Philip Price
TP ICAP
Team size: 120
Major legal advisers: Allen & Overy, Herbert Smith Freehills, K&L Gates, Linklaters, Mayer Brown, Osborne Clarke, PwC, Sidley Austin, Simmons & Simmons, Squire Patton Boggs, Travers Smith
‘We try and do what we call “brilliant basics”,’ TP ICAP executive director and group general counsel (GC) Philip Price comments. ‘That means best-in-class panel arrangements and using the best technology and management information, which allows us to operate in the way any 21st century in-house team should.’
That approach has seen the FTSE 250 interdealer broker increase headcount across its legal, compliance, risk and corporate secretarial teams by 35% in the year to October 2019, savings of more than £500,000 generated by the establishment of a global centre of excellence for compliance monitoring and surveillance in Belfast, and a reduction in external legal spend of more than £2m in the year following an extensive panel review.
Price had joined TP ICAP’s predecessor Tullett Prebon as group GC and head of compliance in early 2015, after which he was asked to lead on the company’s £1.3bn acquisition of ICAP’s voice broking and information business, which completed in 2017. During that period, he spent time working with and getting to know the company’s board and in September 2018 was appointed to TP ICAP’s board.
‘Many chairmen might unfairly view lawyers as skilled subject matter experts but not capable of managing businesses or bringing anything into a boardroom other than debate, but that’s unfair,’ Price comments. ‘Legal training allows people to absorb vast amounts of granular, complicated information, so I’m a big fan of lawyers on boards.’
‘Legal training allows people to absorb vast amounts of granular, complicated information, so I’m a big fan of lawyers on boards.’
Price has since led on a global transformation programme across his functions in Europe, Asia-Pacific and the Americas, focusing on people, process, technology and information. In conjunction with this, a global chief operating officer for the functions, Mark Turner, was appointed, while former US Commodity Futures Trading Commission head of market oversight Amir Zaidi also joined as global head of compliance.
A big piece of work has involved a full panel review of the company’s EMEA advisers, which is now being rolled out in the US and APAC. The idea was to deepen relationships with fewer firms and has involved negotiated fee and volume-related discounts, legal advice funds based on amount of work given to firms, as well as the implementation of matter management, management information and e-billing technology. Total savings are said to already exceed £2m.
‘We get real visibility in terms of where we’re spending, which means we can also challenge firms,’ says Turner. ‘We had one firm delivering an employment matter in London and the same firm delivering an employment matter in Spain, but the leverage and way that matter was being delivered was completely different. That allowed us to go back to the firm and say, “Why?” We’re challenging them in a positive and constructive way.’
The centre of excellence in Belfast, which houses more than 300 staff, is where part of the compliance function sits to do the initial work on any monitoring issues that arise before further evaluation is undertaken with staff in London. Company-wide, Price also chairs the firm’s approach to culture and conduct.
‘We’re also doing more work around development and providing the appropriate training,’ he notes. ‘I don’t think anyone necessarily wants a firm run by lawyers in terms of management, but equally, promoting lawyers with the right sort of skills to move into business is something we’ll positively encourage this year.’
BBC Studios
Team size: 220
Major legal advisers: CMS Cameron McKenna Nabarro Olswang, Fieldfisher, Reed Smith, Sheridans, Wiggin
Establishing a legal training academy within BBC Studios, as well as apprenticeship schemes, has earned its GC Martyn Freeman recognition as an innovator during his 17 years at the legal helm of the BBC’s commercial arm. BBC Studios is an organisation that Freeman knows well. Before becoming GC, he was a director of business and legal affairs there for eight years.
What started out as an informal arrangement has turned into a well-regarded training programme. Formal training workshops in contract law, intellectual property (IP) and data privacy are also hosted by law firms for legal staff to attend for refreshers. Freeman expects all of his panel firms to provide training and wants at least one session a month for the next year.
A number of staff in the legal team have undertaken their legal training through CILEx, which provides a more flexible route for people to qualify as lawyers while training on the job.
