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Corporate governance in London

Allen & Overy LLP

Allen & Overy LLP leverages its global corporate practice, advising a growing number of FTSE 250 and FTSE 100 companies on governance and broader strategic issues. The firm combines a dedicated AGM and annual reporting practice with strong activist shareholder and ESG capabilities, alongside representing clients in contentious litigation relating to board-level disputes. The firm also provides strategic advice on issues such as board effective reviews, in collaboration with A&O Consulting. The team is jointly led by global corporate head Richard Cranfield, a trusted adviser to a number of listed companies and financial institutions; Richard Browne, who specialises in transactional work, including hostile takeovers; and Paul McCarthy, who heads up the incentives and executive remuneration practice. Matthew Townsend leads on ESG mandates, advising clients on the emerging regulatory landscape and compliance issues, while counsels Victoria Rankmore and Kate Astley play a key role in the firm's AGM and annual reporting offering.

Practice head(s):

Richard Cranfield; Richard Browne; Paul McCarthy

Other key lawyers:

Matthew Townsend; Victoria Rankmore; Kate Astley; David Broadley

Testimonials

David Broadley handles challenging board level issues with humour and patience whilst providing calm reassurance to occasionally nervous Directors. A welcome voice of reason, he is pragmatic and clear.

Kate Astley and Victoria Rankmore offer a very personal and friendly service. They have a deep knowledge of corporate governance issues and can be trusted to give pragmatic and timely advice. It is a pleasure to work with them.

A&O’s Corporate Governance practice is consistently impressive in balancing leading edge legal advice with unswerving pragmatism. The advice and reviews of public disclosures received in the unusual circumstances created by the Covid-19 pandemic have been extraordinarily helpful.

The team combines in-depth experience of M&A and corporate/governance transactions generally with a specialist knowledge of the financial services sector and building societies law specifically at a level which sets it apart from competitor firms. They are also able to combine and apply their knowledge with an approach that is unfailingly commercial in outlook which is particularly valuable where seeking advice on matters of strategic importance to the organisation.

Kate and Victoria were extremely helpful and efficient in assisting with advice relating to our Notice of Meeting/AGM/Annual Report. Their responsiveness is impressive given the amount of Notices/Annual Reports they are no doubt advising on simultaneously.

Well-organised as a team, work carried out at appropriate levels of experience and all staff approachable and helpful.

Key clients

Aviva

Direct Line

Great Portland Estates

Sage Group

TUI

Quilter (formerly Old Mutual Wealth)

Man Group

Pennon

SMBC

Apollo

W.L. Gore

Google

Rio Tinto

Pandora

Work highlights

  • Advising 30-35 FTSE listed companies on AGMs, Annual Reports and governance arrangements.
  • Advising various clients on matters involving activist shareholders including Arix Bioscience plc on Acacia Research.
  • Advising various clients on board effectiveness reviews, together with A&O Consulting.

Baker McKenzie

Baker McKenzie combines a dedicated board-level corporate governance practice with strong, agenda-setting work on international governance matters, particularly ESG, advising a number of major NGOs and listed companies, including several FTSE 100 companies. The board advisory team handles the full range of issues, encompassing regulatory, reporting and governance requirements, remuneration issues, and compliance work. The 'diligent' team is led by Beatriz Pessoa de Araujo, who has extensive experience in board issues, and plays a leading role in the firm's international governance efforts. 'Standout' Helen Bradley, who heads up the firm's public company advisory practice, is particularly active in advising financial services clients on complex governance issues; and the 'technically strong' Jo Hewitt, who takes the lead on private company advisory work, advises on corporate governance reporting, stakeholder engagement, and board composition, as well as subsidiary governance.

Practice head(s):

Beatriz Pessoa de Araujo; Helen Bradley; Jo Hewitt

Testimonials

Good industry and technical knowledge. Very collaborative and proactive in client alerts on new issues.

Jo Hewitt is very reactive, technically strong, commercial, balanced and approachable.

Good mix of a broad perspective and deep dive specialist capabilities to provide pragmatic guidance to corporates.

Helen Bradley is the standout partner for me and someone whose perspective I really value.

