Peyre and embarking on a training campaign for the company’s 35,000 staff. He also sits on general counsel Bjarne Tellmann’s five-person operating committee, which meets weekly to discuss the strategic direction of legal function. It is not difficult to see why one nominator says Baldwin is ‘widely regarded as the GC of tomorrow’ by those he works with. As a result of Pearson’s changing focus, there are a number of strategic issues to keep Baldwin and his colleagues occupied. ‘The education sector, much like trade publishing, is going through huge disruption,’ he says. ‘The move from physical to digital products and services represents a major change to the type of issues we face as lawyers. Data privacy is critical for any digital business, and in the education sector there is a big trend toward collecting data to measure how effective products are for our learners. Data is also an increasing issue from a competition perspective. We are having to be flexible as a function and are enjoying the challenge.’"
"Justin Bass looks after marketing, consumer regulatory and intellectual property for Three and leads a team of six direct reports, and a wider team of over 60 people at the telecommunications giant, which he joined in 2003. Bass, who was previously at Wiggin, is described by the head of Bond Dickinson’s retail and consumer sector team Gavin Matthews as a ‘mercurial figure’. ‘He knows how the business works overall, which is impressive, because it’s a private company with a complex structure to it. He’s good at not getting bogged down with things and keeping an eye out for the broader significance of a matter. He’s also got fantastic people skills. Really the type of person you would see as a GC of the future.’ Bass works within a team of 75 lawyers, reporting to general counsel and director of regulatory affairs Stephen Lerner. The team is responsible for driving legal, regulatory and commercial strategies for the company and is currently overseeing a number of initiatives designed to change restrictive policies in the UK mobile phone market. The legal function has also been acting on Three parent company CK Hutchison’s proposed purchase of Telefónica UK, which was subsequently blocked by the European Commission due to strong concerns that the takeover would have led to less choice and higher prices and would have harmed innovation in the mobile sector. The legal team at Three was also instrumental on the company’s ‘Feel at Home’ initiative, which allows customers to use their UK calls, texts and data allowances in 18 countries at no additional cost. Since its launch two years ago, Three says their customers ‘have saved £1.3bn, thanks in no small part to our excellent lawyers’."
"Julia Boyle joined Telefónica UK in 2007 and within the last decade has held four different roles in the legal team, including a recent promotion to director of legal and head of the customer-facing team following a reorganisation. The role is a long way from Boyle’s first role at Telefónica as general intellectual property (IP) counsel, which she held before moving on to lead the team responsible for sponsorship, marketing and consumer law. Following that came a lateral move to lead the team responsible for sales and service, which included all sales channels, comprising telesales, online, the retail store estate (company-owned and franchise) and indirect distribution through Dixons Carphone and other partners. ‘The work I am doing now is pulling all those roles together,’ says Boyle, who argues that opportunities to move around are crucial in building a CV. ‘Moving people around is something [Telefónica UK general counsel (GC) Ed Smith] really advocates. He is firmly of the view that you end up with a far better overall understanding of the business if you are in different areas.’ Boyle is now responsible for three direct reports: the head of marketing and IP (IP was moved into marketing and consumer following the reorganisation), head of consumer sales channels and head of business sales. Overall, Boyle is responsible for a team of ten lawyers. In the last 18 months, key achievements for Boyle include renegotiating and streamlining commercial arrangements with the franchise partners, managing the trading relationship with Dixons Carphone, renewing the sponsorship agreements with AEG for The O2 and the Rugby Football Union for the England rugby team, and working with Ofcom to introduce and manage tiered pricing in consumer contracts. In addition Boyle is now responsible for all interactions with Telefónica’s 25 million customers in the UK. Smith says of Boyle: ‘She could have made an excellent living from staying as head of IP, but she took a career risk calculated to increase her chances of promotion and becoming a GC. This was to become a commercial lawyer and get involved in the heart of the most important commercial deals, and people, at the centre of our business. She now advises on all our consumer law issues, and tariffs, and she understands the business as well as pretty much anyone. She also helps to run the team and she is a great role model for all the junior lawyers, but particularly the women.’"
