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INNOVATIVE LAWYERS 2016

OCTOBER62016 FT.COM/INNOVATIVE-LAWYERS

RESEARCH PARTNER SUPPORTEDBY

Foreword

Innovations abound with in flux INNOVATIVE LAWYERS 2016 This editionofFTInnovativeLawyers, our11th, appears at a

OCTOBER 62016 time of upheaval across thecontinent.Two bigconundrumsfor FT.COM/INNOVATIVE-LAWYERS thecitizens, businesses andinstitutionsofEuropewill test the foresightand ingenuityoflegal professionalsfor yearstocome: theaftermath of theUKvoteonJune23toleave theEU, and theintensifyingrefugee andmigrant crisis.Inthismagazine, we show howlawyers arealready innovating to address both (Brexit, page 8; Social Responsibility,page12). Thebusiness worldasseenthrough thelensoflawyers is changing too—new industries andalliancesare erodingthe RESEARCH PARTNER SUPPORTEDBY traditionallines of competitionand separation of sectorsfaster than ever,forcinglawyers to getahead.Lawyers areresponding by creating newtypes of firms,blurring oldboundaries in EDITOR Harriet Arnold search of newsolutions.The individual lawyer,the nature of ASSISTANT EDITOR legaladviceand theway in whichthatadviceisdelivered are Josh Spero undergoing deep change. PRODUCTION EDITOR George Kyriakos In addition,there arenew centresofpower andchangein ART DIRECTOR thelegal industry:millennialsrefusingthe partnershiptrack; Kostya Penkov DESIGNERS technologistsintroducing artificialintelligence; andgeneral Harriet Thorne, Callum Tomsett counselactingasentrepreneurs, rather than just as lawyers. PICTURE EDITORS MichaelCrabtree,AlanKnox Againstthisbackdrop, theFinancial Timesand RSG SUB EDITOR Consulting,which compilethisannualranking,havealso Philip Parrish innovated in theway we organise theresearch andeditorial. We have moved away from thecategoriesusedinprevious FT SPECIALREPORTS EDITOR Leyla Boulton reports, whichfollowedstrict legalpracticelines, to emphasise GLOBAL ADVERTISING DIRECTOR —B2B what users of legalserviceswantand need now. We hopethat RobertGrange GLOBAL CLIENT RELATIONSHIP DIRECTOR ourtableswill helpyou findanswers to your questionsmore StephanieCollier quickly. PUBLISHINGSYSTEMS MANAGER Theresultisasuite of rankingsdesignedtohighlight Andrea Frias-Andrade PROJECT MANAGER lawyers’ innovationsinovercomingchallengesthatinitially NathalieRavier look intractable—untilsomecleverand creative professionals ADVERTISING PRODUCTION DanielMacklin ask: howcan we do things differently? RSGCONSULTING Reena SenGupta, YasminLambert, Lucy Pearson, Alexander Muncey, Victoria Harris, Ethan Carzon LionelBarber Editor,

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Contents

Thisyear...

LEGAL EXPERTISE INDEX OF TABLES LIQUIDITY407 FT 50: Most Innovative Nowyou can no longer rely LawFirms on banks for business loans, 15 Social Responsibility lawyers are stepping in to develop new forms of 17 NewModels funding for companies large 19 Business Development and small 22 Technology

SPEED 44 23 Human Resources We have twocase studies 30 Culture, Brand and highlighting howlawyers cut Strategy through delays —one which 31 Resourcing and could have been as long as 20 48 Efficiency years —for their clients 38 In-house INTRODUCTION 6 TECHNOLOGY20REGULATION 48 42 Securitisation This year represents a Artificial intelligence is Antitrust lawyers have long 43 Strategic Collaborations tipping point as lawyers revolutionising the business been the unglamorous finally face the future. of lawascomputers supplant parties in M&A transactions, 45 Speed and Process Efficiency is no longer adirty humans in tedious tasks. But but clever ways of managing 45 Driving Value word and technology’s large firms are not alwaysthe the regulators are bringing promise is nowbeing leaders when it comes to them to prominence 46 Restructuring and explored on agrand scale lawtech Re-organisation SPECIAL ACHIEVEMENT 54 47 Mergers and BREXIT 8 MILLENNIALS 24 We reveal the winner of our Acquisitions Britain’s vote to leave the EU Young lawyers are rejecting award, recognising someone 50 Navigating Regulation looks likeabonanza for law longstanding assumptions whoisusing the lawnot to firms in the short term, but about the legal world: an protect companies or 52 General Legal Expertise the “Brexit bulge”cannot office-based life, unfeasible commerce but the planet 53 NewMarkets and continue forever hours, the partnership track. itself Capital So what do they really want? EUROPE’S BEST10 We map out 10 of mainland PROFILES Europe’smostinnovative firms, from Swedish YOUNG INNOVATORS 26 to Ukrainian Our rising stars have brought amillennium-old company up to date and used bitcoin to BUSINESS OF LAW avoidcapital controls REFUGEE CRISIS 12 TOPTEN INNOVATIVE The humanitarian disaster INDIVIDUALS 32 on Europe’sborders spurred Reflecting the importance of governments and charities technologytothe legal sector, into action, but little several of our top 10 — attention has been paid to including the overall winner the pro-bono legal work —have been digital leaders supporting the migrants IN-HOUSE NEW MODELS 16 The old distinctions are GENERAL COUNSEL 37 breaking down: now In-house lawyers resemble solicitors, barristers, entrepreneurs as much as investigators and arbitrators solicitors these days,driving are forming radically their businesses forward 40 different lawfirms with their owninnovations

5 Introduction Tipping point

Lawfirms are finally converts to the cause of technology, and clients are benefiting. By ReenaSenGupta

his year’s FT organisation and the wayits InnovativeLawyers lawyers think about their report reveals a work and clients. “The work Tprofession that has is less about using big armies reached atipping point: of lawyers and more about its lawyers in the design other professionals whohave lawyers have embraced taking advantage of legal process alongside tech experts different ways of working. developing their own technologies and other when developing DWFDraft, Microsoft’soutsourcing of its technology, such as artificial innovations to be more acontract-writing and non-routine procurement intelligence, and realised that efficient,”saysLaurence management product for contracts work to Addleshaw becoming efficient is not , ’headof lawyers and clients. Goddard involves thefirm commoditisingtheir services. business improvement. Business shapes are working closely with a Such changes have been a Some firms can reasonably changing too. Nearly a Seattle-based firm, Davis long time coming. When the claim to be known as digital decade on from the Legal Wright Tremaine. Both firms FT launched this series in lawfirms. Gowling WLG, a Services Act, which allowed work for afixedfee,submit 2006, few big commercial UK-Canadian firm, second in UK lawfirms to diversify into one bill and provide business lawfirmssaw the need to the FT 50 this year,plans to alternativebusiness analytics alongside legal streamline the waythey digitise all its practices. structures (ABSs), lawyer- advice. The firms have had to delivered services. They Lawfirms and in-house entrepreneurs are finally work hard to smooth out the wanted to do things the way legal departments are exploiting the opportunities cultural differences between they had alwaysbeen done. experimenting with “design it affords. New-model UK andUSlaw firms. Today, offering data or thinking”,which encourages businesses such as Fulcrum The need for lawyers to discovery centres, flexible creativeproblem-solving. Chambers and Three Crowns, collaborate extends beyond resourcing or technology Until recently this would whichcombinesolicitors, the business of law. This year’s products to clients has have been anathema to barristers and other report shows complex become widespread. The lawyers as it involves starting professionals to service a business challenges, legal innovation lies in how small, taking products to particular legal area, are requiring the services of firms adopt these methods market that are not fully emerging. Media boutique different private practice and adapt to them —withan formed, making mistakes Schillings has used its ABS specialists, other professional emphasis on an integrated, quickly and learning from licence to become aprivacy disciplines and, critically,the flexible service. them. Usually,lawyers would and reputation consultancy. in-house legal team. Legal Despite uncertain market aim to release products that Gateley,the first lawfirm to solutions are less purely conditions, lawfirms appear are perfect, but manybelieve list in the UK, says its legal. There are lessons for to be thriving. Forthe top this is no longer an option. first-yearresults were lawyers in the unusual four UK-founded Magic “The days of five-year on-target for its shareholders. strategic alliances, emerging Circle firms by revenues, the plans are moribund,”says Astrong theme to emerge in business and new sectors average increase in turnover Gideon Moore, managing from the research is the such as fintech, whichthey was3.9 percent, bringing partner at Linklaters. importance of collaboration are already supporting. For their income to more than One firm using design —and not just with usersoflegal services, the £1.3bn each, according to the thinking to speed up the colleagues and clients. Some arrayofsuppliers has LawSocietyGazette.Lawyers development and adoption of of the most fruitful joint probably never been more ascribeatleast some of this technologyisDWF.Itinvolved efforts can be with rivals or diverse or innovative. I success to adoption of technology. Linklaters, top of ‘The work is lessabout using big this year’sFT50, has RESEARCH &AWARD SUPPORTEDBY embedded efficiency so armies of lawyers and moreabout firmly into its business that it is changing the culture of the taking advantageoftechnologies’

6 FT 50

BuFTsi50ne:MssosoftILannw-ovFTatToiveLp5aw0 Firms 2016Business of Law-FT Top50 s s es es ed ed l l w w e e sin sin nk nk tal tal ga ga La La or or Rank LawFirm Rank LawFirm Le Expertise Bu of Le Expertise Bu of To Ra Sc To Ra Sc

1 Linklaters 72 113 185 25= Skadden, Arps, Slate, Meagher &Flom 48 20 68

2 Gowling WLG 97 85 182 28= DLA Piper 06767

3 Allen &Overy 99 70 169 28= DWF 06767

4 45 117 162 28= Weil, Gotshal &Manges 46 21 67

5 45 108 153 31 06565

6 AddleshawGoddard 47 91 138 32 PLMJ 43 21 64

7 Simmons &Simmons 71 65 136 33= 25 23 48

8= Eversheds 75 44 119 33= White&Case 48 0 48

8= Latham &Watkins 94 25 119 35= A&LGoodbody 25 22 47

10 Dechert 68 46 114 35= Cuatrecasas, Gonçalves Pereira 47 0 47

11 VdA 45 64 109 37 Wolf Theiss 23 23 46

12 Cadwalader,Wickersham &Taft 48 49 97 38= Cooley 24 21 45

13 Baker&McKenzie 48 43 91 38= McCann FitzGerald 04545

14 Bird&Bird 44 46 90 38= Shoosmiths 04545

15 CMS 44 43 87 41= Axiom 04444

16 Ashurst 22 64 86 41= Garrigues 44 0 44

17 HerbertSmith Freehills 53 27 80 43 Arthur Cox 04343

18 King &Wood Mallesons 51 24 75 44= Matheson 04242

19= Freshfields Bruckhaus Deringer 72 0 72 44= PwCTax &Legal Services 04242

19= Shearman &Sterling 72 0 72 46 ClientEarth 02929

21= NortonRoseFulbright 47 24 71 47= D2 Legal Technology 02828

21= 71 0 71 47= RiverviewLaw 02828

23= NautaDutilh 24 46 70 49 SidleyAustin 02727

23= Uría Menéndez 70 0 70 50= ASB Law 02626

25= 21 47 68 50= Fulcrum Chambers 02626

25= Paul Hastings 46 22 68 50= Schillings 02626

7 Brexit

All set for the great demerger

Britain’s EU exit will bringarush of business butthe long-termimpact is lesscertain. By Jane Croft