They have consistent faces working with us, who know us well and similarly we know their individual strengths. Strong corporate governance knowledge, they take care to supervise and train up their junior associates as well (which leads to a broader team who can assist). Also good and regular know-how emails.

The partners we deal with are always professional, diligent and experts in their field.

Key clients

Arm

Accenture

BP plc

Jones Lang LaSalle Inc

Natura Group – The Body Shop

Colt

Bank of China

McDonalds

L’Oreal (UK) Limited

Westinghouse Electric Company

TBC Bank Group PLC

Willis Towers Watson

Intel

Google

IPG PLC

Rotork PLC

Spirax Sarco Engineering PLC

RAK Petroleum PLC

GHG PLC

Georgia Capital Plc

Bank of Georgia Plc

Photo-Me International Plc

Zebra Technologies Inc

Merchant Navy Officers Pension Fund

Work highlights

  • Advising Georgia Capital plc on a range of complex corporate governance matters.
  • Advising Bank of Georgia Group PLC on a range of complex corporate governance matters.
  • Advising IP Group on a range of corporate governance matters.

Clifford Chance LLP

Clifford Chance LLP advises a considerable number of FTSE 100 corporates alongside major financial institutions on routine governance considerations such as annual reporting and AGMs, board-level and shareholder issues, and ESG considerations, which is a growing area of expertise. Also of note are the firm's contentious capabilities, led by co-head Luke Tolaini, including shareholder disputes, internal investigations, and crisis management work. The other leaders of the practice are David Pudge, who is a regular adviser to listed clients on high-level and sensitive board issues, including succession planning work, board effectiveness, and disclosure standards; and Daud Khan, who is focused on transactional and governance matters, with a leading role in the firm's international ESG practice. Steven Fox is a vastly experienced figure with a strong record in international board-level advice, while senior associate Alanna Hunter has played a key role in advising high-profile companies on conducting AGMs and meeting reporting obligations during Covid-19 lockdown conditions.

Practice head(s):

David Pudge; Daud Khan; Luke Tolaini

Other key lawyers:

Steven Fox; Alanna Hunter; Chris Yates; Rae Lindsay; Anna Kirkpatrick

Testimonials

I am able to rely 100% on this practice to deliver commercial legal advice of the highest quality on a timely basis.

David Pudge, our client partner, is outstanding. He has an excellent knowledge of our business and he has continued throughout the pandemic to be incredibly responsive to requests for help, delivering first-rate practical commercial advice, which is respected by our entire senior management team.

Very clear, practical advice.

Rae Lindsay is robust and Anna Kirkpatrick produces clear analysis. The team has an uncommon grasp of the rules and regulations of international organisations and how they can be contrasted with and informed by litigation and regulation trends, and equivalent frameworks in private companies.

Chris Yates has always been available to offer invaluable strategic advice which has been appropriately nuanced, measured, appropriate and highly effective.

Key clients

HSBC

Glencore

Informa

Serco

easyJet

Legal & General

Provident Financial

Pharos Energy

ITV

Meggitt

Virgin Money

Jupiter Fund Management

Devro

French Connection

Halfords

Work highlights

  • Advised easyJet on its commitment to be the first international airline to offset carbon emissions from fuel used on all of its domestic and international flights from November 2019.
  • Advised THG plc (formerly the Hut Group Limited) on its headline making IPO onto the standard listing segment of the UKLA’s Official List and the LSE’s main market in September 2020.
  • Advised both the Centre for Sport and IGF on its governance structure and operations.

Herbert Smith Freehills LLP

Herbert Smith Freehills LLP advises a wide range of FTSE-listed companies on annual reporting, regulatory compliance, AGM, and board-level corporate governance issues, working with clients on a continuous basis on routine and contentious issues. Other recent areas of focus for the firm include ESG work, particularly sustainability issues. and internal investigations relating to fraud and white-collar crime. The team is led by Ben Ward and Gareth Sykes, who was recently promoted to practice co-head in recognition of his strong focus on governance issues. Former senior partner James Palmer has resumed his active board advisory practice, acting as a trusted adviser to blue-chip executive clients.