"Martin Davidson joined Sky in 2005, initially providing legal and regulatory advice on matters including data protection, commercial contracts and product launches, before being promoted to senior legal adviser of Sky Business and Sky Sports in 2010, and to the role of principal legal adviser for NOW TV and Sky Business in 2014. Currently head counsel for sales and marketing and over-the-top content, Davidson specialises in general commercial, consumer and advertising law. Managing a legal team of ten, he has been instrumental in overseeing all the marketing operations for Sky. Recent achievements include launching the Sky Q product and a broadband testing service for NOW TV. Sky group general counsel (GC) James Conyers describes Davidson as ‘excellent and already operating as a mini GC’, adding: ‘He has the confidence to operate autonomously. He’s a good leader and committed to ensuring the development of the people that report to him. He’s curious and constantly open to learning and improving.’ ‘I’ve always taken an approach to understand the business that I’ve worked with,’ says Davidson of his approach. ‘Working on the NOW TV and Sky Business teams, I got to understand the business inside-out and that has allowed me to tailor my advice. That helps the business. I want to inspire my legal team to follow suit.’ Davidson says he puts ‘a lot of effort into developing his team’ and focuses on building processes to ensure they are not caught up with ‘day-to-day, boring work’, adding: ‘It saves costs on the legal function but also makes life for the lawyers a little more enjoyable – something I try really hard to ensure.’ Davidson was previously an associate at Herbert Smith Freehills where he assisted on corporate M&A and private equity transactions."
"Chris Watson, head of telecoms, media and communications at CMS Cameron McKenna, describes Richard Keenan as ‘skilful, commercial, possessing great people skills and very calm. An excellent person and also open minded and fun to work with’. Keenan joined BT in 2008 as a senior commercial lawyer and went on to serve as head of legal of the major transactions team in 2010, before becoming chief counsel in 2012. He oversees a team of 18 people working on some of BT’s largest and most complex deals as a combination of global services, group legal and M&A. In terms of recent achievements, Keenan points to his work in securing a deal with an international airline group. ‘It was a big win for BT. It was one of our first big successes in the sector in terms of end-to-end communications for one of the big airlines.’ Born in New Zealand, Keenan trained in his home country at Simpson Grierson. A UK hiatus followed, where he achieved his masters in environmental policy at the University of Oxford. His stay became permanent after joining Freshfields Bruckhaus Deringer’s corporate team before moving in-house with BT. Asked what it takes to become established in-house, Keenan says: ‘The ability to distil complex legal questions into easily-digestible content for your business colleagues. There’s no point in being a brilliant lawyer and quoting reams of legalese at people. You can’t dumb it down too much – it’s the fine line between being understood but doing it in a way where you can bring people along with you.’"
"Recently promoted to vice president and counsel, litigation, Alexandra McGurk is described by one TMT partner as ‘a very clever lawyer who manages a diverse range of problems in a commercial manner with a high degree of focus on positive outcomes’. McGurk is based in the London office of the American talent agency William Morris Endeavor Entertainment (WME), which was formed in April 2009 following the merger of the William Morris Agency and the Endeavor Agency. In 2013 it acquired events and talent management company IMG, along with Silver Lake Partners. WME represents artists across media platforms, including film, music, theatre and publishing. London-based McGurk often needs to work across numerous time-zones and handle conflicting demands across Los Angeles and New York while also managing the European issues. Another partner describes her as carrying out this role while also ‘maintaining a calm and unflappable demeanour which encourages great confidence in that highly demanding client base’. Before she moved in-house in 2011, McGurk was a solicitor at TMT firm Harbottle & Lewis. Following a stint at talent agency Avalon Entertainment she spent more than three years at Hearst, one of the world’s largest publishing houses. She joined WME in October 2015 and is the company’s only litigator outside the US. McGurk oversees litigation and dispute resolution across EMEA for WME and IMG, reporting to New York-based global head of litigation Riche McKnight. McGurk comments on her role: ‘In terms of time zones, I do a lot of work in Asia – IMG has a new joint venture in Shanghai. Those calls start early in the morning and then I go through to deal with Europe and the UK and then obviously reporting in and catching up with the US until quite late West Coast time. Most people in the legal team here work for IMG or WME – not exclusively but that is often the case. We do have lawyers in every jurisdiction but no other litigators so that is why my role is broad geographically.’ There are around 25 lawyers working for both WME and IMG in London, and McGurk relies on preferred advisers, including Mishcon de Reya, Herbert Smith Freehills, Harbottle & Lewis and Taylor Wessing for help on matters including European-based disputes, reputation management and IP and litigation."