ne constituency ahead of Brexit is linked to lawyers could instead use the Firmsare being proactive wasbound to do the economic outlook. A Lugano Convention, which in areas such as competition well whichever way UK downturn could hit law applies to the enforcement law. They are ramping up Othe Brexit vote of firm revenues, particularly of judgments betweenEU their operations in Ireland June 23 went: lawyers. at smaller practices that states and Iceland, Norway and registering their lawyers The profession is are more exposedtothe and Switzerland, as away there so they can practise gearing up for abonanza economyand to sectors such of enforcing English court EU and UK lawand appear advising clients and the UK as property, which maybe rulings. However, there are before the European Court government on issues arising particularly affected. no government guidelines of Justice in . from leaving the EU.These Some hiring freezes and yetastohow this would Freshfields, Hogan Lovells, will range from immigration job losses at lawfirms have work in practice. Slaughter and May, and to trade treaties, in what already emerged. Simmons There are also concerns Allen &Overy are among Andrew Ballheimer,global &Simmons blamed Brexit among lawyers about the firms to have put forward managing partner at Allen when itmade asmallnumber potential impact of Brexit on applicants to join the roll of &Overy,has dubbed “the of people redundant recently; the CityofLondon’sfinancial solicitors in Ireland. largest demerger in history”. BLP froze payand bonuses services sector.Law firm In the longer term, though, The UK profession for four months. contributed £25.7bn to the Since nobodyknows the country’seconomyin2015, government’splans for a Firms areregistering their employs 314,000 people and post-Brexit UK, it is unclear lawyers in Ireland so theycan accounts for about 10 per howlegislation will be cent of global legal services affected. BenLasserson,a practise EU and UK law fee revenue. partner at Pinsent Masons, In the short term, law points to concern about how revenues will suffer if the lawyers are optimistic about firms are braced for aspike easily an English judgment sector shrinks after Brexit remaining aleading in Brexit advisorywork. might be enforced in EU and there is less client work. global centre because of the The Bar Council, which states, which could affect Similarly,somefear popularityofEnglish common represents barristers, said the appetite of clients to thatUSlaw firmsthat have lawinbusinesscontracts and before the referendum that bring disputes in the English hired aggressively in their the high reputation of the the “legal uncertaintywould courts. Currently the UK’s Londonoffices and use thecity English courts. Some 27 per likely keep the profession EU membership means as abridgehead into Europe cent of the world’s320 legal busy for several years”but reciprocal recognition and will scale back or transfer jurisdictions use English also that it would be afinite enforcement is asmooth more work to their EU offices. common lawand it “bulge”, focused largely on process. “Clients areasking However, says onelawyer underpins the legal system of specialist EU and regulatory about the enforcement of a at aUKlaw firm,“for those important economies such as lawyers. ruling and the valueofthat whofocus on litigation or India, , Forthe legal profession judgment,”hesays. regulatoryworkthere will still and . some of the uncertainty One possibilityisthat be aneed for them to be here”. “You need to separate out

8 the short and longterm,”says London will continue to be Chris Bryant, acompetition significant becauseofthe lawpartneratBerwin Leighton expertise available. Paisner and amember of the Manyofthe larger law Lawyers -Infor Britain firms, including the elite group, which campaigned for “”headquartered the UK to stayinthe EU. in London, are also sanguine “People are relaxed about the because so much of their longer term because London revenue nowcomes from has lots of advantages as a outside the UK. legal centre, with its court NorisLondon’svaluable system, and because English position as acentre for lawissowell regarded.” arbitration —settling legal Manybusiness disputes disputes privately and coming before theHigh confidentially outside the Court involveinternational public court system —likely parties where neither is from to be hurt. the UK or even the EU.In Manybusinesses prefer 2015 nearly 1,100 claims were London as an arbitration issued in the Commercial centre becauseofthe legal Court, of which more than expertise and availability two-thirds involved at least of specialist arbitrators one non-UK party. and experts in sectors “London wasalegal centre from finance to shipping. for hundreds of yearsbefore Arbitration rulings and we joined the EU,” says Susan awards are recognised in 150 Bright, regional managing countries. partner for UK and Africa at The ease with which Hogan Lovells. “Weare not arbitration awards can be complacent but English law enforced will remain after and the English courts will Brexit. In fact, some lawyers continue to be used.” predict arbitration will be Eduardo Leite, global oneofthe winners because chairman of Baker & more companies will opt for McKenzie, one of the world’s it in the run-up to Brexit in biggest lawfirms, has said order to have some certainty he is “not that pessimistic” about future enforceabilityof about Brexit and believes legal rulings. I

9 European Innovators

Breadth of vision These firms have shown some of the most creativethinking acrossEuropeoverthe past year

Netherlands —NautaDutilh One of the few law firms globally to embrace the engineering methodology of Lean Six Sigma, which standardises and quality-controls products and services. NautaDutilh is also afounder member of Silex, alegal technology consortium designed to ensure lawyers can submit documents digitally to the Dutch courts by January2017.

Ireland —A&L Goodbody At the top of the small Irish legal market are half adozen firms that jostle for position. The best performer among them in the FT’sInnovative Lawyers rankings this year,A&L Goodbody has undergone athree-pronged engagement exercise to audit and articulate its brand identitytograduate Ireland recruits, employeesand clients. Netherlands

Spain —Uría Menéndez One of the top three law firms in Spain, it led its compatriots in the FT InnovativeLawyers rankings Austria this year.Its commitment to create value for clients wasdemonstrated in its work to giveLatin American multinationalsaccesstoUScapitalmarketsvia Spain in atax-efficient manner.Italso showed its skills in speeding up the legal processfor companies in Italy dispute with Spanish customs authorities.

Portugal —VdA (top-ranked European firm outside UK) VdAcontinues to innovate in Portugal and abroad. It Portugal Spain set up the first forum for in-house lawyers and a crowdfunding platform to supportprojects in . Its recent strategy update is commendable for its inclusivityand thefirmhas begun groundbreaking research into analysing the assumptions behind the lack of gender diversityinthe law.One of its female lawyers, Magda Cocco, is atop 10 individual innovator this year for her work in developing the telecoms and aerospace industries in sub-Saharan Africa.

10 Sweden —Synch Advokat In an attempt to be acustomer-focused firm and an enjoyable place to work, Synch Advokat has moved away from the hourly targets and partner-based structure found in most law firms. Its key performance indicator,for allstaff who can share in the firm’s revenues, is customer satisfaction. —Kochanski Zieba &Partners Under the guidance of England and Wales-qualified lawyer Adam Piwakowski, the firm decided it needed to think laterally to grow in the face of stiff competition. Its successful “fishing pond” initiative looked to hook clients in countries that were not yetlarge trading partners of Poland and focus on winning businessfromthem.

Ukraine —Aequo One of the first firms to provide legal services online in Ukraine and share knowledge in the cloud with clients, Aequo also commissioned a comprehensivesurvey of the legal market and shared the results with the profession. Although clients did not sayinnovation wasapriority, Poland competition in the Ukrainian legal market is driving Aequo to differentiate itself through formalising its client relationship management. It employeda dedicated client care manager early on. Ukraine

Romania —Tuca Zbarcea &Asociatii Besides its fee-earning work, the firm is activein Romania the community, securing achange in the law on domestic violence as well as supporting museums and encouraging responsible sports journalism.

Austria —Wolf Theiss Tackling the traditional problem of lawyers working in silos in their firms, Wolf Theisshas embarked on asystematicprogramme to encourage its lawyers Italy —Nctm to collaborate with each other acrosspractices, The firm has taken aleaf out of the artworld to help offices and generations. Partners are now streamline and hone its visual brand. Partner remunerated for their collaboration quotients. Bernard O’Connor is atop 10 individual in the FT reportthis year for his work in defending the rights of Turkish Cypriots to produce Hellim cheese.

11 Social Responsibility

Helping hands in acrisis

The plightofrefugees in Europehas driven creative, invaluable pro-bono work,while numerous policy changes have testedlawyers’skills.BySarah Murray

rom emotional the Thomson Reuters research also had afurther trauma to poor Foundation’s global pro-bono impact on refugees by living conditions, service, which connects increasing the IRC’sabilityto Fthe difficulties lawyers and non- protect human rights without experienced by migrants and governmental organisations. being distracted from its day- refugees arriving in Europe “That seemed agood to-day aid work at Europe’s are immense. On top of those opportunitytofind pro-bono borders and its advocacy comes the uncertaintyover lawyers to help them.” efforts in . immigration status. After putting the work out The engagement did not This is where lawyers to tender,TrustLawchose end with the signing of the are stepping in to help Latham &Watkins because EU-Turkey deal. “It contained organisations that support of its global network of offices much that the IRCand refugees. While the firms and the manylanguages and others hadn’t advocated for,” benefit from exposure to new jurisdictional qualifications says Ms Stares. “But rather legal issues and giving junior of its lawyers. Latham then than throwupour hands, staff valuable experience, the selected more than 30 we looked at the IRC’snext plight of Europe’srefugees lawyers from six offices, as priorities.” has provedtobeapowerful well as external advisers,to According to Ms Potts, driver of lawyers’pro-bono work on the project. the ongoing nature of the efforts. ForLatham, the engagement will influence Forthe International Latham’s approach to pro- RescueCommittee(IRC), bono work.She says:“Pro the humanitarian aid ‘The novelty bono is sometimes seen as organisation, apriorityhas of the way adip in and out,”she says. been to make senseofand “Managing it in this waywill stayuptodate with the in which the change the waywework manylegalframeworksand with TrustLawand the way policies that are beingrapidly project worked internally we manage some introduced across Europe. wasits real-time of our pro-bono projects.” Ahead of aMarch 2016 In Portugal,the refugee meeting between EU leaders urgency’ crisis gave rise to adifferent and Turkey to discuss type of legal support in co-operation on the refugee the form of agovernance crisis, the IRCneeded analysis engagement’stimeframe — platform —PAR, the Refugee Leitão, Galvão Teles, Soares of issues such as border ultimately producing more Support Platform —which da Silva&Associados control, asylum, resettlement than 300 pages of research allows aid organisations to (MLGTS). The firm is a and relocation to lobby on the rights of Syrian work together without losing member of PAR’sexecutive effectively. refugees in just over aweek autonomy. committee and co-ordinates “[The IRC] are not lawyers —was new.“Thenoveltyof “It wasaspontaneous the lawfirmsproviding but they are aware of the the wayinwhich the project movement but needed legal support for refugees. legal implications of worked wasits real-time support so that it could be The aim of PARmember policy decisions for the urgency,” says Helena Potts, a structured in aprofessional organisations is to increase things happening on the partner in the firm’s London way,”saysMargarida public understanding of the ground,”saysKerryStares, office. Olazabal Cabral, apartner at refugees, provide on-the- head of legal at TrustLaw, Latham’s work on the Portuguese lawfirm Morais ground support in Greece

12 Migrants gathered at Greece’s northern border

and work with governments cuddly toywhich is what used to dealing with complex assistance and legal to co-ordinatethe placement brings me the comfort of my problems.” representation to people of refugee families. “In childhood and my home”or Another firm has taken regarding their immigration schools we had aprogramme “I brought ablanket, abook, adifferentapproach to status. It also worksto called If It WasMe, asking photographs, mobile phone, supporting organisations in change Irish legislation on children what, if they were a biscuits, toothpaste, the field of human rights and human rights issues. refugee, they wouldpack in toothbrush.” immigration. Arthur Cox, the So far,five Arthur Coxstaff their bag,”saysMsCabral. Ms Cabral says lawfirms Irish firm, seconds staff to an have been seconded to the The aim wastocreate have an important role to independent lawcentre on a council, each for between empathyamong the children, playinaddressing Europe’s pro-bono basis. three and six months. One whoresponded with refugee crisis: “It’sacomplex The Immigrant Council campaign that they suggestions such as “I have a problem —and lawyers are of Ireland provides free helped the council

13 Social Responsibility

with wasTurn off the Red its capacitytoengage in Light, which worked with policy work, but they have survivors of prostitution and gained valuable experience sextrafficking to push for themselves from the legislativechanges. programme. The staff on While Latham &Watkins secondment have generally and MLGTS have taken been trainees at the pre- different approaches to pro- qualification stage. bono work on migration, the The programme is popular Arthur Coxprogramme has with these employees, something in common with says Mr McDonnell. “This each of them: it allows for is an area that graduates adeeper engagement than are interested in and they one-off projects permit. expect the firm to have a “Webuild up abody facilitythat allows them to of knowledge within the contribute,”hesays. firm, so there’s acontinuity ForMsCabral, pro-bono between ourselves and the engagements are increasingly Immigrant Council,”says important as the industry Conor McDonnell, apartner vies for talent. “Atamoment at Arthur Cox. when legal services are very Notonly have the lawyers competitive, it’simportant to from Arthur Coxhelped givepeople experience of this the council to expand its other side of the legal services to immigrants and profession,”she says. I

14 Innovation in Social Responsibility y tion t va e tionale tal Firm or Originalit Ra Impac To inno sc

Standout HerbertSmith Freehills Establishedalong-termpartnership with the government of Sierra Leone to provide critical legal support 99927 in negotiations with foreigninvestors as well as during the Ebola outbreak. The firmgavetraining, policy and legislativeadvice to build what it calls a“fair deal forSierraLeone”. The firmrecently published an investors’ guidetomakeSierra Leone moreattractiveand tackle systemic issues. The firm’swork is providing amodel forlawyers to usetheir skills to help developing countries. Commended: Gavin Davies.

