Real estate – In The House

 

In the first of a series of looks at the UK’s top in-house lawyers, LB profiles a few GCs who are turning heads in the property market

There was a time when private practice lawyers looked down their noses at their in-house counterparts. The logic went that in-housers had swapped the fat fees of private practice for an easier life that would let them get home in time for tea. But not anymore. Over the past few years, the role of the in-house lawyer has grown from taking a back seat to outside counsel to becoming the true powerbrokers in their respective fields. 

To reflect this change, LB is launching a series of features detailing the top general counsel (GC) across a number of key sectors. In the first part of this series we cast our eye over the real estate market, but in the coming months we will also be looking at the other major practice areas, including corporate, finance and litigation as well as industry sectors such as energy, life sciences and banking. We want to hear from you – who are the key in-house decision makers in your practice areas and sector groups? Who are the names that should be in every good lawyer’s contacts book? If you have any suggestions for individuals, however leftfield, please drop the team a line at lbsurvey@legalease.co.uk.

For this first part of our series, we canvassed the opinion of lawyers from the world’s top law firms to assess which in-house counsel in the real estate sector have truly made an impression on the UK market in recent times. We spoke to 26 of the leading UK firms that have a strong real estate practice and from those conversations, 37 individuals were nominated. We then whittled the nominations down to an elite list of just six.

A few trends emerge. Firstly, the property world appears to be female-friendly – five of the six individuals on our list are women. The number is encouraging when compared to the number of female partners in private practice. Last year just 23% of equity partners at the UK’s top 100 law firms were women. While the sample size is small here, over half of the nominees were women, with 20 of the 37 nominations we had being female.

Secondly, the majority of our list do not have a background in property law. Only one of our candidates trained in real estate – Katherine Laurenson, senior solicitor at Legal & General – while the rest come from corporate or finance backgrounds. But that doesn’t seem to be an impediment as much of the work our crop of in-house lawyers do is very much focused on business strategy.

‘None of us have a background in property,’ says Sarah Booth, general counsel of Hammerson. ‘The satisfying bit about being in-house is being there at the gestation of an idea, contributing to its formulation and execution and then supporting the business. But you do have to get to grips with the key issues and drivers on the property side of the organisation. You need to understand it and the framework of reference that your colleagues work in.’

The following list reflects both the hugely influential property GCs that every lawyer wants to know and the rising stars who are shaping the future. If you don’t know some of these people then perhaps you should.

 

Sarah Booth

General counsel and company secretary, Hammerson

Preferred law firms: Herbert Smith, Nabarro

2010-present: General counsel, Hammerson

2009–10: Associate, LBC Wise Counsel

2004–08: General counsel, Sodexo

2001-04: General counsel and company secretary, Damovo Group

1991–2001: Solicitor and corporate development director, Christian Salvesen

1989-91: Trainee, Dickson Minto

 

Sarah Booth, the general counsel of property company Hammerson, doesn’t have much back up. In fact, she is the entire resource – the only lawyer in a company of roughly 300 people. She was appointed to the company secretary role and is proof of the importance of having good relationships with general counsel because these days she doesn’t have the time to handle all the work in-house, something she used to always do before. ‘In previous organisations I had a team of lawyers and outsourced very little. I came in with the aim of doing a strategic GC job, not trying to build a huge team and in source all the excellent work done by our firms,’ she says.

Booth clearly enjoys being in-house, particularly taking on a business role. ‘The business element is very appealing. It’s about becoming a good and rounded businessperson and using legal knowledge to maximise benefits to the business. You just can’t do it in quite the same way in private practice,’ she says.

Booth describes herself as a ‘career in-house lawyer’ and has to be very selective with how she uses her time. ‘I try to do the things that only I can do,’ she says.

Since joining Hammerson, Booth has focused on strategy for legal spend and legal services delivery and undertaken a major panel review last year, which saw one new firm join the seven-strong roster. ‘We introduced a new firm as part of the panel review, that was quite a big point for Hammerson and I’m really pleased it is working very well,’ she says. Hammerson has traditionally used Herbert Smith for its corporate work, and Booth will not be drawn on which firms made it on to her new panel.

A view from the market: ‘Sarah is straightforward to deal with and I have always found her open to discussion on new ideas and ways to do business. She focuses on the relationship with her panel lawyers as well as the nitty gritty of costs and service delivery.’

 

Adrian de Souza

General counsel, Land Securities

Preferred law firms: Allen & Overy, Berwin Leighton Paisner, Dundas & Wilson, Eversheds, Freshfields Bruckhaus Deringer, Hogan Lovells, Nabarro, Slaughter and May

2010-present: General counsel, Land Securities

2008-10: Head of legal, SABMiller

2004-07: Senior counsel, SABMiller

1999-2004: Senior associate, Clifford Chance

1995-99: Solicitor, Lovells

 

With development projects up and down the country and one of the biggest legal spends of any real estate company – some £17m annually – Land Securities is a choice client for any firm. As a relative newcomer to the property world, for GC Adrian de Souza the past year has been all about finding his feet in the business he joined back in 2010. ‘I’ve spent much of my first year building relationships with our key law firms and a significant focus on the company secretarial role, which has been busy with a new chief executive and the increased profile of corporate governance and executive remuneration across listed companies,’ he says.