Practice head(s):

Gareth Sykes; Ben Ward

Other key lawyers:

James Palmer; Bob Moore

Testimonials

Very practical advice and good experience from working for a range of large listed companies.

Gareth Sykes is always very responsive and provides great, timely and practical advice.

Great strength and depth in numbers. Good responsiveness. Understand the drivers of the business.

We view the HSF corporate governance advisory team to be one of, if not the leading legal team advising in this specialist area of practice in the UK. The team are highly knowledgeable and provide robust and practical advice, often in quick turnaround times.

Gareth Sykes consistently provides excellent, incisive, practical and well rounded corporate governance support and advice. A real help in navigating the constantly evolving corporate governance landscape.

The team we engage with at HSF are solution oriented and pragmatic. They understand the environment we work in and the complexities (including cultural) of working for a multi-jurisdictional business.

Gareth Sykes and Bob Moore are both exceptional technical experts and add further value through their extensive practical knowledge.

Key clients

Associated British Foods

BAE

Berkeley Group

British American Tobacco

Johnson Matthey

Lloyds Banking Group

National Grid

Pearson

Renishaw

Sainsburys

Severn Trent

Airtel Africa

Elementis

Ferrexpo

G4S

Genus

Hammerson

Hiscox

Inchcape

Man Group

Moneysupermarket.com

PageGroup

PZ Cussons

Stagecoach Group

The Unite Group

The Weir Group

WH Smith

Wincanton

Abcam

Clipper Logistics

Gulf Keystone Petroleum

Kin + Carta (formerly St Ives plc)

River & Mercantile

South32

Work highlights

  • Advising a large number of listed companies (FTSE 100, FTSE 250, FTSE Small Cap and AIM) on a range of corporate governance issues including corporate reporting requirements, annual general meetings, continuing obligations under the listing regime and day-to-day corporate governance issues.
  • Advised Big Issue Invest on a review of its corporate governance arrangement, seeking to ensure that it remains appropriate and fit for purpose as the organisation develops.
  • Advising a FTSE 250 company on an internal investigation following a profit warning and a preliminary regulatory inquiry.

Linklaters LLP

Linklaters LLP works with a number of major UK-listed and international companies, specialising in governance and compliance models, board advice, crisis management issues, and reporting work. Particular areas of focus include ESG, particularly sustainability issues, human rights matters, data protection work, and broad regulatory compliance issues, including complex internal models. The team is overseen by Vanessa Havard-Williams, a leading practitioner within the fields of risk management, resilience, and sustainability, and also includes Rachel Barrett, who is ‘knowledgeable in all ESG matters’. Global employment and incentives head Alexandra Beidas is active in providing board-level advice to executive and non-executive directors, and disputes-focused Tom Cassels specialises in crisis and reputation management work. Managing associate Aileen Buchanan is a key figure within the sustainability practice, handling health and safety and environmental liability issues within transactions, and wider crisis management work. Tom Shropshire recently left the firm to an in-house role.

Practice head(s):

Vanessa Havard-Williams

Other key lawyers:

Rachel Barrett; Alexandra Beidas; Tom Cassels; Aileen Buchanan

Testimonials

‘Linklaters has a strong ESG team, which is difficult to find as it is such a new area of law. The firm’s global footprint means they are well placed to assist multinational corporates to comply with ethical governance legislation in different jurisdictions.’

‘Rachel Barrett is approachable and knowledgeable in all ESG matters, and gives proportionate and commercial advice.’

‘Great people to work with, innovative, proactive in letting me know developments in this fast changing area. Seriously good judgement which I rely on.’

Key clients

BHP

Reckitt Benckiser

Mondi

Macquarie

Ola

Work highlights

  • Advising Reckitt Group on the development and implementation of a number of corporate compliance policies across the group.
  • Assisting Mondi with its understanding and knowledge of the recent developments in the environmental, social and governance (‘ESG’) space on an ongoing basis including board level advice and presentations to the Board Sustainable Development Sub-Committee.