SidleyAustin Small and medium-sized enterprises arecritical to povertyreduction and economic empowerment,but they oftenface 99927 unfavourable business environmentsand access to finance. Realising therewas both adearthoflegal support forthese enterprises and alack of opportunityfor the firm’stransactional lawyerstobeinvolved in pro-bono work,the firmcreated aprogramme that now has 450 lawyersacross18offices supporting over 100 SMEs with asocial impactgoal in , Africa, Latin Americaand the Caribbean. Commended: ScottAndersen.

Latham &Watkins Did research forthe International Rescue Committee on the legislativelandscape acrossEurope to provide 89825 actionable data on the legal rightsofSyrian refugees. This wasused to lobbythe European Commission forpolicy change.

Highlycommended Dechert Provided asuite of pro-bono legal services to the Restoration of Appearance and Function Trustfor the development of new 78823 prosthetic limb technology.

Dechert Developed astandard, replicable mechanism to align fund managers’ financial interests with the social aims of projects funded 88723 by ImpactPartenaires, aFrench group.

Dentons The first lawfirmtojoinOpen Law, apublic-privatecollaboration platform,which helps to provide free online public access to 87722 case lawand legislation by developing open-source toolsand harmonising national legal data sets.

Tuca Zbarcea&Asociatii Provided pro-bono advice and prepared documentation to supportachange to Romanian legislation so 67922 domestic protection orderscould be issuedwithin 72 hours.

Arthur Cox Working with the Immigrant Council of Ireland, the firmprovides long-termpro-bono supporttobring about legislative 67821 change forimmigrants’ rightsand to disseminate information to refugees on their rightstoseekasylum.

DLA Piper and Allen &Overy Collaborated with the Coram Children's Legal Centretoprovide co-ordinated legal representation to 77721 children who were borninthe UK to immigrant parentsbut do not have citizenship.

Weil, Gotshal &Manges Advised the RoyalLondon Societyfor Blind People in the development,pilotingand roll-out of new 77721 technology Wayfindr,which enables vision-impaired people to travel safely in London and elsewhere.

Commended Ashurst Leveraging itsnew legal supportservice, Ashurst Advance, the firmhas been able to substantially increase itspro-bono 67720 work globally.

Hogan Lovells Working in collaboration with the RoyalBritish Legion, the firmsupports the families of soldierskilled in action who 67720 usually have no recourse to legalaid.

Morais Leitão,Galvão Teles, Soares da Silva&Associados The firmisthe founding partner and central legal counsel of two 76720 platformsinPortugal to supportrefugees. The Global Platform forSyrian Studentsprovides access to education and the Refugee SupportPlatform connects and fosterscollaboration between aid organisations.

Simmons &Simmons Establishedalong-termpartnership with South West London LawCentres and supportedafull-time in-house 67720 welfarecase worker to provide end-to-end supportfor welfarebenefit appeals, with afocus on disabilitybenefitcases.

Skadden, Arps,Slate, Meagher &Flom The firmpartnered with the Legal Advice Centre(UniversityHouse), acharityinTower 67720 Hamlets, to improvethe success rate of appeals in welfarebenefit cases by 30 per cent above the UK norm.

15 NewModels

Rigidstructures maynolonger Lawfirms serve clients’ best interests so flexibilityisnow look less firm theiraim. rom one that into new technologies. In bind both government and By Sarah considers Planet manyinstances, such shifts the private sector,” says Earth its principal in structure stem from the Alice Garton, senior lawyer Murray Fclient to one that Legal Services Actof2007, and companyand financial helps legal teams improve which relaxed the rules on project leader at ClientEarth, management of their data, the deliveryoflegal services which wasset up in 2007to lawfirms are experimenting in England and Wales. protect oceans, forests and with fresh business models. Forothers, however,the other natural resources. These new typesoffirm are drivetooffer new services Taking on the planet as a emerging to fill gaps in the is rooted in arecognition of client is not the only unusual market, meet the changing the lawasaforce for change. aspect of the firm’s demands of clients and tap “It is the only tool that can business model. It is also

16 NewModels

Innovation in NewModels y tion t va e tionale tal Firm or Originalit Ra Impac To inno sc

Standout ClientEarth Established nine yearsago by US environmental lawyer James Thornton, ClientEarth is Europe’sfirst lawfirmset up 10 10 9 29 to defend the public interestinthe environment.Formed as acharityand independently funded, it nowhas 100 staff,who use the lawasastrategic tool to protectthe environment and human health. Focusing on different areassuch as biodiversity, forestry, companyand financial law, the firmaims to change legislation and policies and influence howbusinesses reporttheir impacton climate. An important partofthe firm’swork includes making surethat environmental laws areimplemented in the spirit of how theywerewritten.

D2 Legal Technology One of the first consulting firms to combine technology and the lawtodigitise legal documentsfor major 9109 28 financial institutions. asb law The firmreorganised itself away from legal practice areasintosales and deliveryteams wheresuccess is measured by 99826 client satisfaction rather than fees and hours.

Fulcrum Chambers Asenior,multidisciplinaryteamofbarristers,investigatorsand lawyersset up to work with clientsonbribery 99826 and corruption issues.

Kennedy Vander Laan The Netherlands-based firmhas createdanonline platform through which all work and communications 98825 areconductedfor itsnetwork of member firms in 22 jurisdictions so that itsclient Nikeexperiences them as asingle lawfirm.

Highlycommended Capital Law The first UK lawfirmtoset up itsown fund, worth£50m, to supportcommercial litigation cases forsmaller claimants. 89724

ThreeCrowns Set up as an alternativetobig lawfirms, this unique international arbitration boutique nowhas 40 solicitors 88723 and barristers.

Axiom The next step in the firm’sflexible resourcing model enables general counsel to completely outsource their unpredictable 78722 staffing requirements.

Kindleworth Asupporterofmanynew-model legal businesses, Kindleworthenables start-ups by removing their management costs. 77822

Synch Advokat With no partnership structure, the firmshiftsemployees’focus from profitstocustomer service forits tech 88622 start-up clients.

Commended Gateley In the year since it became the first UK lawfirmtolistonAim it has increased revenues and profits. 87621

Hausfeld The firmhas taken the litigation finance model to , to turncompanyin-house legal departmentsintoprofit centres. 78621

McGuireWoods Foramonthlyfixed fee, thecompanyprovides generalistlawyers to small and medium-sized businesses which 87621 cannot affordtohirestaff lawyers.

PwCTax &Legal Services The firmset up Green Lane, anetwork of eight lawfirms in Europe, and is the first to be able to give 68721 integrated, cross-border EU customs and trade legal advice.

TheLegal Director Amultidisciplinaryteamthat offerslegal, tax,property and financial services to wealthyclients. 77721

17 NewModels

anon-profit organisation, management, Fulcrum ‘Financial concerns areatthe heart relying on funding Chambers’founders set it up from foundations and in 2010 as aspecialist legal of improving the relationship institutions such as the UK’s advisoryand consultancy. Department for International With multidisciplinary between and the client’ Development. “Toact as teams that include corporate lawyers independently investigators as well as but with aviewtowards solicitors and barristers, hours. “We’ve got to improve new legal enterprises are the environment, we need the firm workscloselywith the relationship between providing new typesof philanthropic funding,”says enforcement agencies. the lawyer and the client, services. ForAkber Datooit Ms Garton. As well as representing and financial concerns are wasthe growing volumes of If lawyers can help protect clients in court proceedings, at the heart of that,”saysMr negotiated financial the planet, they can also —by the firm tries to prevent Pearce. “It’snot just about instrument contracts at representing multinational them being taken to court how good youare.They’re banks that prompted him to companies —help tackle in the first place. “Wesee worried about howmuch set up D2 Legal Technology another global challenge: ourselves as more than a you’re going to charge them. (D2LT), which digitises and corruption. As with climate fire brigade when the fire is If youcan get that out of the manages these contracts for change, poor governance blazing,”saysIvanPearce, wayatthe front end in away in-house legal teams. creates risks for companies, Fulcrum’s joint managing that provides the client with “Post-financial crisis we’re particularly since the director.“Alot of ourwork certainty, the relationship is seeing incredible complexity introduction of the UK’s isinpreventativeareas like so much more positive.” in terms of new regulations,” BriberyAct in 2010. internal investigations and ForThree Crowns (3C), it he says.Complying with After perceiving rising due diligence.” wasagap in themarket for these rules is driving demand for due diligence The firm offers fixed fees specialist international demand for D2LT’sservices. and third-partyrisk to clients, rather than billable arbitration advice that Mr Datoosaysbanks gain prompted its formation in abetter understanding of 2014. With offices in London, the subtleties of what has and Washington, the been agreed in contracts firm has built teams with a for derivatives and other range of skills, including financial products once they solicitors, barristers and other have been digitised; banks legal practitioners from more can then choose those that than 15 jurisdictionswho speak makemostcommercial more than 20 languages. sense. “Going to apaper copy By combining such range to work that out isn’t going to with intensivementorship happen,”hesays. and in-house training, 3C Mr Datoosees technology aims to prove that clients as increasingly important in do not need to go to large an industrywhere financial firms to settle international products takethe form disputes. The strategy of complexcontractual appears to be working: in obligations. “Tomanage itsfirstyear of operation, 3C the risk, makemoremoney had more than 100 mandates and be compliant, it’s from blue-chip companies. critical to understand those If creating alternative obligations,”hesays. “And models is oneway to compete today, youdothat through with large firms, some of the systems and data.” I

asb law When thinking about how to beat the competition, asb law did not offer new services or create another organisation. It turned the existing firm upside down so that it could design services around its clients’needs.This involved restructuring the organisation, creating sales and deliveryteams and introducing abonus system based on client satisfaction. None of this would turn heads in acorporate setting, saysAndrew Clinton, asb’s managing partner.However,whenlooking acrosshis own industry, Mr Clinton feels prettyrevolutionary. “I’m not aware of many existing law firms that are tearing up the old model, starting afresh and thinking about structure and rewards,”hesays.

18 BusinessDevelopment

Innovation in Business Developmentand KnowledgeSharing y tion t va e tionale tal Firm or Originalit Ra Impac To inno sc

Standout Cadwalader,Wickersham &Taft The firmdevised an affordable wayfor smaller companies to access securitisation techniques. 99826 Structured finance products areusually the preserve of biggerbusinesses and incur large legal fees.However,the firmhas invented the documentation forasmall financing productwhich could scale up to attractinstitutional investorswhile keepinglegal costslow. Facilitating small and medium-sized businesses’access to alternativefinancing means the firmcan retain them as clientsastheygrow. As well as benefiting the firm, this approach has actedasastimulus to the alternativefinance industry. Commended: Jeremiah Wagner.

Pinsent Masons In 2014, UK pensionerswereallowedtocash out their entirepension, rather than being obliged to takeout an annuity. 99826 Forsomeinsurance companies, the end of the mandatoryannuitymarket meant their revenues would be halved. Pinsent Masons devised, createdand pitched anew insurance producttoits pensions clientstohelp them attractand retain customers. Commended: Simon Laight.

