Shire
General counsel: Bill Mordan
Team size: 150
Major law firms used: Slaughter and May
Bill Mordan and the in-house legal team at FTSE 100 pharmaceutical company Shire have – typically for the industry – been mainly occupied with patent litigation during 2017, but have also been involved in some high-profile regulatory and corporate work.
On the patent dispute front, Mordan insists his intellectual property team, headed by Jim Harrington and David Banchik, is generating revenue for Shire, rather than acting as a cost centre.
However, the most notable matter from 2017 was an antitrust dispute against rival Allergan. Shire alleged that Allergan broke antitrust laws to preserve its 90% share in Medicare prescription drug plans for its dry-eye drug Restasis. Mordan argues: ‘We are defending our right to introduce new products to a market in which they have a dominant share.’
Mordan is particularly proud of his team’s patent litigation pedigree and says: ‘We don’t lose many cases. It’s very hard to duplicate the science we develop. We’re not trying to boil the ocean; we’re looking for products to treat specific diseases.’ However, he insists: ‘Patent litigation is always the most aggressive, the riskiest and the most lucrative. We actively recover and license a lot of products. We generate revenue.’
‘We don’t lose many cases. It’s very hard to duplicate the science we develop.’
Commercial counsel Jason Baranski and head litigation counsel Chris Allen are the standout individuals acting on the Allergan matter, according to Mordan. In terms of non-contentious work, the Shire team has spent a lot of time developing new manufacturing facilities. One such factory, based outside Dublin, has taken up a large chunk of time from Shire’s head of regulatory, David Altarac. Mordan says: ‘It’s going to be a premier bio-reactor facility. This will be best-in-class. When we build a facility we are constantly interacting with regulators. Every stage of development requires approval and visits by regulators. It can be an extremely complex and stressful process.’
Claire Debney, Shire’s well-respected director of legal operations, also has responsibility for the company’s in-house training programme, POD (people, operations and development). Meanwhile, Shire’s head of corporate, Jeff Prowda, doubles up as head of legal operations. Jennifer Moitoso, who is involved with Shire’s portfolio management, is well regarded internally, as is Kevin McGough, who handles much of Shire’s relationships with external law firms.
Mordan says Shire has ‘all the technology you’d expect from a FTSE 100 company’, including contract management and asset management systems. However, he argues the most important aspect of the technology is having an internal system that allows these different innovations to speak the same language. ‘The infrastructure is not romantic or sexy,’ he says. ‘It’s nuts and bolts. But it’s where the real efficiency is right now.’
Bupa
General counsel: Penny Dudley
Team size: 156
Major law firms used: Slaughter and May, White & Case, Herbert Smith Freehills
A recurring theme among leading in-house legal teams is the ability to not just provide technical legal advice, but to supplement it with business nous. This is the philosophy Penny Dudley, Bupa’s chief legal officer since early 2016, tries to instil in her team of more than 150 working across 13 countries.
‘The legal function operates as an integral part of Bupa; we try not to have this separation between the business and legal,’ she says. ‘While we can obviously recruit people with significant technical ability, it’s interpersonal skills, business knowledge and management influencing that make a difference.’
The international healthcare company employs more than 78,000 people – a quarter of whom are in the UK – and mostly focuses on health insurance, as well as healthcare provision. The group’s earnings are about £12.2bn, with key operations in Australia, Spain, Chile, Poland, Hong Kong, Brazil, New Zealand, Saudi Arabia, India and the US. As such, the legal team at Bupa was involved in a significant number of deals during 2017: completing the acquisition of Oasis Dental Care in the UK for £835m, as well as the sale of 110 care homes to HC-One for £300m. Dudley’s team also worked as part of the core team on a data incident affecting its insurance business in mid-2017 when an employee inappropriately copied and removed customer information from the company, affecting about 108,000 insurance policies.
‘We try not to have this separation between the business and legal.’
She says technology plays two roles for the in-house team and wider company: first, changing how it interacts with its customers, and second, allowing the legal function to be more effective. Bupa’s focus on digitising the customer experience raises a number of issues that legal contributes to, but the team also tries to make use of technology to connect seamlessly across its different jurisdictions. Senior legal adviser Angelique de Lafontaine is highlighted for her contribution to the new innovation hub, working on a number of projects, as well as developing strategic partnerships in innovation. The team is also trialling DocuSign, but Dudley admits: ‘We’re still at an early stage of where I’d like us to get to as a digital function.’
Bupa’s in-house function introduced a legal operations manager in 2016, bringing in Rachel Kerr from PwC. Dudley says the role was created after recognising the demands of the function had increased to a point where someone who had operations skills would be beneficial. The team stresses the importance of being able to work in an agile way and that, where possible, the internal team leads on the bigger and more complex projects, rather than outsourcing it to external counsel.
‘Legal departments spread across multiple jurisdictions means there are many jobs and tasks where an effective operations manager will be able to connect people, helping to bring the legal team together as one.’
GSK Consumer Healthcare
General counsel: Sean Roberts
Team size: 50
Major law firms used: Slaughter and May, Allen & Overy, CMS Cameron McKenna Nabarro Olswang, Latham & Watkins, Bird & Bird, Simmons & Simmons, Addleshaw Goddard
In 2014, GlaxoSmithKline (GSK) and Novartis announced a major three-stage transaction that would see the UK-listed company swap its oncology business for the Swiss pharma giant’s vaccines division while entering into a consumer healthcare joint venture.
Since that deal began in 2015, the GSK Consumer Healthcare team has been closely involved in the legal and operational aspects of integrating two distinct legacy cultures together under a single business unit to form the leading over-the-counter medicines company in the world.
Led by Sean Roberts, a global team of 50 lawyers oversees GSK Consumer Healthcare’s operations and is, says Allen & Overy partner Matthew Appleton, among the best in the sector. ‘The legal team continues to deal with the fast-changing business in a rapidly evolving sector. They have worked to develop an innovative structure – the consumer health joint venture – which has been a great success reflecting the legal team’s hard work.’
A number of figures within the team were singled out for praise, including Neil Laventure. Described as ‘a real talent’ by Ed Barnett of Latham & Watkins and ‘a FTSE GC in the making’ by Appleton, Laventure returned to the UK in 2017 following a three-year spell in GSK’s Singapore office to take up the position as general counsel (GC) for Europe, the Middle East and Africa, and legal head of global categories and R&D.
Rebecca Danby, assistant GC for global R&D and Northern Europe, and Peter Currie, who heads GSK Consumer Healthcare’s oral and skin health global categories and digital, were also cited as rising stars within the team.
Away from transactional work, the legal team has been at the forefront of training initiatives within the business. As Laventure comments: ‘Upskilling digital capabilities is one of the key areas we have identified to help grow the business. We have developed a digital academy for our lawyers – part of a much broader training programme – and looked at ways we can improve awareness of digital issues across the business. Online advertising, e-commerce, the launch of digital medical devices and the use of large data sets to improve the patient experience will become core to most healthcare businesses over time. We see the legal team’s role as helping the business to reach its digital goals.’
This, adds Brian Sher, a competition partner with CMS Cameron McKenna Nabarro Olswang, has helped distinguish the legal team from others within the sector. ‘If you’re looking for an outstanding team, you want to see a group of lawyers who each take it upon themselves to drive the business forward and think about the issues that will become critical to business two years down the line. The GSK Consumer Healthcare team is very well advanced in this regard and should be recognised as one of the leaders in the market.’