De Souza is looking at cutting down the number of firms that Land Securities regularly works with. ‘We had about 80 to 90 firms that we used across the business and we have slimmed that down to about ten principal firms: five core firms for property work and the other five firms for specialist areas,’ he says. More changes are in the pipeline with de Souza planning to kick off a panel review later this year. He is, however, not looking forward to the deluge of law firm marketing and has already determined which firms will participate. ‘I get about 30 to 40 approaches a year,’ he says.

Nabarro has extremely strong links with the company, having first started working with Land Securities back in 1946. But other property players such as Freshfields Bruckhaus Deringer and Berwin Leighton Paisner are also working closely with the property team. Major matters for de Souza and his team in the past year have included working on the £1bn mixed-use development scheme at Victoria Circle in London, with Land Securities turning to John Fordham at Freshfields for advice.

A view from the market: ‘Adrian is a very commercial, well organised, and objective lawyer. He gets to the business fundamentals of a legal issue quickly and is one of the best managers of people, including outside lawyers, I know.’

 

Katherine Laurenson

Senior solicitor, Legal & General Property

Preferred law firms: Clifford Chance, Dundas & Wilson, Eversheds, Lawrence Graham, Macfarlanes, Maples Teesdale, Olswang, Pinsent Masons

2008-present: Solicitor, Legal & General Property

2005-08: In-house counsel, BT

2002-05: Solicitor, Howard Kennedy

1998-2002: Solicitor, Walters Williams & Co Barristers & Solicitors, New Zealand

 

Katherine Laurenson is a self-confessed ‘deal junkie’ and has carved out a particular niche advising on all aspects of fund structuring for Legal & General (L&G) Property. It currently has over £10bn of assets under management, making it one of the UK’s largest institutional property fund managers.

New Zealand born Laurenson comes from a family of lawyers and worked in her home country as a barrister before deciding it was ‘time for a change’ at age 27. That meant upping sticks and moving to London to carve out a new life in the City and, after a stint at Howard Kennedy and BT, she landed the job at L&G. Laurenson is now the sole in-house counsel for L&G Property, reporting directly to managing director, Bill Hughes.

In the past year Laurenson has been particularly active advising on funds work, working closely with L&G’s preferred corporate law firms: Clifford Chance and Macfarlanes. In 2011 that included completing the £71m refinancing of L&G’s Leisure Fund.

She says that the job has changed massively since she joined the company in 2008. ‘Before the recession, it was all very landlord and tenant, sale and leaseback type work,’ she says. ‘But the real estate industry now is amending the rules on a daily basis. The rules are being re-written on how you access real estate as an investment, for example. We’ve all had to change our thinking very quickly.’

That changing landscape has kept Laurenson on her toes and made her into a savvy customer when it comes to external law firms. ‘I still use the book of law in my everyday work,’ she says. ‘It requires me to be fully alert and make sure that I am offering top notch legal support. I am constantly analysing my external team of lawyers as a result.’

View from the market: ‘She is an excellent forward looking GC. She knows instinctively what her business needs from external lawyers are and how to get that range of services without fuss or fanfare.’

 

Vivienne King

Director of legal and company secretary, the Crown Estate

Preferred law firms: Burges Salmon, Hogan Lovells, Lawrence Graham, SJ Berwin

2007-present: Director of legal services and company secretary, The Crown Estate

1997-2006: Deputy head of legal, The Crown Estate

1994-97: In-house lawyer, The Crown Estate

1985-94: Associate, Herbert Smith

1983-85: Articled clerk, Simmonds Church Smiles

 

The Crown Estate is an unusual beast: it is a UK property business, governed by an Act of Parliament, that funnels all of its profits into HM Treasury, totalling around £2bn over the past ten years. Vivienne King is one of the most experienced GCs on our list, having been in the top legal job at The Crown Estate for nearly five years.

Over the past year, King and her three-lawyer team have overseen two legal panel reviews for the estate’s London property portfolio in St James’s and around Regent Street. ‘We run very thorough tenders,’ she says. ‘We create panels with all the different skillsets that a business as diverse as ours needs.’ Within those panels, King frequently uses a descending-price auction, commonly known as a Dutch auction. ‘We think that it’s important that as well as doing more commoditised work, that firms have an exclusive opportunity to handle more lucrative work. It also has the advantage of building up relationships on a day-to-day basis,’ adds King.