DLA Piper The firmcreated aunique working group with legal think-tank Cercle Montesquieu to reviewproposed changes to the 88824 French Civil Code, which had not been reformed since 1804.

Norton Rose Fulbright The firmdeveloped the CourtIntelligence Database, which gathersdata about ongoing claims to enhance the 88824 firm's legal expertise in precedent pleadings and help clientsgothrough litigation.

Highlycommended Bird&Bird Adigital strategy to provide clientswith focused content online has made the firm's websiteago-to place for 78823 technology clients.

Cadwalader,Wickersham &Taft Working with the Loan Market Association, the firmislobbying forchange in the 87823 securitisation sector.

Hassans The firmisestablishing the legal and regulatoryframework necessarytodevelop an insurance-linked securities sector 88723 and practice in Gibraltar.

Wolf Theiss Introduced an initiativethat appraises and financially rewardspartnersfor collaboration and is designed to maximise the 89623 firm's cross-selling opportunities.

Commended Deloitte Abogados Aservice forinsurance and banking clientsdealing with cyber incidents, including legal and forensics, crisis 78722 communications and securityservices fromDeloitteConsulting.

Gowling WLG Developed asweepingdigital strategy in which the firm's rebranded knowledge management team, nowDigital 78722 Information and Legal Systematics, plays the critical role.

Obelisk Support Obelisk’smission to promotewomen in the lawisstrongly supportedbyThe Attic,amagazine and forum for 78722 external speakers, and The 100 YearsProject, which highlightswomen’s struggle forequality.

Aequo The first firminUkraine to launch online legal services and shareinformation with in-house clients, Aequo has shown leadership 68721 in commissioning surveys on the profession and sharing the resultswith peers.

Baker&McKenzie The firm's Reaching NewHeightsreportisafirstcompleteanalysis of Chinese investmentsinthe 28 EU countries, 68721 covering the period from 2000 to 2015.Considered abenchmark by banksand governments.

Eversheds Developed with AonHewitt, ahuman capital consultancy,anew fixed-feeservice helps small to medium-sized pension 87621 funds transferliabilities to insurersthrough abuy-in/buy-out deal.

Gowling WLG Developed athought leadership reportthat helps mid-market corporates makegrowthdecisions while also revealing 77721 the firm's Aim capabilities.

Hogan Lovells Produced the Go forGoldreport, covering analysis of and solutions to thelegal and practical challenges of social 77721 entrerprises using “golden shares”toprotect their coremission.

Kochanski Zieba &Partners In abreak from the usual practice, the firmfocused itsgrowthstrategy on countries that arenot yet 78621 major trade partnersofPoland, in regions such as Africa, Asia and the Middle East.

Mills &Reeve Highlighted keylegal issues in the use of driverless cars and come up with solutions to advance their development and 68721 informnew regulation in the UK and Europe.

VdA Thefirst lawfirm-led forum forin-house lawyersinPortugal that operates on the three levels of professional development, 77721 technical skills and networking. It already numbers100 membersand includes junior in-house lawyers.

19 Technology

Disruptiveinfluences

Firms are ts traditional aversion routine work. “Lawtech” unprecedented upheavalina to risk has meant the start-ups, often set up by profession where the working recognising that legal profession has not ex-lawyers and so-called practices of some lawyers Ibeen in the vanguardof because they use technology and judges have changed unless they invest new technology. But it isseen to streamline or automate little since thetimeofCharles in technology as ripefor disruption —a routine aspects of legal work, Dickens. “One question view that is basednot least are athreat too. Lawtech has lurking inall this is whether suchasartificial on pressure from tech-savvy been compared to fintech, someone can come in and intelligence, they corporate clients questioning where small, nimble tech do to lawwhat Amazon the size of theirlegal bills and companies aretrying to did to bookselling,”hesays. will struggle wanting to reducerisk. disrupt thebusiness models “Wewon’t seeanythingas As more lawfirms become of establishedbanks. dramatic, but we will see to competein familiar with terms such as Astudy by Deloittehas incremental transformations today’s machinelearningand data suggested that technologyis in areas likethe way mining, they arecreating already leading to job losses documents are reviewedand legal market. tech-focused jobs like “head in the UK legalsector,and the waylegal risk is assessed.” of research and development” some 114,000 jobs couldbe Biglaw firms are By Jane Croft or hiring coders or artificial automated within20years. pouring money into AI as intelligence (AI) experts. Professor Richard away of automatingtasks Change is being driven not Susskind, atechnology traditionally undertaken by only by demand from clients consultant and co-author of junior lawyers. Manybelieve but also by competition from The Futureofthe Professions: AI will allowlawyers to accounting firms, which have How TechnologyWill focus on complex, higher- begun to offer legal services Transform theWorkof value work. An example and to use technologytodo Human Experts,predicts isPinsent Masons, whose

20 TermFramesystem emulates lawinvarious jurisdictions when he decided to work in enables clients to assess risk the decision-making process and automates drafting of Asia for , thecredit- more easily. of ahuman. It wasdeveloped certain documents. The time checking agency.But later he Another firm, Riverview by Orlando Conetta, the to draft adocumentwillfall set up ThoughtRiver, based Law, is in partnership firm’s head of R&D,who has from three hours by alawyer at law firm Taylor Vinters in with the computer science degrees in lawand computer to three minutes. Cambridge, to address “core department at the University science and did an LLM Other firms are using AI productivityissues” at the of . It haslaunched in legal reasoning and AI. for discovery exercisesin heart of the law. Kim, avirtualassistant TermFrame guides lawyers litigation, which can involve “I thought about it for designed to helplegal teams through different types laborious hours of document years and homed in on makequicker and better of work while connecting word searches. US lawfirm oneparticular problemwe decisions. Karl Chapman, them to relevant templates, Cooley recently used AI in a thought we could solve,” he Riverview’schief executive, documents and precedents litigation dispute in which says.That area waslegal says Kim’sfeatures include at the right moments. He the technologyidentified contracts: some corporate being able to suggest the best says AI will not makelawyers relevant word concepts clients might minimise risk order in which to renegotiate extinct but “isjustanother and clusters of words in by focusing on higher-value aseries of corporate categoryoftechnologywhich 29m documents. This led to contracts and ignoring contracts. I helps to solvethe problem”. lawyers receiving asmaller contracts under acertain “Clients are aware of [AI] subset of data where the value. ThoughtRiver’s RESEARCH&AWARD SUPPORTEDBY and howitwillbenefitthem program “machine-learnt” software uses AI to scan and and they are asking the tough through predictivecoding interpret information from questionsofus. In the past according to howitwas all written contracts used in year we have gonefrombeing classified. Mark Deem, a commercial risk assessments in start-up mode to having partner at Cooley,saysthe and presents itinacentral the rest of the firm banging firm is open to using AI online dashboard that on our door askingabout partly because of its client this,”saysDavid Halliwell, a base. “Some of our bigger litigation lawyer and director clients are in the tech world of knowledge andinnovation andtherefore the lawyers delivery at PinsentMasons. are willing to embrace Another AI application is technology, and get it.” Linklaters’Verifi program, Oneworryisthat the which can sift through 14 UK “Big Law” business model, and European regulatory with itsbillable hours and registers to check client partnerships, is not suited names for banks and process to incubatingtechstart-ups thousands of names where experimentation overnight. Ajunior lawyer is vital and potentially would takeanaverage of 12 expensive. minutes to search each Tim Pullan, founder of customer name. ThoughtRiver,alawtech Meanwhile, Allen & start-up, is typical of thenew Overy, along with Big Four breed of innovator,although accountancy firm Deloitte, he says:“Iguess we’re has created aservice to help somewhat older than the kids banks copewithtough post- down in Shoreditch.”Hewas financial crisis regulations. apartner at London lawfirm MarginMatrix codifies the until2006

Legal Geek In asign of its potential success, lawtech has its own social scene. London-based serial entrepreneur Jimmy Vestbirk has launched Legal Geek, which organises events and meet-ups for lawtech start-ups, as well as hackathons and interactivetalks. Mr Vestbirk researched legal start-ups in San Francisco before setting up F-Lex, an on-demand paralegal agency in London. He is not atrained lawyer,but confidently describes the law as ready for disruption. “Artificial intelligence is abig component of that,”he says. “There is definitely abuzz now in the legal profession.” As Professor Richard Susskind puts it: “In 10 years’time if youwere to look at the top 20 legal providers by revenue, half will be non-lawyers.”

21 Technology

InnovationinTechnology andDataAnalytics y tion t va e tionale tal Firm or Originalit Ra Impac To inno sc Standout RiverviewLaw Over twoyears RiverviewLaw has transformed itself intoatechnology-led business. It formed apartnership with the 10 9928 UniversityofLiverpool to work with itsartificial intelligence experts to develop acognitivecomputing application. Called Kim, the technology powers avirtual assistant that helps in-house lawyersmanage legal processes and assess newinstructions coming intotheir departments. It allows them to collectand use data to manage workflow, ensuring the right people aredoing the right work.

Allen &Overy Thefirm’snew MarginMatrix tool automates legal analysis, document drafting and compliance with newderivatives 8109 27 rules forbig financial institutions. Itspartnership with Deloitteenables it to makethis technology partofacompleteservice. Commended: David Wakeling.

Pinsent Masons The firm’sknowledge management system guides lawyersthrough the steps of acase, while connecting them to relevant 98825 documentsand information. Commended: Orlando Conetta.

Highlycommended Berwin Leighton Paisner Worked with RAVN Systems to develop itsApplied CognitiveEngine to do repetitivedocument reviewwork for 88824 real estateclients. Commended: WendyMiller.

DWF Analysed 14 yearsofdata on fraud cases to help insurance clientspredict claimants’ behaviour and develop strategies to counter fraud. 88824

Simmons &Simmons An in-house ediscovery technology team has developed arange of tools and techniques using itsRelativitysoftware 88824 platform.

Taylor Vinters The firmactsasanincubator,investing in and supporting the development of legal technologies such as ThoughtRiver, 98724 which analyses contracts.

BatesWells Braithwaite Get Legal is an online tool that makes drafting tailored legal documentsaffordable forcharities and social 78823 enterprises.

Mishcon de Reya Launched an ediscovery facilityasaseparatebusiness to do disclosurework at greaterspeed and eventually provide 98623 services to otherlaw firms.

Commended NautaDutilh Built acoalition of Dutch lawfirms to develop an interface forlaw firms’systems to work with the Netherlands’Department of 78722 Justice’snew online document portal.

AddleshawGoddard AG In-form deliversdetailed financial data to lawyersand staff so theycan makeinformed real-time financial decisions. 68822

Axiom Helping clientscapture, structureand use their contractdata to measureand manage risk and negotiatebetter contracts. 78722

Baker&McKenzie Rolled out anew ediscovery platform globally,allowing the firmtoprovide amoreconsistent and round-the-clock service 77822 to itsclientsand lawyers.

Dentons Inpartnership with Seedcamp,NextlawLabs, whose lead investor is Dentons, has run acompetition forlegal technology start-ups in 88622 Europe and is funding the winners.

Linklaters Verifi automatically searches and classifies banking clients’ customerstohelp them comply with newring-fencing legislation. 88622

Paul Hastings Developed adatabase and data model to map anon-profit client’s data and automatically generatecompliance contracts. 78722

PinsentMasons Using clients’ data to providethem with previously unavailable insightsintoconstruction and infrastructuredisputes. 78722

Cooley Leveraged the firm’sUSexpertise, resourcesand technology to help aUKclient,ITconsultancy Ciber,dofastand affordable 77721 ediscovery foralitigation case.

GowlingWLG Set up asoftware platform that allows lawyerstocodeastamp dutyland tax calculatorfor complexleases. 77721 Commended: Chris Bond.

GowlingWLG Developed atool to sweep eBay forintellectual property infringementsfor aclient,allowing the firmtomonitorthe sitedaily at 68721 minimal cost and to collectvaluable newdata.