‘The legal academy and providing development is an important part of the value proposition for us, especially if you’re not necessarily able to pay at the top end of the market,’ Freeman comments. ‘We offer a range of work, including corporate and IP. There’s a real opportunity for people to cross-skill and if you have been involved in, say, a big deal or piece of litigation, to get together and share your experience.’
Last year, BBC Studios bought Discovery from UKTV, adding a standalone channels business to its portfolio. Adjusting to change has been a theme over the last 18 months, following BBC Studios’ merger with its own in-house production business in 2018, which added 45 people to Freeman’s legal team.
‘It’s important for lawyers to engage with the business as a partner and make sure they know how to speak the language of the team they work with, including finance. We need to equip people in-house with a broader skillset other than legal skills and so we are re-launching our programmes for non-legal training,’ Freeman comments. ‘The final plank of the legal academy training is a two-day conference once a year. We’ll be gathering as many people as possible, looking at developments in the wider industry, such as social media strategy and industry trends.’
Lucie Grant
Thermo Fisher Scientific
Team size: Four
Major legal adviser: Addleshaw Goddard
‘Thermo Fisher Scientific is one of the biggest and most complicated companies you’ve never heard of,’ says its regional senior corporate counsel, UK and Ireland, Lucie Grant. ‘We buy companies like people buy chewing gum. We either make or sell anything you need to do science within any industry, from the cutting edge down to ibuprofen gel caps.’
Revenue at the US-based life sciences company exceeds $24bn, with more than 70,000 employees globally. Grant’s UK and Ireland legal team of just three lawyers has responsibility for $3.6bn of business, covering up to 29 different companies in the group. She also deals with up to 11,500 distributors, globally.
Operating in that context with such a small legal function – ‘unless you’re stripped to the bone, you’re fat’ – means Grant has placed enormous emphasis on educating the business and implementing a legal automation project. That includes the introduction of a Contract Express-automated tool for the UK businesses, to remove low-value, high-volume workload from her team and enable businesses to conclude non-disclosure agreements, material transfer agreements and other standard documents; embedding the legal team in the training process for the sales teams; and monthly legal Webex training on basic contracting, GDPR and anti-corruption.
‘We buy companies like people buy chewing gum.’
‘Eighteen months ago we went through the same training process as the sales team, so we knew what they were getting taught and what contract basis we could teach them,’ she comments. ‘We view our contractual training from the perspective of, “What’s in it for them?” People can still phone in and get advice on an ad hoc basis, but we now form part of the commercial sales training programme, which means my team speaks the same language as our commercial counterparts.’
Grant says her legal team – who are all female and on flexible working arrangements – also began tracking which matters they were spending the most time on, establishing contracting playbooks for certain aspects of low-value work that were dominating their workload. ‘We’ve drilled down into those things we do most regularly – what’s the value of that? Is it best done somewhere else?’ she says. ‘But we’ve then also thought about how we can assist the business without creating more work for them – here’s how you can make that time to contract easier and less painful, without going back with 30 different amendments.’
KPMG UK legal head of services, Nick Roome, says Grant carries considerable internal clout at Thermo Fisher. She’s a statutory director for more than 120 of the company’s UK and Irish subsidiaries, and a member of the EMEA executive leadership team for the Life Sciences Solutions group and legal leadership team. ‘She’s recognised as having significant skills in creating strong business-partnering relationships with senior stakeholder networks and leadership teams, and acting as a trusted adviser, providing advice and strategic input on pan-EMEA restructuring projects,’ he comments.
Rob Booth
The Crown Estate
Team size: 20
Major legal advisers: Bryan Cave Leighton Paisner, CMS Cameron McKenna Nabarro Olswang, Hogan Lovells
‘Rob Booth has invested extraordinary energy in the past year in helping to change the way that lawyers collaborate to create value,’ Hogan Lovells partner Charles Brasted comments. ‘Built on the value model that he introduced into The Crown Estate’s legal panel, his Bionic Lawyer Project is a model of collaboration, innovation and breaking down boundaries.’