"Described by EE general counsel (GC) James Blendis as ‘an inspirational leader [and] a future GC’, Matthew Redding has acted on some of the most important recent deals in the UK telecoms sector. In 2007 Redding helped T-Mobile set up Mobile Broadband Network, a pioneering UK network-sharing joint venture where he now sits as a board director. In 2010 he was involved in T-Mobile’s merger with Orange to form EE before helping it launch 4G in the UK in 2012 (completing Europe’s fastest 4G launch). He is now involved in the early stages of 5G mobile service development. Recently, Redding has taken a more prominent role in EE’s ongoing shake-up. In 2015 he led the legal work and formed part of the leadership team for the EE bid for the emergency services communications network, the government’s billion-pound project to build a 4G network connecting the UK's police, ambulance and fire services, while in 2016 he was heavily involved in EE’s £12.5bn sale to BT. This resulted in EE being retained as a wholly-owned subsidiary of BT, operating under its own brand and largely maintaining its legacy legal team. A frequent speaker at communications events, Redding has helped shape the sector in other ways too. He recently took a leading role in an industry-wide refresh of regulatory controls around the electronic communications code and was instrumental in pushing for the addition of land access reforms to the digital economy bill (currently under review), making it easier for telecoms providers to build masts and improve mobile signal coverage and which will help enable next generation mobile technology. As director of corporate and business legal affairs, Redding manages a team of up to 20 lawyers covering EE’s network infrastructure, corporate finance, M&A and business-to-business customer contracts, and data privacy work. He is also is involved in EE’s, and now BT’s, panel reviews and controls a sizeable budget of around £1m within his own team."
"Sarah Rosser became UK head of the Enterprise legal team in January 2015, having previously spent nearly six years based in the US as head of the legal team for the Americas Enterprise. She has since spearheaded what Vodafone UK’s head of legal Sarah Spooner describes as ‘an ambitious change programme’ designed to increase efficiency and ‘instil a culture of continuous improvement across her team to create a cutting-edge in-house legal division’. The programme saw Rosser introduce a new system of reporting for all lawyers and contract managers, implement a new process and guide to manage high-risk terms in customer contracts, and annual objectives for each team. Such changes often meet with resistance, but, says Spooner, Rosser’s ‘inclusive leadership style, accompanied by some tough decisions on key appointments of her management team’, helped to build momentum. Technology has also played a part in this shake-up. Rosser’s introduction of e-signatures into Vodafone’s Enterprise division led to half of all contracts being signed electronically, reducing signature times by over 70% and, in a four-month period, shaving 10% of the time taken for Vodafone to pass from instruction to close with its largest multinational customers. Rosser also teamed up with Riverview Law to introduce a contract lifecycle management solution that generates and manages contracts for the global and UK Enterprise customer base. As a result of these initiatives, the UK Enterprise legal team has been recognised by Vodafone’s wider Enterprise Transformation Board for driving change in the FTSE 100 company, with head of enterprise process transformation Andy May calling the legal team ‘a key part of [Vodafone’s] broader sales and commercial transformation plan’."