HoganLovells The firm’sPrism technology generates areportwith atimetable, costsand action lists forearly case assessmentsindisputes. 77721

Kemp Little Developed legal technology solutions forits clients, including KLerical, which automatically reviews data licences and contracts. 77721

Matheson Mappedthe workflowofalitigation matter and created350 precedentsand letterstobuild asystemtohelp manage healthcare 68721 client disputes.

Simmons &Simmons Developed atool to help clientswith Mifid II compliance. It canbeused to project-manage the process and is 67 821 accessible to non-legal colleagues.

Tools4Legal Createdtools formultinational companies to manage high-volume corporategovernance, real estateand data privacy work. 77721

22 Human Resources

Innovation in HumanResources y tion t va e tionale tal Firm or Originalit Ra Impac To inno sc

Standout Hogan Lovells Developed anew leadership training model, designed to change mindsetsand behaviour,inassociation with the Saïd 89825 Business School at the UniversityofOxford. The experiential programme includes modules on neuroscience and mindfulness, theatre and archetypes. The firmhas also sought to introducea“thinking environment”approach, developed by coach Nancy Kline,tosupport emerging leadersand encourage all staff.Graduates of the programme areasked to nurturenew entrants. The firmsaysthe resultsare already being demonstrated, with better collaboration acrossoffices and practice areas, and ultimately abetter experience forclients.

Lewis Silkin The firm’s“Rockhopper”service enables experienced employment lawyerstowork remotely and part-time forclients 88824 which on occasion canbeat50per cent of the usual cost.The service mainly covers routine matters.

Linklaters Using crowdsourcing over a72-hour period, which provided it with robustinternal consultation, the firmimproved its 88824 lawyers’ work-lifebalance by devising ideas such as sabbaticals after three and six yearsofservice.

Bird&Bird Tapped intoanunderused resource and trained itspersonal assistantstotakeonclient relationship management.The 88723 programme is nowexpanding to other functions.

Highlycommended AddleshawGoddard Set up apractical and varied two-week placementprogramme to help lawyersre-enter the legal profession after 78722 having children.

Arthur Cox Introduced ashared parental leavepolicy,allowing fatherstotakepartofthe 26 legislated weeksofmaternityleave if 88622 mothersreturntowork earlier with full pay.

Ashurst In amovetoremove gender and other kinds of bias in the distribution of work to associates, the firmintroduced asystemthat 78722 provides an equal platform forcareer development.

CMS/TheInterLaw DiversityForum Twoinitiatives from CMS and the InterLaw DiversityForum, abody of LGBT networks, are 87722 pushing the diversityagenda forward. Theyinclude aphotographyexhibition (supportedbythe FT)and best-practice diversityadvice forprofessional service firms.

Linklaters Astructured approach to work allocation with dedicated resource managersand customised software is helping the firm 78722 provide fair opportunities to associates.

PinsentMasons The firmhas improved gender diversityatpartner and management levelthrough shared parental leavepolicies, 68822 fixed-termmanagement positions and insisting recruitersgivegender-balanced lists.

Commended CMS Changed the physical space and wayinwhich technology is used by lawyersand visiting clientsinthe firm’snew offices 77721 in London.

DWF Initiatives to support staff in their parental leave meant DWFwas the only lawfirmranked in the top10of the 2015 TopEmployers 77721 forWorking Families survey.

HoganLovells BaSE is atraining programme forentry-levellawyers to buildtheir commercial skills through advising social 78621 entrepreneursand small and medium-sized enterprises.

Linklaters Amultifaceted programme wonthe firmattention as one of only 11 UK government-recognised Social MobilityBusiness 68721 Compact“champions”.

Matheson Twohighly inclusivetraining programmes areincreasing collaboration in the firm. 77721

VdA Developed aunique statistics-based research approach to determine whether gender is apredictor of lawyers’ potential 78621 performance in the firmand concluded that it wasnot.

23 Millennials

No morelonghours Working aroundthe clock for high payand statusisnot what motivates manyyoung lawyers today. By Aime Williams

ecomingapartner says millennials are more at their lawfirm interested in people than in ‘Lawyers arerisk-averse; in most has long been the money,prefer collaborative firms yousit at your desk and you Bprize for young working structures and lawyers. Along with high value being able to work getthe same salarywhether you pay, it wasthe enduring irregularhours as it suits incentivetoworkgruelling them. Millennials in the law do badlyorwhether youdowell’ hours and perform mundane are rebelling to demand a tasks. But ageneration of better work-life balance — course, well paid, so among apparently leavesmillennials trainees want something and influencing those more junior lawyers and trainees cold, however. NicoBeedle, different; the partnership senior to them too. there is the feeling that ayoung partner at boutique track has ruptured. One millennial, whoquit we’rewell paid for areason lawfirm Merali Beedle, Manymillennial lawyers her job at aMagic Circle —ie, to be in the office says he disliked the lack of are tired of the 24/7 work lawfirm to become aski whenever needed.” financial incentiveathis culture and are inspired by instructor,described her The payisindeedhigh. The previous employer, an the gig economy, exemplified work as atrainee as Financial Times reported in international lawfirm. by the likes of ride-hailing unsatisfying and seemingly August that newly qualified “Lawyers are risk-averse; in app Uber and room-rental pointless —afeeling that British lawyers workingfor most firms yousit at your website Airbnb. Income may wasmade worsebythe long US firms inLondon could desk and youget the same be more sporadic but earning hours. “You get left alone start on £135,000. Even a salarywhether youdobadly it will not involvebeing tied to do mundane stuff alot, typical Magic Circle starting or whether youdowell,”he to adesk during fixed hours. literally in asmall room on salaryis£85,000, more than says. This philosophyis your own, surrounded by three times the national The firm Mr Beedle now borneout by areport from boxesofdocuments to sort average UK wage. works in employs its lawyers consultancy Deloitte, which out,”she says.“Youare,of High payfor thesakeofit on aconsultancy basis,

24 lawfirms have begun to whowilladvance very takenote. Indeed, they are quickly in our conventional filtering this millennial- structure.’” attractiveapproach The set-up allows some throughout their business. lawyers to livealife away London-based from the hubbub of London. employment lawspecialist Senior Lewis Silkin lawyer Lewis Silkin has created Denise Tomlinson works Rockhopper,alow-costlegal remotely from the south advice service. It is staffed by of France. She describes “a Nico Beedle prefers lawyers whohave optedfor a big attitude shift” in legal the flexibilityof working on a better work-lifebalance than circles and anewfound consultancy basis is usually demanded by the respect for those whoare firm, in exchange for acut to —inthe millennial style— their pay. The firm says it has “not motivated by status or which allows employees to volatile pay, or do youwant provedexceptionally popular money”. have full control over the to givemoreofyourlife to a with staff. “It used to be that if you hours they work in exchange big firm and get astraight-up “It surprised us that some were aseniorlawyerof10 for afluctuating salary. The stable salary?” he asks. of our great lawyers asked years-plus whohadn’t made trade-off,hesays, is between Consultancy EY has found to move to the Rockhopper partner,you were seen as the safetyofafixedwage and that millennials maybemore programme,”saysJames abit of afailure,”she says. the freedom of flexible likely to choose the former Davies, joint head of the “Whereas nowthere’s abit working. “Is it more option —they prize flexible firm’s employment law more of an understanding important to youtoget more working more than anyother practice. “Wethought, ‘Hang that not everybodywants to life in exchange for more generation —and traditional on, you’re oneofthe people be made partner.” I

25 Young Innovators

Anew generation of original thinkers Lawyerswho have grown up withrecentindustries can offer freshinsightsintotheir needs.ByReena SenGupta

he FT’slistofyoung legal innovators is drawn from lawyers Tworking in-house or in private practice. The candidates come from new sectors, such as digital media and financial technology, but also from an organisation, the Crown Estate, whose historystretches back nearly one millennium. The judges chose Lise Damelet as the overall winner for her achievement in the particularly hard task Luís Roquette of convening thinkers and Geraldes, lawyer, starting an incubator to Morais Leitão, Galvão push for change in France’s Teles, Soares da Silva & conservativelegal market. Associados Recognising young Luis Roquette Geraldes innovators in this year’s launched Team Genesis, report, we payaposthumous which supports technology tribute to lawyer Mark start-ups in their early stages. Hornor,who championed He leads ateamof13lawyers legal innovation at Vodafone with ambitions to help and Axiom. Mr Hornor expand Portugal’s start-up drowned in July trying to and venture capital sectors. save his young daughter Team Genesis clients have Mina when they were swept provided work fornearly 50 away by wavesonafamily of the firm’s lawyers. trip to Hawaii. Ali Ramadan, partner, Bird&Bird Winner Lise Damelet, Panos Giannissis, RobBooth, Ali Ramadan is co-creator senior associate, Orrick partner,Giannissis & general counsel and of Bird &Bird’sDigital Rambaud Martel Partners companysecretary, Growth Accelerator,which Lise Damelet is co-founder When capital controls were the CrownEstate helps early-stage technology of the ParisBar Incubator. imposedduring the Greek On joining the Crown businesses growfaster by The group wasset up in financial crisis last year, Estate in 2012, Rob Booth enabling them to access 2014 to foster innovation, Panos Giannissis helped helped to expand the energy commercial and legal support legal start-ups and clients to stayinbusiness portfolio of the British support and further funding. connect lawyers, academics by converting some of their sovereign’s public estate. Mr Ramadan has also led on and legal directors to plan working capital to bitcoin, He then started working ajoint venture betweenthree and campaign for change in the virtual currency.He with the chief executive, entertainment companies the profession. Its projects also led the development Alison Nimmo, to overhaul to establish aone-stop shop include lobbying for legal and implementation of the the 950-year-old company’s for music licensing across partnerships in France to be information systems at governance, executive and Europe, covering more than opened up to non-lawyers. his firm. committee structures. 250,000 songwriters.

26 KerryWestland, access finance products senior manager, designed for larger AddleshawGoddard companies and on the KerryWestland broke emergence of online with standard practice in peer-to-peer lending 2014 when she opted to platforms in Europe. spend her training period on AddleshawGoddard’s Sara Blanco de transactional services team, Morais, managing rather than going through associate, PLMJ the traditional rotation. Described by clients as She wasresponsible for entrepreneurial and streamlining the firm’s tenacious, Sara Blanco de operations. Morais put on aconstruction hard hat as part of her Jeremiah Wagner, legal work for abankrupt partner,Cadwalader, Portuguese client, which had Wickersham &Taft met several obstacles when Jeremiah Wagner has trying to sell alandholding. focused on the alternative She secured afive-fold finance sector since the increase in the sale price of financial crisis. He has the land. I worked in particular on developing affordable ways RESEARCH&AWARD SUPPORTED BY for smaller businesses to ROSEMARYMARTIN

27

Culture

Innovation in Culture, Brandand Strategy y tion t va e tionale tal Firm or Originalit Ra Impac To inno sc

Standout Schillings It is not easy foralawfirmtoreinvent itself:the professional values and status of being alawyerare deeply ingrained. 89926 However, Schillings has had to change as partofits strategy to become amultidisciplinarypartnership,focusing on reputation risk. By 2017,half itsstaff will be non-lawyers. It has broken down itsgoals intosmall steps, which staff takeafter consulting abookoftenets. The firmhas also movedtoflexible working, wherenoone has adesignated desk or office. The result is anew-style legal, technology and risk business.

King&Wood Mallesons Used the Hu TrustModel, acorporate framework,toenhance lawyers' understanding of the firm's brand 89724 and develop client relationships.

Berwin Leighton Paisner Systematically mapped out howthe firm's practice groups work together;this has increased profitabilityby 88723 client and collaboration between lawyers.

McCann FitzGerald Comprehensively refreshed the firm’sstrategy,based on 160interviews with clients, focusing on concreteactions 78823 rather than early press releases.

Highlycommended A&LGoodbody Increased transparency and communication levels through an extensivefeedback programme with graduates, 68822 employees and clients.

Allen &Overy Implemented anew measurement framework to testwhether itsadoption of certain values forwhich it wanted to be 68822 known —“advanced thinking”and innovation —werereflectedininternal and external perceptions of the firmfiveyears on.