In late 2018, Crown Estate GC Booth, Hogan Lovells’ then global head of legal operations (now head of innovation and digital), Stephen Allen, and Stéphanie Hamon (ex-Barclays, now Norton Rose Fulbright), co-founded what they describe as a ‘do tank rather than a think tank’. The result, the much-talked about Bionic Lawyer Project, has brought together a group of more than 250 people hailing from inside and outside the legal industry, including technology companies, New Law, commentators and academics.
The project aims to devise creative and effective ways to look at the legal industry through a combination of design thinking, behavioural and scientific approaches. That results in a series of documents and resources for institutions to act as a blueprint for doing business in a better way and provide guidance on what good business looks like. ‘We’re trying to use collaboration to unlock the value in the legal industry. We are convinced that there is a huge potential there,’ Booth says. ‘The group has a genuine commitment to people, processes and technology, and is trying to crowdsource and then open-source ways of doing things better.’
‘Rob Booth’s Bionic Lawyer Project is a model of collaboration, innovation and breaking down boundaries.’
The project draws plaudits from across the industry, with Booth and the Bionic Lawyer receiving the equal-highest number of Powerlist nominations. In practice, the project is using 16 ‘sprint teams’ working on different themes to finalise a model for the future, which is then intended to be shared as widely as possible. Topics range from ‘I have valuable customer and market insights at my fingertips’ to ‘I have a voice to challenge the status quo’ and ‘I can map outcomes combining my human judgement with evidence-based analysis’.
Participants come from a variety of organisations that The Crown Estate has worked with and were initially selected through a process Booth refers to as the ‘good egg system’, where people suggest someone who would be willing to give their time and contribute to the project. This enabled Booth and Allen to grow the network fairly quickly. ‘Some people have struggled to fully buy into it, but once people got under the skin of what we’re trying to do, the reception has been very positive,’ adds Booth.
Donny Ching
Shell
Team size: 1,000+
Major legal advisers: Allen & Overy, Baker McKenzie, Clifford Chance, Eversheds Sutherland, Norton Rose Fulbright, Reed Smith
In January, Shell legal director Donny Ching wrote to his legal department dedicating 2020 as ‘the year of data and digital’. His legal function had grown 2-3% in the last year due to demand, but it also started to expand in non-legal counsel roles, such as project management and data analytics. A dedicated digitisation manager for legal was also appointed, Richard Martin, while the group’s global legal operations team grew nearly 40% and its business operations centres in Krakow and Kuala Lumpur were up a quarter to more than 100.
‘When you start looking, you find more and more opportunities, and we’re now able to show that things can be done differently or more efficiently,’ Ching comments. ‘We do around 6,000 NDAs globally every year and that’s spread out across multiple countries and multiple departments, but we’re now centralising that in Krakow and Kuala Lumpur. It means the lawyers are constantly questioning what is possible to improve.’
The focus on digital and data comes four years into Shell’s Future Legal 2 programme, an overhaul of the function’s approach to work focused on five foundational behaviours: safety, ethics and compliance; business partnering; co-ownership; networked performance; and ‘improving the work is the work’.
At the start of that programme, Ching set up a technology work stream to allow groups of his staff to scour the tech world for potential products they could use, but came back disappointed. They are progressing with a roll-out of contract management software, however, and are building apps that will allow both lawyers, and the wider business, to access the enormous amount of knowledge and self-help tools the function has generated. ‘We are now trying to get data analytics and are creating a legal business intelligence unit to help us get access to data and present it in visual form,’ he comments. ‘As opposed to waiting to the end of a quarter, we’ll be able to see issues, get insights and make decisions quicker.’
‘When you start looking, you find more and more opportunities, and we’re now able to show that things can be done differently.’
Such insights include real-time updates on legal spend; which law firms the money is going to; as well as the legal costs of certain departments. Ching also expects to gain insights from Shell’s contracts, looking at which clauses are the most contentious and how the legal team can help the business adapt in response to those risks.
Of Ching’s 1,000-plus staff, about 70% are lawyers. The majority of the budget is spent on in-house resources – now about 60%. Appropriate fee arrangements are used in close to 85% of instructions.
