What are the most significant cases or transactions that your legal team has recently been involved in?

PRefChem is made of two joint ventures formed from the strategic alliance of two of the world’s largest and most successful national oil companies: Petronas and Saudi Aramco. The major project last year involved finalising the commissioning of its 14 packages. The legal department reviewed, provided legal advice, and negotiated with 14 EPC Contractors.

The legal department worked very closely with the manufacturing department to provide a thorough analysis of the results of the performance test-run and confirm the satisfaction of all conditions required to issue provisional acceptance certificates without delaying the commercial operation date. We are also working on satisfying the creditors reliability tests to reach the project completion date, from which the project will support its own financing.

To improve PRefChem’s the compliance function has been centralised under legal. We have therefore worked with various departments to gather different policies before reviewing them and establishing guidelines and processes. The Code of Business Ethics has been reviewed and updated, and we have also trained 2000 employees. As such, we have managed to significantly reinforce the corporate culture and risk awareness among the employees.

How do you see the general counsel role evolving in Malaysia over the next five-ten years?

At a time of diminished public trust in companies and increased scrutiny from regulators a robust in-house function, represented at the table of the decisions makers by a general counsel, sends an important signal to all stakeholders that legal and ethical compliance matters.

General counsel continue to evolve as business partners and trusted advisors, and the position will increasingly report to the CEO. Yet, when it comes to forming an executive committee, how seriously is the general counsel viewed as a potential candidate? Lawyers, while admired for their intellect unlikely to be chosen to form the executive committee, as opposed to accountants or engineers.

General counsel constantly have to debunk the belief that lawyers are blockers if they wish to add genuine value to their organisation. Malaysia is no exception; it remains a place where the traditional view of the general counsel as an advisor is very strong.

However, the need for legal expertise has never been this high: the emergence of ESG goes past the traditional corporate governance scope and extends to the environmental and social impact of the company while focusing on their impact on business risk and opportunity. It is a perfect avenue for general counsel to contribute more to their companies should they have a seat at the decision-making table.

At PRefChem, the importance of the general counsel on the management committee has been understood since its formation. The management committee benefits from a legal function that is more aware of business difficulties, which makes them more pragmatic when providing legal advice.

As we enter the next decade, what skills will a corporate legal team need to succeed in the modern in-house industry?

PRefChem has shareholders from different countries, with different business cultures and approaches. Legal counsels are therefore expected to understand such approaches and make sure that their role, analysis, and advice are understood by all – this requires a very high level of adaptability and resilience.

The department has to provide advice on very diverse topics such as contract law, corporate law, project finance, insurance, tax, and disputes (including arbitration). As a result, it is important to be agile – not one-task centred and anticipate the implication of such task on the other legal aspects of the project.

A day of business interruption comes with significant costs. Knowing that every major decision needs to be approved by our shareholders and lenders, which is sometimes very lengthy, we must anticipate and make sure that relevant authorisations will be granted on time.