DWF Got itslawyers to co-design technological solutions with experts and then quickly test them. This means that the firm, in 78722 connection with alegal start-up,has trained itslawyers and clientstobemoretech-savvy.

PinsentMasons Improved itsapproach to client relationship management from junior lawyer upwards; noweach client has aformal 78722 business plan that cutsacrossall parts of thefirm.

Shoosmiths Held an unusual roadshowtopopularise the firm's strategy of collaboration by asking staff to work together to create 87722 brand strategies forcontroversial individuals such as Donald Trump and companies such as AshleyMadison, the online dating site.

VdA Implemented astrategic reviewthat involved everymember of the firm, starting with apollofindividuals’perceptions of the 88622 companyand ending with clear goals foreveryone.

Commended Dentons Createdacrowdsourcing projecttoengage 1,700lawyers and staff acrossthe firm's European offices to design anew 78621 intranet.

PLMJ An employeeengagement programme to enhance cross-selling and breakdowncultural barriersacrossinternational offices, 78621 using an unusual format that involved passports,indigenous cuisine and interactivesessions.

PwCTax &LegalServices Newjoinersattend three workshops wheretheyare taught to think creatively about solutions to business 77721 challenges and become moreinnovative.

30 Efficiency

Innovation in Resourcing andEfficiency y tion t va e tionale tal Firm or Originalit Ra Impac To inno sc Standout

AddleshawGoddardand DWT The firm, in collaboration with US lawfirmDWT,handles 10 per cent of Microsoft’s global procurement 98825 contracts.Lawyers nowdealwith these forafixed feeand have managed to cut costsfor the companyfromanaverage of $302per hour to $237per hour within ayear. The firmalso createsbusiness analyticssothe in-house team canbetter manage demands forlegal support. Microsoft,which has used legal process outsourcersfor routine work,considers this the next stage in outsourcing legal work.

Linklaters The firmsaved 4,000 hoursthrough legal document automation and used artificial intelligence and process improvements. 78924

NautaDutilh Createdthe Lean Academytotrain staff in Lean Six Sigma methodology,tomakeimprovementsinlegal processes. 88824

Eversheds Ignite, anew managed legal service, allows companies to outsource all their day-to-day legal work at afixedfee. 68923

Shoosmiths Createdafour-partservice to help companies with flexible resourcing and commercial contracting forafixed price. 88723 Highlycommended AddleshawGoddard Designed workflows to allowthe transferofover15,000 properties to the National Grid network in recordtime. 68822

Ashurst Combined legalanalysts andprojectmanagementexpertswithlegal technologyexperts to deliver solutionstothe firmand clients. 78722

DLA Piper Aservice deliveryfunction includes legal projectmanagement,aflexible lawyering option and an outsourcing centreinLeeds. 68822

McCann FitzGerald Pioneersofediscovery in Ireland, the firm has createdadatainvestigations group which reviews documentsfor clients. 78722 Commended Morgan, Lewis &Bockius Set up adatacentreinLondon to leverage the firm's US edata team and manage data privacy issues. 77721

Sekri Valentin Zerrouk The firmfields teams of up to 35 lawyersdrawn from different lawfirms, working together off avirtual platform. 77721

31 InnovativeIndividuals

Tech trailblazers Many of this year’stop 10 are pioneers exploiting technologytorevolutionise their firms and the legal world

his year’s 10-strong shortlist for most innovativeindividual Twasdominated by those using technologyto change the practice of law. The judges were impressed by Karl Chapman, chief executiveofRiverview Law, which has produced Kim, a “virtual assistant” that helps in-house lawyers manage new instructions and process their work. Another strong contender wasDavid Wakeling of Allen &Overy, apioneer of automated legal drafting, part of the trend towardsfreeing lawyers from repetitivetasks. But the most impressive legal technologist, and the winner of this year’saward, wasCharlotte Stalin of Simmons &Simmons —not, thejudges felt, one of the most innovativefirms in the past, but seventh this year in the FT 50 ranking. Ms Stalin is best-knownfor the Navigator legal technology tool, which has been widely adopted. Her next project, inevitably,isaBrexit transition tool. Also impressivewas Keith Winner Ms Stalin is the force Schilling, the defamation CharlotteStalin, behind manyofthe firm’s specialist whosaysone of his Simmons &Simmons market-leading regulatory proudest achievements was Charlotte Stalin joined tools. This year she launched representing model Naomi Simmons &Simmons in MiFID2 Manager,which will Campbell when she wonher 2006 as apartner in the help the firm’s lawyers and privacy claimagainstthe Daily financial services regulation clients manage the complex Mirror —the first successful practice, after workingat compliance process relating such claim in England. He in Sweden to the second iteration of the has transformed Schillings and London. She set about EU’s Markets in Financial into amultidisciplinary thinking of new ways to work Instruments Directive, which partnership, incorporating with clients, most notably an comes into force in 2018. cyber-securityspecialists and online service providing Clients sayitstandsout aformergeneral, to protect regulatoryguidance to fund from similar initiatives reputations and privacy in a managers. It waslaunched as because it not only provides social media age. Navigator: Funds, providing information but can also Michael Skapinker,chair of information to clients on a help guide non-legal users the judging panel subscription basis. through the process.

32 BernardO’Connor, Cypriot cheese producers to Nctm Studio Legale the EC for “protected Describing himself as atrade designation of origin”status lawyer with apenchant did not initially include for agriculture, Bernard northern Cyprus producers O’Connor has created of the same cheese, which interesting specialisms for they call Hellim. Northern himself.One is expertise Cyprus is not recognised as in geographical indicators, part of the EU,but Mr which identify products as O’Connor’sarguments helped from aspecific region, such the Turkish producers’ as Champagne. claims for inclusion to be His background in more agreed by the EC in July 2015. than 100 trade cases for the He says being aslow European Commission made reader helps when dealing him avaluable asset for with complexlegal and Turkish Cypriotfarmers in political challenges because the Halloumi cheese case. he comes up with arguments The application of Greek and ideas others might miss.

Akber Datoo, managers, providing strategic D2 Legal Technology consulting and technology After starting his career to manage capital markets developing new trading legal documentation. Mr platforms at UBS, Akber Datoonow workswith Datooretrained as alawyer their in-house legal teams to bring his data and to develop what he calls “a technologyskills to the law. legal data domain”and give Mr Datoowas an associate legal departments asimilar with Allen &Overy between level of control over their 2005 and 2010, before leaving contracts and opinions as in 2011 to set up D2 Legal client and product teams Technology. Most of the have traditionally had over business’s 65 employees are their owndata. His services senior lawyers with capital are helping in-house lawyers markets experience, whoalso understand the valuethey understand computersystems. can bring through not just D2 Legal worksfor the lawbut also data and investment banks and asset systems.

David Wakeling, legal advice in numerous Allen &Overy jurisdictions. Derivatives and structured Using off-the-shelf finance lawyer David software, he designed a Wakeling used time away solution that allowedjunior from his usual work last year lawyers to do the coding to address aproblem clients themselves, inputting rules were only starting to and regulations from around anticipate. Contemplating the globetocreate the firm’s new regulationsfor the global MarginMatrix system. over-the-counterderivatives Nowthat the majorityof market, he realised the the legal work could be done impact they wouldhave on using technology, the firm big banks. Newmargin rules partnered with Deloitte to mean banks will have to apply the consultancy’s renegotiate contracts that people and processes to the could include up to 10,000 remaining drafting and counterparties and require negotiations work.

33 InnovativeIndividuals

Karl Chapman, More recently Mr RiverviewLaw Chapman has led the firm’s After studying lawand transformation into a starting out in investment technology-based business. management, Karl He formed apartnership Chapman embarked on an with the Universityof entrepreneurial career based Liverpooltodevelop a on recruitment, training and proprietarycognitive human resources businesses. computing program and Only after 25 years did launched it through a Mr Chapman join the law, US-based business, Kim setting up Riverview Law Technologies. The program in 2011. He has steered its powers Riverview’slatest managed services business products —virtual assistants from focusing on clients that help in-house lawyers among small and medium- to manage new instructions, sized businesses to serving workflows and the the FTSE 100. automation of some tasks.

Jeroen Zweers, “digital building” facilitates KennedyVan der Laan better service with asingle Jeroen Zweers is innovation repositoryofknowledge. director at -based Dutch Legal Tech, which Kennedy Vander Laan, which Mr Zweers co-founded is behind the NikeAlliance, a in 2015, is aplatform to network of lawfirms that connect lawyers, academics, collaborate to handle the publishers, entrepreneurs, sportswear brand’slegal developers and policymakers. work.MrZweers has moved It organises events, from the alliance from agrouping meet-ups to awards, to of 33 firms in 22 jurisdictions encourage Dutch legal to avirtual European law professionals to innovate. firm working on ashared This year,MrZweers online platform. At anyone co-founded Legal Pioneer, time, Nikecan see workflows, anetwork that links legal billing and whether teams innovators in the UK, Hong are available for work. This Kong, Germanyand India.

Magda Cocco, advising on the inception and VdA implementation of numerous Apioneer in aerospace and projects to develop the TMT telecommunications lawin industries in these countries. Portugal, Magda Cocco is Her industry-focused one of the partners in charge approach to international of VdA’stechnology, media growth is one colleagues at and telecoms (TMT) practice VdAhave followedtoexpand and the head of privacy,data their ownpractices into new protection and cybersecurity markets. practice at the firm. Ms Cocco has also helped Ms Cocco has expanded develop VdA’saerospace the TMT group to African lawpracticegroup,the jurisdictions such as first in Portugal,where her Cameroon, Comoros, Gabon, work has included drafting Madagascar,Namibia space policies and satellite and Mali. She has also led contracts, and clarifying legal multidisciplinaryteams, issues regarding drones.

34 Mark Nicolaides, with Basel II capital Latham &Watkins requirements and achieving a Deep knowledge of capital breakthrough in an impasse markets, an abilitytograsp over the restructuring of the dynamics behind the Punch Taverns. rules governingthem and the This year’s report skill to articulate avision that recognises his work for all parties to atransaction Mortgage Leasing Solutions can support have helped to acquire and lease back Mark Nicolaides to achieve 2.6m iPhones from mobile numerous firsts in the operator Sprint. The deal structured finance industry. allows mobile phone carriers Over eightyears,Mr to monetise the value Nicolaides’workhas featured lockedupinmobile phones in the FT’s Innovative currently being used by Lawyers reportsfor customers and in the value innovationsinpensions, of theirshort-term leases for helping bankstocomply the first time.

Keith Schilling, and privacy from the Schillings incursions of social media. After 35 yearsinmedia In doing so, he envisaged a and defamation law, Keith service clients did not yet Schilling has spent the realise they needed. “Where past three yearsmoving in the past the powerto hisfirm from one that dethrone the successful layin solely practised lawtoa the hands of awell-resourced multidisciplinarypartnership few,today anyone with an that includes technologists, iPhone and aTwitter account cyberexperts, risk managers can start the ripple that and intelligence personnel. turns an incident into an He had concluded that in indictment,”MrSchilling says. the digital age his clients The new Schillings is would increasingly need transforming itself into an an integrated service to international reputation and defend their reputation privacy consultancy.