The function has also placed a strong emphasis on cultural change, which Ching says is about changing how lawyers think. More than 300 lawyers have also been through a business-partnering training programme, which is about legal being more explicit in what it expects from its lawyers as risk managers.
Ching is also one of the five main GCs driving the profession-wide UK GC diversity and inclusion challenge, which has attracted close to 100 signatories and was announced in March 2019. ‘We’ve been clear right from the beginning and part of the letter we sent was that we don’t want this just to be lots of words, lots of discussions and then nothing comes out of it,’ he comments. ‘A work stream that I’m sponsoring is championing the framework agreement we need to put in place to drive these initiatives, and the incentives and consequences we should we put in place so we have a consistent approach.’
James Field
QinetiQ
Team size: 17
Major legal advisers: Ashurst, Osborne Clarke
James Field joined defence technology company QinetiQ just over 15 years ago, rising steadily through the ranks before taking on the director legal services role in 2018, leading legal and intellectual property. And, following a tough period post-global financial crisis, the company has set its sights on growth, including generating at least 50% of its business from jurisdictions outside the UK.
As such the firm has been in acquisition mode – most notably completing a $120m deal for US company MTEQ, effectively doubling its size there – while also securing renegotiated terms on a 25-year partnering agreement with the Ministry of Defence, worth £1.3bn until 2028.
But the company’s extended leadership committee, on which Field sits, has also set more than ten corporate initiatives to improve the company’s culture and operations. Field is leading on a company-wide wellbeing initiative to improve physical and mental health. ‘The ambition to revolutionalise the company is huge,’ Field comments. ‘Managing the team through all the change that brings is intensive.’
It has also forced Field to look at how his legal team needs to evolve to fit this new global model, with everyone based in the UK. That may involve expanding headcount into the US, Europe and Australia over the coming years, but in the meantime, he has set four key areas to improve how his team works and delivers legal services. Those are improving global alignment and increasing team profile within the company; developing clear career frameworks and team development plans; rationalising external patent attorney usage; and maximising the value from its external legal panel, through solutions such as reverse secondments, drawing on credit banks and leveraging technology solutions.
‘The ambition to revolutionalise the company is huge. Managing the team through all the change is intensive.’
An early manifestation of this has been the introduction of the company’s first two in-house legal training contracts. The company has on a rolling basis taken 12 graduates into its in-house team over the last seven years and worked closely with panel firm Osborne Clarke to offer the law firm’s incoming trainees the opportunity to gain experience at QinetiQ first. That has now evolved into training contracts, which began this January and was led by QinetiQ head of intellectual property legal services, Claire Wilson. Field envisages the potential of introducing an apprentice scheme in future years but says developing quality training contracts is the focus at this point.
‘We’re at the point where we have a stable foundation for the team and we see lots of benefits for the business and team in running the training contracts we have just kicked off with Osborne Clarke,’ Field says. ‘The nice thing is that across the team we’ve seen the appetite to get involved and there are opportunities for almost everyone to do some work supervision, mentoring and coaching.’
He adds: ‘It’s also a great way of building some career progression and natural succession planning into our team.’
Dan Guildford
The Financial Times
Team size: 19
Major legal advisers: Bristows, Bryan Cave Leighton Paisner, DLA Piper, Morgan, Lewis & Bockius, Pinsent Masons, RPC
It’s been a landmark year for the Financial Times (FT), according to GC Dan Guildford, as the business reached one million subscribers. The growth of subscriptions has led to the setting up of a low-cost hub in Belfast to handle a greater volume of work: ‘The team has been incredibly productive in ensuring that the legal department deals with client contract negotiations rapidly, efficiently and effectively,’ he comments.
The FT legal team supports the business across corporate subscriptions, content licensing and event sponsorship departments, and the team has developed FT template contracts that are used for contract negotiations. Guildford manages the company secretarial and compliance teams across London, Belfast and Manila.
That Belfast presence has slowly been built out over several years, now housing four lawyers. Higher-value contracts were often subject to intense negotiation that required the involvement of an FT lawyer, but Guildford says providing that support from London was becoming increasingly difficult to justify commercially. They researched the Northern Irish market, including firms and some other in-house teams that have established bases there, and concluded it would be more efficient to carry out template-based work from the FT’s subsidiary office in Belfast.