Travers Smith LLP

Travers Smith LLP works with a number of UK listed and international companies, advising on standard reporting obligations and more specialised issues, including corporate governance reviews, internal investigations, contentious issues including litigation, and ESG concerns. The firm bolstered its offering with the arrival of Simon Witney as a special counsel in late 2020, specialising in advising private companies and private equity asset managers on governance issues. Practice head Doug Bryden remains active on behalf of listed companies and private equity houses, handling routine governance issues and risk management mandates, covering human rights, sustainability, and transparency issues. Neal Watson heads up the listed companies practice, and is particularly active within the ESG space.

Practice head(s):

Doug Bryden

Other key lawyers:

Simon Witney; Neal Watson

Testimonials

Doug Bryden is across all issues. He has deep technical expertise and market knowledge. He also sees the world from his clients’ perspective, capable of sifting through the immaterial.

Always available and providing pragmatic advice. We have worked with them for a number of years now and are very satisfied with the service.

Approachable, always contactable and excellent response times. They know our business very well and provide easy to implement advice.

Key clients

Micro Focus International plc

Advent Ltd

Nomura

SSP Group plc

Hostelworld Group plc

Noble Corporation plc

Camellia plc

S4 Capital plc

Brewin Dolphin Holdings plc

Porvair plc

Smithson Investment Trust plc

Safestore Holdings plc

Mears Group Plc

McColl’s Retail Group PLC

Breedon Group plc

Shepherd Neame Limited

Pets at Home Group plc

Work highlights

  • Advising Micro Focus on a root-and-branch review of the company’s policies and procedures on corporate governance, anti-bribery and corruption, expenses, sanctions and export controls, human rights, tax evasion, AML, conflict of interests, confidential information, human rights and sustainability concerns.
  • Advising multiple publicly quoted clients, such as SSP Group plc, Hostelworld Group plc, Safestore Holdings plc and S4 Capital plc, on governance and disclosure issues, including advising on annual reports and notices of annual general meetings, UK Corporate Governance Code disclosures and Section 172 statements, stakeholder engagement issues and remuneration policies/reports.
  • Representing a  multinational agribusiness in two novel parental company claims in the English courts relating to allegations of wrong-doing by overseas subsidiaries and associate companies.

Addleshaw Goddard

Addleshaw Goddard recently expanded its corporate governance offering, picking up several new mandates relating to ESG considerations alongside its strong annual reporting capabilities. The team is now led by  Jaya Gupta, who arrived from Allen & Overy LLP in early 2021, replacing the departing Will Chalk, who joined Ashurst. Gupta brings extensive experience in the governance elements of cross-border transactions, alongside sensitive issues including shareholder activism work, executive departures, and regulatory compliance issues. Ben Koehne is another key member of the team, and specialises in work with building societies and other financial services clients. Managing associate Richard Preston is exclusively focused on governance work, and is a long-term adviser to a number of FTSE 100 and 250 companies.

Practice head(s):

Jaya Gupta; Ben Koehne

Other key lawyers:

Richard Preston

Testimonials

‘Knowledge of narrative reporting requirements is a particular strength. A tried and tested source of advice in relation to corporate governance and disclosures in annual reports. Briefings are clearly set out and communicated.’

‘Richard Preston is extremely thorough with tremendous attention to detail. He has extensive knowledge of the requirements on narrative reporting and corporate governance disclosures in annual reports. I have not come across any other lawyer with this level of expertise in this area.’

‘A very good blend of large corporate skills and knowledge with a more personal service and relationships. The practice has real edge and offer really innovative and pragmatic legal advice on a range of corporate areas.’

‘We have worked with Ben Koehne for the last 8 years since he joined Addleshaw Goddard. We see him as our in house Counsel. He is pragmatic, responsive and provides great reassurance to our Board that we are well represented legally.’

‘There is an excellent depth of knowledge in the team, and a breadth of experience across the wider firm which can be drawn on. Partners clearly take an active interest in, and look for opportunities to develop junior members of their teams. The people come across as highly motivated and have an ability to turn matters and advice notes around very quickly.’

‘Ben Koehne, Partner, Corporate: Ben is a pragmatic and solution focused individual who demonstrates excellent collaboration skills to find the best outcome for his clients. He is incredibly personable and a real pleasure to work with.’