King does not just handle the legal side of the business, as company secretary she also spends a great deal of her time working on sustainability, public affairs, and health and safety matters. In 2010, The Crown Estate, which manages the sea bed off Britain’s coastline, held an auction to develop offshore wind farms around the UK, including the development of 200 turbines off the South coast of England near the Isle of Wight at Navitus Bay. This has led to particular scrutiny from the media and public officials with controversy over the location of wind turbines and accusations of profiteering, as well as resentment from the Scottish executive over the income The Crown Estate gets from its ownership of vast tracts of Scottish land. It has meant the public affairs side of her job has come to the fore over the last year. ‘It’s rewarding but very demanding’, says King. ‘It pulls you away from the job of turning a profit but we recognise that as a public body, Westminster and the devolved administration do have a requirement to scrutinise us.’

A view from the market: ‘Vivienne has a very influential position in the real estate legal market. She is pragmatic and commercial in the way she operates.’

 

Lesley Wan

Corporate real estate legal counsel, Lloyds Banking Group

Preferred law firms: Allen & Overy, Ashurst, Clifford Chance, CMS Cameron McKenna, Eversheds, Herbert Smith, Hogan Lovells, Linklaters, Mayer Brown, Norton Rose, SNR Denton

2006-present: Corporate real estate legal counsel, Lloyds Banking Group

2005-06: Senior solicitor, Bayerische Landesbank

2000-04: Senior associate, Allen & Overy

1997-2000: Associate, Norton Rose

 

Lesley Wan, legal counsel to the corporate real estate team at Lloyds Banking Group, has been in the job since 2006 after stints at German banking group Bayerische Landesbank and Allen & Overy. Wan started her career in litigation and real estate in New Zealand and clearly loves her role in-house. ‘I really enjoy the buzz of working in a business environment alongside the bankers as well as the opportunity to create and design a legal structure that works for our business to make it more relevant, cost-efficient, effective and to simplify processes,’ she says.

Since the financial crisis, Lloyds Banking Group has been the reluctant owner of vast swathes of property loans, with property making up around 44% of its total loan book of £67bn. The bank completed the disposal of £900m of distressed loans backed by UK property late last year, followed early in 2012 by the sale of two Australian portfolios.

One of the biggest challenges for Wan came in 2008 when Lloyds TSB took over HBOS in a £12bn deal creating a banking giant holding close to a third of the UK’s savings and mortgage market. For Wan it meant changing the way the department worked and putting in new processes. ‘The biggest challenge for me to date has been to steer the legal integration between Lloyds TSB and HBOS,’ she says. ‘I had to quickly put in place new procedures for day-to-day dealing, for example, standard letters of instruction for valuers, project monitors and lawyers, term sheets, a new consent to lease process, etc – all designed to minimise legal risk,’ she adds.

Lloyds finalised its first post-takeover legal panel in 2011, with around 20 City firms winning spots on it. The lengthy review process was overseen by Jennifer Nielsen, formerly GC for wholesale at HBOS.

A view from the market: ‘Lesley strives for excellence and makes an impact both within the bank and throughout the real estate finance market. She is a lawyer with a clear business focus and a talent for innovation.’

 

Ulrike Schwarz-Runer

General counsel, Grosvenor

Preferred law firms: Boodle Hatfield, Slaughter and May

2010-present: General counsel, Grosvenor

2007-09: General counsel and company secretary, Dubai Holding

2000-06: Executive director, Goldman Sachs

1994-99: Associate, Freshfields Bruckhaus Deringer (with secondment to New York office of Simpson Thacher & Bartlett in 1998-99)

1994: Stagaire (trainee), European Commission

1993-94: Assistant judge, Austria

 

Austrian-born Ulrike Schwarz-Runer joined Grosvenor as general counsel in 2010 and is overseeing some major changes at the property company. ‘The legal department is going through a huge transformation,’ she says. ‘We don’t have a formal panel, we are still having a process of evaluation on how we can become more focused in terms of law firm management.’ Schwarz-Runer is tight-lipped about what she has planned for the department but says to expect big changes to her team structure by the end of the year.

Grosvenor has its origins in the Grosvenor family’s ownership of the London Estate, which dates back to 1677. These days the company is split between being a proprietary property company and a funds management business. It is privately owned and has property assets worth £10.2bn under management.

Schwarz-Runer is an M&A lawyer by trade but the role at Grosvenor has seen her move to address more company-wide issues and she is particularly focused on her role as a member of the company’s board. ‘I enjoy being on the board tremendously. It helps to give the legal department a higher profile in the business,’ she says. ‘One of the challenges of being a GC is that you need to integrate the legal department into the business. You don’t want to be seen as a plumber who is called up only when the pipe is broken, you should be involved in matters from the start.’

She has had a varied background in the law, having trained at Freshfields Bruckhaus Deringer in the 1990s, including a year-long secondment to Simpson Thacher & Bartlett in New York. She then worked for Goldman Sachs in the bank’s private wealth department and at sovereign wealth fund Dubai Holding. But she sees parallels between all the companies she has worked for in private practice: ‘I have always worked for family-owned businesses. I’ve done a number of different things in a number of different countries but I’ve always been very transaction focused.’

A view from the market: ‘Ulrike is a formidable GC – she is decisive, knowledgeable and also a pleasure to do business with.’