Pamela Thompson, seize opportunities presented Eversheds by regulatorychange. With extensiveexperience As joint head of the in the investment funds investment funds and management sector, asset management team at Pamela Thompson has been Eversheds, Ms Thompson involved in numerous firsts advises the Financial that have influenced its Conduct Authorityand infrastructure. HM Revenue and Customs. From thefirst offshore Her team wasalso the only investment trust in the 1990s, lawfirm practice consulted to this year’sauthorised by HM Treasurytodiscuss contractual schemes (the the competitiveness of UK’sfirsttax-transparent UK-listed companies fund structure), Ms for asset managers, Thompson has helped to culminating in the Treasury’s create manyproducts and investment management services that allowclients to strategy. I

35

In-house

Spirit of enterprise

In-house nnovativebusinesses, growthe crowdfunding developer King Digital new or old, require market in Europe. Over the Entertainment as general lawyersinnew adifferent kind of past twoyears, they have counsel in 2012 as part of Iin-house lawyer. developed mini-bonds to alegal team of two. The industrieshave Across the diverse range of allowthe public to fund creator of the mobile game showngreat companies represented in small businesses through Candy Crush Saga has since this year’sreport, general debt and created due grown rapidly: revenues of entrepreneurial counsel are making diligence processes to attract $160m in 2012 jumped to technologycentral to how professional investors such almost $2bn the following flair.ByYasmin they work and are often more as venture capital funds year.Itnow has half a Lambert willing to takerisks. to co-invest alongside the billion users and Mr Miller’s In-house lawyers in new public. Crowdcubegeneral primarytask has been to businesses are not only counsel Paul Massey says: build ahigh-performance adapting to the opportunities “The legal team has been legal team to support this of emerging technologies and central to opening up expansion. When hiring, Mr industries but are creating that market, as manykey Miller says:“Engagement them. Lawyers at five- questions big investors like and motivation are most year-old fintech company venture capitalists had were important: Ifocus on smart Crowdcube, for example, legalones.”The platform lawyers, but the real keyis have helped launch and has raised funds for more that they have apassion for than 400 businesses or the business.” projects from more than The top-ranked teams this 300,000 investors. year come from larger,more Nokia’s Maria Compliance and legal established yetinnovative Varsellona (winner of staff are important to the companies going through the Innovative General company’sgrowth and transformations. Counsel award) helped Mr Massey nowworks Hewlett-Packard’slegal lead negotiations to more closely with the department managed the buy Alcatel-Lucent business’s customers, separation in 2014 of the the entrepreneurs, to technologybusiness into support them from initial twoFortune 500 companies, fund-raising to an exit. using deal-management Crowdcubehad its first exits tools developed by its last year as car hire company mergers and acquisitions E-Car Club wasacquired team. The new Hewlett by Europcar and Camden Packard Enterprise legal Town Brewerywas bought team nowfocuses on more by multinational brewing complexworkbyadopting group AB InBev. a“lighttouch”approach to While lawyers have customer contracts. This traditionally been valued means lawyers manage fortheir expertise, the highest-priorityrisks this new generation of in adealonly,rather than in-house lawyers has focusing on the details. more in common with Meanwhile, computer entrepreneurs. Mr Massey maker Dell’slegal team has and his team look to the developed “Smart Risk- latest technological advances taking”,aprogramme to such as blockchain to spot provide guidance for lawyers opportunities for new to takealess conservative products. They also have view on legal risks, an influential public role, encouraging them to use data shaping regulation and and exercise creativity. I raising market confidence. After building legal teams RESEARCH&AWARD SUPPORTEDBY at eBayand Skype, Robert Miller joined video game

37 In-house

In-house INNOVATIVE GENERAL Total Firm /40 COUNSEL Most innovativeEuropeanin-house teams

Hewlett PackardEnterprise Managed the European side of the biggestcorporate separation in history 36 and continues to transform the business, developing newtechnologies and pioneering a"lighttouch" approach to contracts.

Crowdcube Introduced adue diligenceprocess and newfinancing products to open crowdfunding to venture 35 Winner Maria Varsellona, chief legal officer, capital investorsand abroader market. Nokia Nokia Drovethe recent acquisition of Alcatel-Lucent and set up ajob swap with lawfirms to further develop 35 Receiving an outstanding review from her chief in-house lawyers. executive, Maria Varsellona helped lead negotiations to buy Alcatel-Lucent, realising value from that Dong Energy (UK) Transformed the structureand cultureofthe legal team and developed legal frameworksto 33 help the business become amarket leader in offshorewind power. transaction much earlier than expected through elegant legal innovation. Funding Circle Worked with regulators to redefine digital lending lawand on newmodels to provide alternative 33 funding to European small and medium-sized businesses. MaaikedeBie, general counsel, RoyalMail With aprogressive, tenacious and personable GE Capital International Managed morethan 400 transactions across40jurisdictions to achieve the first-ever 33 solvent corporatereorganisation to allowGECapital to be de-designated as asignificant financial institution. leadership style focused on changing the culture of the legal team at RoyalMail, Maaike de Bie aims to Teva Pharmaceutical Industries The team areseenaskey strategistsand revenue generators, regularly 33 ensure her team are businessadvisers with vision. identifying newbusiness lines, newwaystodobusiness and quicker paths to launch products. ThierryBuytaert, general counsel, British Business Bank Built alegal team from scratch to establish the first economic development bank in the 33 UK,developing anew governance model, corporatecultureand financial products. Ageas Group Legal ThierryBuytaertwas instrumental in arranging afinal BT (PSI Team) Sitting wheretechnology and lawintersect, the team resolved knottylegal issues concerning 32 settlement with creditors of Fortis, the failed bank, privacy,dataprotection, investigatorypowers, human rightsand cyber-protection. after an eight-year litigation, while managing 10 King Digital Entertainment Lawyerssupportedthe creatorofCandy Crush Saga through aperiod of growth, 32 divestments and eightacquisitions in Europe and Asia. including multiple acquisitions and alisting on the NewYork Stock Exchange. BartGombert, European general counsel, WPP Helping abusiness in 112 jurisdictions with 180,000 people through public takeovers,50additional deals 32 Bain Capital and openings in Cuba, Myanmar and Iran. BartGombertisBain’sfirst European general counsel. eBay The legal team has led strategicpartnerships with Argosand iProbono,anewglobalshippingprogramme 31 He adds consistency without bureaucracy and has and the resolution of data privacy issues. created atransaction road map that gives colleagues accesstoguidance at different steps in adeal. State Street Global Advisors Transformed the legal team to give cross-business regulatory supporton 31 important issues and changes, and createdacentreofexcellence in to handle moreroutine work. Galit Gonen, senior vice-president and general T-Systems Playing akey role in business development forthe company, the team developed anovel 31 counsel Europe, Teva Pharmaceutical Industries partnership with fivelaw firms to promotethe T-Systems cloud, launched in February 2016. With astrongfocus on rights disputes, Galit Gonen builds effectiveteams that add Zurich InsurancePortugal The team has helped the companygain recognition as bestinclass in dealing with 31 newregulation and deliverstraining to other industryplayers on compliance requirements. competitive advantage in battles with other firms.

AccenturePortugal Guided the companythrough the largestbusiness process outsourcing transaction in 30 Paul Massey,general counsel, Crowdcube Portugal and identified client opportunities to manage their digital transformations. Paul Massey has helped the fintech businessscale up by introducing new products and runs alegal team Farfetch Acatalystfor the business, the team has led major acquisitions and helped the companycontrol risk 30 in itsglobal expansionand get to market faster. that can also charge for its services.

TheMinistry of Financeofthe Slovak Republic The legal team defends againstclaimsbrought by foreign 30 RobertMiller,chieflegal officer and corporate investorsand haswon all 11 cases it has handled. One case heardbeforethe European CourtofJustice has the secretary, King Digital Entertainment potential to change bilateral investment treaties between EU states. RobertMillerhas built another top legal team that supported the company in its $7.2bn New York listing Zoopla Property Group Enabled the property portal to buyuSwitch, apricecomparison website, and created 30 newmodels to partner with property technology start-ups. and more recently its $5.9bn acquisition by Activision Blizzard. In-house operational transformation Mollie Stoker,general counsel UK, Lucozade Ribena Suntory Dell EMEA The team changed itsapproach to purchasing external legal supportand improved risk 34 Mollie Stoker’scan-do style has helped build ahighly management,the latter through "SmartRisk-taking", itsown methodology to increase the consistency of legal opinions. visible andwell-regarded legal team from scratch. She sits on the board of the new soft drinks company. Royal Mail Afterthe RoyalMail's initial public offering, the legal team is leading the transition from state 34 ownership to publicly listedcompany. Charlotte Taggart, general counsel, Cabot Credit Management TheCrown Estate The legal team led the 950-year-old companythrough an executiveteamand governance 33 Charlotte Taggartisdescribed by her chief executive overhaul and strategicjoint ventures to enable it to grow. as high energy and creative. She has built the legal Galp Energia Made apreviously reactivelegal team intoabusiness partner and valuecreator,including 32 team as revenuegenerators and helped the making Galp aFTSE4Good Indexcompany. company to become the first Financial Conduct Authoritydebt collector. Knorr-Bremse Restructured the legal function to align with business service lines; the lawyersare nowcritical 31 to achieving the company's substantial growth target. Benedikte Leroy, vice-president EMEA, TheNavigation Company The legal team has initiated aproject to draft,monitor andmanage human 31 legal counsel, Dell resources agreements, which is being rolled out to other business functions. Established an internal innovation programme that generates and celebrates new ideas. Changes to Engie The team is activeinthe company's transformation and is critical to creating commercial relationships in 30 newmarketsand driving ethical processes. contract processes and its SmartRisk-taking scheme havehelped savemore than 20 per cent in costs.

38

Securitisation

use. “Howdoyou provide securityfor investors at the same time as allowing the huge complexityofthe Virgin Atlantic scheduling process to go on unhindered?” asks Michael Poulton, head of Freehills’ structured finance and debt capital markets practices. The solution wastocreate aspecial purpose vehicle —anentirely new airline, Virgin Atlantic International, that only ran flights between London and the Caribbean — which held the slots in trust and could issue bonds. In the event that Virgin Atlantic went bankrupt, the new airline would be able to take over the Heathrowslots and In search sell them to repayinvestors. This innovation allowed Virgin Atlantic to borrow from bond investors, including of liquidity from infrastructure funds that might not otherwise consider an airline, Mr Poulton says.“It is astructure that is specifically designed Banks’reluctance to lend has spurred law for the capital markets.”The borrowings that the company firms to find novelwaystohelp clients secured raised £220m for the whoneedfreshfunds. By Gavin Jackson purchase of new aircraft. Such aschemewould not be suitable forasmall company, since selling debt can carryhigh fixed costs. uringthe depths of lending in the eurozone and landing slots as debt Moreover, manyinvestors the financial crisis, returned to growth only in collateral has long been might be unwilling to buy manyEuropean March 2015 after three years astaple of airlines’bond small debt offerings because Dcompanies found of decline, according to the sales but had never been of the difficultyofselling on they could no longer rely on European Central Bank. successfully employed these bonds. Avoiding such banks for lines of credit. With But for lawyers, this shift in Europe. International problems required ingenuity. balance sheets under stress, represents an opportunity. Airlines Group, the parent PrimeRevenue is a banks were unwilling or Innovation in the structure companyofBritish Airways, US-based supply-chain unable to lend to companies. of securities allows lawyers’ attempted to launch such a finance platform that allows Manybusinesses decided, corporate clients to tap new bond in 2012 but withdrew it suppliers to trade their therefore, to bypassthe banks sources of funding for credit- because of its complexity. In sales invoices foradvance and go to the capital markets. constrained businesses. At 2015, Virgin aimed to become payment. The company In 2009, €305m wasraised in the same time, new forms of the first European airline to wanted away for the invoices the European corporate bond lending, often online, create borrowagainst its slots at to be securitised and thus market, twice the amount legal challenges to be solved. London’s Heathrowairport. be tradeable in the capital in either of the previous Businesses nowhave many Borrowing in this wayis markets. twoyears, according to data funding options beyond tricky,saysHerbert Smith Securitisation is ameans provider Dealogic. bank debt and maybealittle Freehills, which acted for of packaging together Even though the crisis is equity, says Lucy Tarleton, Virgin. An airline does not small loans into abigger, over,banks have spent the director of capital markets at ownand can lose its take-off standardised, bond-like past few yearsbuilding up consultancy PwC. and landing slots if it does security; the loans are then their owncapital, leading Virgin Atlantic, the airline, not use them or if it fails sold on to investors. The to this reduction in lending prompted one innovation. to comply with the many practice wascommonbefore becoming entrenched. Bank In the US, using take-off regulations that govern their the financial crisis as a