Key clients

Entain plc

Carclo

International Personal Finance

Rio Tinto

JD Sports plc

British Land

Morgan Advanced Materials

Rathbone Brothers

Ted Baker

Indivior

PZ Cussons

Gamesys plc

William Hill

Work highlights

  • Advised William Hill on the ongoing operation of its executive and all employee share plans in the UK and overseas.
  • Advised the Building Societies Association on a review and update of the BSA’s Model Rules (the model constitution for building societies, that the vast majority of the UK’s 43 building societies largely follow), to modernise certain aspects of the Model Rules.
  • Advised Entain on very significant changes to its board with a new Chairman appointed, two changes to the CEO, the appointment of a new executive director as its Governance Director and multiple NED departures and appointments.

Dentons

Dentons advises FTSE-listed clients, financial institutions and clients in the public sector on an array of governance issues, including annual reporting and regulatory compliance work, ESG issues, and governance concerns arising from transactions and business strategies. The team is led by Martin Mankabady, who has a strong focus on the insurance sector and handles operational resilience issues and the redrafting of corporate governance codes, alongside Richard Barham, who primarily advises on governance issues relating to transactions and joint ventures, including a number of cross-border matters. Candice Chapman focuses on highly regulated industries, while Celyn Armstrong handles contentious financial services sector work. Senior associate Marija Bračković specialises in financial crime mandates, including drafting frameworks for regulatory compliance.

Practice head(s):

Martin Mankabady; Richard Barham

Other key lawyers:

Candice Chapman; Celyn Armstrong; Marija Bračković

Testimonials

Richard Barham is the main contact for this type of work and I trust him to give me good advice, properly researched and, when needed, pragmatic solutions. He provides clarity in an understandable way, without the legal jargon.’

Highly qualified knowledgeable and personable team across all disciplines with extensive global reach. Clear and concise advice delivered within agreed timescales.

Personable, friendly and engaging, at the same time pro-active and knowledgeable with extensive experience gained from having worked for respective regulators. Collaboration between partners across different complementary disciplines. Difficult and challenging situations are discussed and challenged in an open and supportive way. Written advice is clear, concise and addresses the issues.

Key clients

Wizz Air

North Essex Authorities

WorldFirst

National Bank of Egypt

Norton Rose Fulbright

Norton Rose Fulbright has a diverse corporate governance work base, encompassing board-level advice, annual reporting and regulatory obligations, compliance work, and a strong investigatory practice, handling issues such as SFO investigations and white-collar crime matters. The team is led by David Harris, a specialist in cross-border criminal and regulatory investigations with a strong focus on the banking and financial services sector, alongside Jon Perry, who is an experienced takeover adviser with cross-border expertise in the commodities and mining sectors. Christopher Pearson is recognised as a leading corporate governance practitioner, with notable capabilities in regulatory matters, while Claire O’Donnell advises boards on business ethics and challenging governance considerations.

Practice head(s):

Jon Perry; David Harris

Other key lawyers:

Christopher Pearson; Claire O’Donnell

Testimonials

The team are approachable and talk in a straight forward way I can understand. When they explain complex issues they have a way of expressing the issues which I can analyse and understand quickly. We have needed to work very closely with the NRF team, and they have worked very closely with all of my own team. They have understood our complex corporate history, and they have been very innovative in helping us navigate a complex and changing environment. Billing is transparent and understandable, the team have had all the requisite skills as we needed them.

Chris Pearson is very pragmatic and innovative in his approach.

Key clients

Anglo Pacific

Barrick Gold Corporation

Coca Cola HBC

Crest Nicholson

F&C Investment Trust

Greencoat

HSBC

IMI

Lloyds Banking Group

Petropavlovsk

PPHE plc

Randgold Resources

Terra Firma

Reach

ValueAct

TeliaSonera AB

Civitas Social Housing

Work highlights

  • Advised Reach plc and the Board on innovative arrangements to enable new shares to be issued to shareholders in lieu of a cash dividend.
  • Representing a former senior executive of Petrofac in relation to the SFO’s criminal investigation.
  • Advising clients on business and human rights matters, including compliance with the UK Modern Slavery Act (MSA) and other human rights reporting requirements.