‘None of us wanted a team that was regularly working late into the evening.’
Belfast lawyers spend a week in London when they join to meet their colleagues and get an understanding of the FT’s culture, while a senior FT lawyer regularly visits Belfast to ensure everything is running smoothly and so that it is not made to feel like a satellite office. ‘We realised that we needed to get the buy-in of the business to make this work and so spent time explaining how this would work and the benefits to the business, such as having their own experienced and dedicated lawyers,’ Guildford comments. ‘Even a relatively small in-house department can improve its processes to make the team more effective and efficient. Most importantly, thanks to the hard work and dedication of the entire team, the project is viewed as a success by the FT business.’
Simultaneously, Guildford has been reviewing a wide array of technology options in a bid to increase productivity, allowing the legal team to maintain a quality of life. Some early attempts, such as working offline with privacy screens while commuting, were more about working longer hours still, which was not the point: ‘None of us wanted a team that was regularly working late into the evening.’
As such, Guildford brought in a consultant to help the team shortlist and interview potential tech providers, as well as involving his entire team in the process of testing and interviewing solutions to ensure everybody was engaged.
‘The team is trialing the Avokka contract creation and workflow tool as well as DocJuris, a piece of software which helps to review and redline contracts. We have a long way to go, but as a small in-house team without a dedicated legal ops person, we are pleased with the considerable progress we have made in the space of a few months.’
Vodafone
Team size: 450
Major legal advisers: Hogan Lovells, Linklaters, Norton Rose Fulbright, Osborne Clarke, Slaughter and May, Squire Patton Boggs, Wiggin
The advance of legal technology has dominated headlines for years. GCs, however, are often underwhelmed by what they find, with little substance to back up the often gushing claims of products.
‘There is so much happening now in legal tech that it’s hard to keep up,’ reflects Vodafone GC Rosemary Martin. ‘There are so many of these start-ups now and it’s hard as a buyer to get a good sense of how they compare and contrast with each other. Maybe I’m just really bad at it, but it’s hard moving from the concept to actually using and employing it successfully.’
In 2018, a government-backed initiative was launched to tackle the problem: the LawTech Delivery Panel. Co-sponsored by the Law Society, the panel was devised as an industry-led approach to identifying the barriers and potential for growth of legal tech. The following year, the Ministry of Justice allocated £2m to Tech Nation, a tech entrepreneur network, to deliver on the work of the panel over the next couple of years. Former TransferWise GC Jenifer Swallow was simultaneously tasked with implementing that, while Martin was one of just two GCs appointed to the eight-person panel, alongside Bank of England’s Sonya Branch.
Martin, who also joined artificial intelligence company Luminance’s advisory board in late 2019, is seen by many to be the perfect fit for the initiative, having long challenged how law firms deliver services.
‘She is spearheading the death of the hourly rate and pushing firms to completely change their business model,’ comments Dentons vice chair Richard Macklin. ‘She has been the person who has been the most, not only vocal, but effective, in ensuring that firms start doing something, rather than just talking about it.’
‘Rosemary is very focused on how the work is delivered and making sure it is delivered in a modern and innovative way,’ adds Hogan Lovells partner Ben Higson. ‘She is dynamic both in terms of diversity and inclusion, approach to innovation and the way she works with law firms.’
‘It’s all slightly depressing – people are doing lots of stuff, but the needle is moving slowly,’ Martin comments. ‘It’s such a complicated issue, but certainly people are trying to do the right things and say the right things. Some of them are having an impact, but a lot of them are still not breaking through enough: why not?’
Rupa Patel
Awaze
Team size: 12
Major legal advisers: Eversheds Sutherland, Latham & Watkins, Mills & Reeve
The legal industry has long grappled with a woeful record on diversity and inclusion, and social mobility. Rupa Patel, GC at Europe’s largest managed holiday rentals and resorts business, Awaze, is on a mission to change this.