RPC

RPC's corporate governance work extends from board-level advice and annual reporting issues to complex reputation and media management work, with the firm advising a number of high-profile clients. The team has expertise in sensitive diversity and inclusion work (a key issue for recently-promoted partner Kelly Thomson), human rights and modern slavery work, and broader social issues relating to political upheaval and race relations. The team is led by Jeremy Drew, who has notable experience advising corporate clients on conduct, culture and risk management issues; Patrick Brodie, who advises on sensitive culture issues, investigations and resolution programs alongside an active Covid-19 response practice; and Matthew Griffith, who focuses on governance work in the insurance and financial services sectors. Associate Josh Charalambous is noted for his work on sports regulatory issues, while associate Emily McGregor has a broad emerging corporate advisory practice.

Practice head(s):

Jeremy Drew; Patrick Brodie; Matthew Griffith

Other key lawyers:

Kelly Thomson; Josh Charalambous; Emily McGregor

Testimonials

Patrick Brodie is brilliant. A joy to deal with.

Key clients

Fraser Group (previously Sports Direct)

Federal Republic of Nigeria

Dialog Semiconductor Plc

Ceres Power Holdings Plc

Egon Zehnder

ArcelorMittal

Work highlights

  • Representing Frasers Group in highly publicised proceedings against the Financial Reporting Council, successfully resulting in an appeal decision with historic implications for the principle of legal privilege in the UK.
  • Representing the Federal Republic of Nigeria in its claim against JP Morgan, arising out of the bank’s role in the fraudulent and corrupt acquisition of an oil prospecting licence by oil majors Shell and Eni for the sum of $1.3bn.
  • Advised Dialog Semiconductor on its proposed acquisition by Japanese Renesas Electronics Corporation.

Skadden, Arps, Slate, Meagher & Flom (UK) LLP

Skadden, Arps, Slate, Meagher & Flom (UK) LLP strengthened its team with the arrival of Bruce Embley and counsel Louise Batty from Freshfields Bruckhaus Deringer LLP and Allen & Overy LLP respectively in late 2020. Embley has great experience advising companies on the governance and regulatory elements of transactions, while Batty focuses on incentives and remuneration plans. The new arrivals join the team led by George Knighton, who has a strong focus on board-level governance advice relating to transactions and broader issues, working with a variety of listed clients. Scott Hopkins specialises in cross-border M&A issues, including contentious public meetings and disclosure, while Simon Toms advises on transactional issues, alongside a notable focus on ethics advice, including data and AI considerations.

Practice head(s):

George Knighton

Other key lawyers:

Louise Batty; Bruce Embley; Scott Hopkins; Simon Toms; Helena Derbyshire

Testimonials

Skadden has been able to draw upon its expertise in advising leading listed companies in the UK and the US to support us in developing our corporate governance arrangements. This has allowed us to benefit from best practice on both sides of the Atlantic. The Skadden team in London includes specialists in corporate board arrangements, employment terms and incentives arrangements for senior executives. As our business grows and becomes ever more international, their support has been invaluable.

George Knighton continues to lead our relationship. In the past year we have also worked with of counsel Helena Derbyshire on employment matters and counsel Louise Batty on incentive arrangements. We have valued their speed of response, their ability to wear their experience and expertise lightly to deliver practical solutions and their understanding of our organisation.

Key clients

TDR Capital

Sampo plc

RMG Acquisition Corporation II

Finablr Plc

EG Group

Janus Henderson plc

DWF Group plc

Consortium of banks comprising BNP Paribas, BNY Mellon, Citigroup and Goldman Sachs

Phoenix Group Holdings

Nokia Corporation

The Investor Forum

Social Impact Investment Taskforce

MJ Gleeson plc

Arrow Global Group plc

QIWI plc

Borr Drilling Limited

DRD Gold Limited

ASML Holding N.V.

Kenon Holdings Ltd

Work highlights

  • Advising private equity firm TDR Capital on its £6.8bn acquisition of a majority stake in Asda from Walmart.
  • Advised Sampo on the terms of the joint offer with RMI and the governance arrangements for the Hastings business following the completion of a takeover offer.
  • Avised RMG Acquisition Corp II on the corporate governance arrangements in connection with its business combination with ReNew India.