Patel joined Awaze in mid-2019, having held GC roles at advertising company Exterion Media, customer feedback business TruRating and BPP University. At all of the organisations she has worked at, Patel has recruited and offered training contracts to people who have had a non-traditional route into the law and were unlikely to have got a training contract with a large City firm. She believes some people are overlooked for training contracts because of which university they attended, their grades and socio-economic background.
‘A lot of my trainees have gone on to work in private practice – they wouldn’t have had the opportunity to do that otherwise because that route is often closed to people with non-traditional backgrounds,’ she says. ‘Law firms have dismissed people that don’t have the right type of grades, instead of looking at the people and their willingness to work hard.’
‘Law firms have dismissed people instead of looking at their willingness to work hard.’
Eversheds Sutherland partner Giles Dennison comments: ‘In all of her roles she has demonstrated clearly the tangible value and support that a proactive and business-focused GC can bring to an organisation; and she has also shown a real commitment to inclusivity and diversity, in particular social mobility and mentoring. It’s no coincidence that she creates teams who are very, very loyal to her.’
At Awaze, Patel leads a team of 12 and intends to implement a similar training scheme at the company, which in 2018 was bought by Platinum Equity for $1.3bn. She is also keen to promote more ethnic diversity in law, particularly women of colour. Mentoring and developing in-house team members is also a big part of Patel’s personal ethos and one she is trying to embed into her new team. A training contract in-house is a significant investment, particularly in terms of the time required for other team members to help in the trainee’s development, and so everyone must share the same beliefs on mentoring, Patel says.
‘One thing I do when I put together a team is to make sure that they’re all on the same page as me in terms of giving back. We want to make sure that the person that benefits from that genuinely wants to be a lawyer and wants to give the same level of commitment back in terms of learning and development. More diverse teams result in better decision making.’
Pernod Ricard
Team size: 35 in the HQ team
Major legal advisers: Allen & Overy, Clifford Chance, Debevoise & Plimpton, DWF, Macfarlanes, RPC, Shepherd and Wedderburn
This year will see a period of change and adjustment within legal at Pernod Ricard and for GC Amanda Hamilton-Stanley, who took to the helm of the French wines and spirits company in September 2018.
From Paris, Hamilton-Stanley runs the 35-strong HQ legal team, split into four divisions: a small cyber security and GDPR team; an M&A and compliance team; a centralised intellectual property administration hub; and the brand security team.
Outside of the HQ, however, each company’s brands – which includes Absolut Vodka, Chivas Brothers, Jameson Irish Whiskey and Beefeater Gin – has its own legal team, varying in size. ‘We’ve historically been quite decentralised, with affiliates in around 70 countries, and have done things very separately with not a huge amount of co-ordination,’ says Hamilton-Stanley.
But no more. This year, Hamilton-Stanley is due to complete a major one-off matter: the company is integrating five separate affiliates and its HQ team into one larger office in Paris in April, which she says should encourage its lawyers to work more collaboratively.
One of the reasons for the move is the company’s strong sustainability focus, improving its packaging, water consumption and general waste. ‘In France, there are human rights laws about ethical behaviour in the supply chain. Compliance is a big thing and having companies behaving ethically is really important to consumers.’
Hamilton-Stanley previously served as GC for the Chivas Brothers whisky division, where she is noted for her introduction of in-house legal training contracts eight years ago. That included some under a Law Society scheme and some in Scotland, with the company appointing four trainees. Training and development remains a key aspect of her approach. ‘Getting people in my team to learn about the business to support how they give legal advice is something I’m really big on,’ she comments. ‘I’ve given everybody an objective to support the business so, for example, if one of my lawyers support sales it’s a good idea for them to go out with the sales team.’
This year, Hamilton-Stanley is also turning her focus to automating legal work and making contracts with third parties more graphic, with an emphasis on being written in plain English. ‘We’re in the process of setting up workshops to do this and at the end of the financial year in June we’re hoping to have these contracts in a particular area. I say to my lawyers to help make drafting [contracts] less challenging: “Remember that the contract belongs to the business, not to legal.”’