40 means for banks to fund their circumvent capital controls Newforms of lending, often online, lending, but has declined imposed by the Greek in recent years because of government in the summer createlegal challenges to be solved regulation aiming to prevent of 2015. The scheme involved arepeat of the 2008 crisis. the currency as collateral The challenge for lawyers to allowthe client to buy at Baker &McKenzie wasto products from overseas while to expand. The sector has of bond that allowedfor adapt PrimeRevenue’s US the restrictions on capital grown dramatically over high-volume issuance with business for Europetoaccept movement were in place. the past few years as these total principals of just amorediverse range of Once these had been lifted, sites step into the space €5,000 perbond. invoicing arrangements and the client could convert the vacated by banks; in the UK Europe’sbanks are attract awider range of bitcoin back at apredefined alone the valueofloans and gradually coming out of investors. The lawfirm’s rate. This allowedGreek investments made on P2P their decade-long funk answer wastocreatea companies to continue and crowdfunding sites grew following the financial crisis, Luxembourg-based special trading as before despite the 84 percent in 2015 to £3.2bn, but the worldhas changed. purpose vehicle with capital controls. according to the innovation The long-term impact of the multiple compartments to Amorecommon method charityNesta and the financial crisis has been to giveinvestors achoice of of using digital technologyto UniversityofCambridge. remakethe landscapefor debt securities to buy. raise finance is peer-to-peer Forstart-up CrossLend — raising finance. Banks will Technologyisopening up (P2P)lending through online which aims to match savers have to compete with, and other avenues for lawfirms. platforms that connect in low-interest-rate countries learn from, the innovations Giannissis &Partners, based investors and borrowers. with borrowers in high- that have sprung up in their in Greece, came up with The latter can range from interest-rate countries — absence. Forlawyers,that the idea of using bitcoin, those looking for aconsumer lawfirm Latham &Watkins promises even more new the electronic currency,to loan to businesses that want came up with anew type and interesting work. I

41 Securitisation

InnovationinSecuritisation y tion t va e tionale tal Firm or Originalit Ra Impac To inno sc

Standout HerbertSmith Freehills and Virgin Atlantic Airportlanding slotshavebeen securitised in the US, but neversuccessfully beforein 10 10 7 27 Europe. It has been difficult to monetise the slotsasanon-airline cannot ownthem and theyare governed by strictusage requirements. Lawyersovercame these hurdles forVirgin Atlantic by creating aspecial purposevehicle airline within the group to hold the landing rightsand atrust structureabove the SPV to create aliquid asset.The model helped Virgin Atlantic raise £220m of long-termdebt and established anew financing technique forthe broaderairline industry. Commended: John Nestel and Michael Poulton.

Baker&McKenzie Createdanew European insurance-backed structurefor PrimeRevenue to allowinvestors tofund small companies 99725 by investing in their suppliers’ payment obligations (invoices).

Highlycommended Cadwalader,Wickersham &Taft Worked on the securitisation of £130m of loans originated on peer-to-peer lending marketplace 88824 Funding Circle, helping small and medium-sized businesses. Commended: Jeremiah Wagner.

Paul Hastings Adapted amortgage-backed securitystructurefor property bridging loans, providing liquiditytothe growing 78823 short-term finance market.

Latham &Watkins Helped Mobile Leasing Solutions acquireand lease back 2.6m iPhones in adealthat monetises the mobile phones’ 77822 residual value and customer leases forthe firsttime. Commended: Mark Nicolaides.

42 Strategic Collaborations

Innovation in StrategicCollaborationsfor Clients y tion t va e tionale tal Firm or Originalit Ra Impac To inno sc

Standout

King &Wood Mallesons In ahighly unusual project, the firmwas asked to create the legal framework foradisruptiveeconomic innovation based on anew virtual currency.The ECOCapacityExchange enables companies to trade their excess capacity, in the form of available but unused goods and services. Transactions rely on the Enterprise-backed Credit Obligation (ECO), aunit of exchange supportedbyinvestment-grade multinational companies and based on traditional currencies. The aim is to circumvent volatile money 10 9827 createdbygovernmentsand stimulatenew sources of capacity-backed demand. The lawyershad to create amechanism forfacilitating barter-liketransactions using anew concept of money. Commended: TimBednall.

HerbertSmith Freehillsand Boeing DefenceUKStructured astrategic IT partnership agreement between Boeing and Staffordshire Police to facilitateaforce-wide IT transformation programme. Commended: Nick Pantlin. 99826

Highlycommended

Cooley Represented aconsortium of universitytech transferoffices to develop the legal framework forApollo Therapeutics, ajoint ventureand investment fund established by threeUKuniversities and three pharmaceutical companies to fund universityresearch into 88824 lifesciences. Commended: Nicola Maguire.

NautaDutilh Represented the World Wide Fund forNature, the National ParksFoundation of Bonaireand SeaTurtle Conservation Bonaireinachallenge to halt the construction of apier and establish public lawprinciples to preserve the marine park while balancing 79824 development goals. Commended: Berend Haagen.

AddleshawGoddard Createdaunique employeestock ownership plan to provide the client with the flexibilitytowiden the staff ownership structuretoachieve further engagement and incentives. Commended: Jonathan Cheney. 88723

Gowling WLG Developed an alliance agreement between Lambeth council, an NHS trustand volunteer organisations to provide better patient care in mental health. Commended: RobertBreedon. 87823

Pérez-Llorca Establishedajointventurebetween amedia group and astart-up accelerator with the aim of facilitating an “ads-for- equity” model, wherebystart-up companies in the joint venturecan access the advertising clout of the parent media companyin 78823 exchange foraportion of equity.

Simmons &Simmons Advised on acollaboration between six global pharmaceutical companies, the charityAlzheimer’s Research UK and the UK Department of Health to develop and launch the Dementia Discovery Fund, the world’sfirst investment fund focusing on 87823 dementia. Commended: CharlesMayoand MatthewPitman.

VdA Co-founded the cityofLisbon’s BoaBoa crowdfunding platform,aimed at improving investment in social projects and providing small companies with seed capital. Commended: Fernando Resina da Silva. 88723

Commended

Rousaud Costas Duran Advised on the creation of astart-up accelerator in Barcelona forMobile World Capital Barcelona, which wasstructured as apublic-privatejoint venturebetween the cityand aFrench incubator.Itwillassist30start-up projects with 77822 seed capital and advice.

Simmons &Simmons Advised GlaxoSmithKline, one of three pharmaceutical companies collaborating to establish Apollo Therapeutics, with the purpose of funding life-science research. 77822

PLMJ Advised GlaxoSmithKline, one of three pharmaceutical companies collaborating to establish Apollo Therapeutics, with the purpose of funding life-science research. 78621

43 Restructuring and Speed

The need for speed

Lawyers have cut months —orevenyears —off theirclients’ cases with some lateral thinking. By DavidRobinson

Greek tragedy have been exhausted,”says circumnavigated the legal exercise,” Mr Grant says. Mei Lian, apartner at obstacles that were delaying The offer wasmade to averted Shearman &Sterling, which the swap, allowing the offer bondholders in October 2015 acted for Piraeus Bank. to proceed without delay. and settled in December. In summer 2015,Piraeus Bank, Lawyers at Shearmans and “The novelstructure It allowedthe bank to Greece’slargest lender by Allen &Overy,which acted enabled Piraeus to give raise €600m in capital by assets, needed to raise for the investment banks investors the option to converting existing liabilities €4.9bn. In common with appointed by Piraeus, participate in the equity into new equity. Moreover, other large lenders in the including Deutsche Bank, capital-raising at afuturedate it meant €2.7bn of state aid country, it had failed the UBS and Credit Suisse, without the requirement for could be granted to Piraeus European authorities’stress examined the EU Prospectus aprospectus to be published Bank. As aresult, Piraeus tests. It had to meet tough new Directive, which dictated the at launch. This allowedthe avoided resolution (a process capital requirement targets content and processfor bank to launch the exchange of managed failure)and with or face beingwound up. getting aprospectus offers well in advance of the it the risk of contagion across Piraeus’s wish wasto approved. They identifiedthat actual equitycapital-raising the Greek economy. I launch adebt-for-equity the requirement only applied swap. However, EU rules to an offer of “transferable” dictatedthatsince many of securities. the bonds were held by retail “Welookedatthe situation Greek bank investors, the bank needed with fresh eyes,”saysTom customers queue to put together an approved Grant, apartner at Allen up during the prospectus —which can &Overy.“We found an crisis in July 2015 takemonths to prepare. It innovativeway of buying wasaluxuryPiraeus could time so that the commercial not afford. Indeed, sinceits objectives of the client to largest competitorswanted go to market immediately to launch similar swaps and and compliance with the Piraeusneeded to raise more legal regime could both be capital than they did, it hadto achieved.” move fast. Allen &Overy came up “Had we come to market with the idea for aholding late, investor appetite for instrument —anon- Greek bank shares might transferable receipt —which

Taxing times “It came as asurprise to review proceedings in the applied to foreign portfolio manypeople,”saysNick Castleton case, the source of investors. Simmons then In spring lastyear, the Skerrett,headofcontentious the “rogue”ruling, as secured asupreme court order authorities in India decided tax at lawfirm Simmons & Simmons calls it. Mr Skerrett binding the government to its to levy atax on international Simmons. Moreover, the tax then put together agroup of stated position. funds holding Indian authorities wanted to apply it supporters, including “Our approach reduced the securities, which would have retrospectively for up to seven industryassociations, asset litigation timetable from 20 made investors liable for years. There waslittlehope managers and banks, to fund years to less than 12 months,” $6bn across the industry. of aswift judicial resolution. the action and share the Mr Skerrett says. Three years previously,the “Tax litigation in India is costs. The original verdict “Moreover, by reducing country’shigh court had notorious for being slowand waseventually overturned. the litigation stages to suggested this “minimum unreliable,”MrSkerrettsays. In September 2015, the one hearing and sharing alternativetax” could apply It can takeupto20years. government issued acircular the costs among multiple to foreign portfolio investors, Simmons hired aLondon- against the tax authority parties we were able to when the tax had been based Indian barrister and directing that the minimum reduce everyone’s individual intended to be domestic only. together they initiatedjudicial alternativetax should not be budgets.” I

44 Innovation in Speedand Process y tion t va e tionale tal Firm or Originalit Ra Impac To inno sc Standout Simmons &Simmons TheIndian tax authorities' minimum alternativetaxation (MAT) on foreigninvestors has been an ongoing 99826 political controversy.The usual process forappealcould takedecades, with alow prospectofsuccess. Simmons &Simmons instructed leading Indian lawyer Harish Salvesothat litigation could be run from London, then intervened in an appeal to create atestcase to resolvethe point,bringing judicial reviewproceedings directly beforethe Mumbai High Court. Overall, the strategy reduced the litigation timetable from 20 yearstoless than one, and the controversy has been resolved with foreigninvestors no longer obliged to paythe tax. Commended: Nick Skerrett.

Allen &Overy Createdco-operation agreementsbetween receiversand liquidatorsduring the insolvency of marine-fuel company 89825 OW Bunker,allowing debtstoberecoveredwithout substantial litigation. Commended: JamesPartridge and PeterWatson.

Mishcon de Reya and Sainsbury’s Astrategy and process to streamline and expediteSainsbury's case againstMasterCardhelped it 88925 win the largestanti-competition awardinEuropean and UK history. Highlycommended Pinsent Masons Developed avoluntaryredress scheme forpotential litigantstosettleout of court, offeringanewway forcompanies 88723 to resolvemass consumer claims. Commended MayerBrown International Achievedanimportant clarification about the scope of a“governmental intervention creditevent”(aclause 87722 to help resolvefailing financial institutions) in the credit derivatives market in the first use of athree-week external reviewprocess.

Uría Menéndez Compelled Spanish customs authorities to disclose internal communications in ataxation dispute, winning the case 78722 and setting aprecedent. Commended: Miguel CremadesSchulz.

Weil, Gotshal &Manges Took anew procedural approach to acase involving millions of documentstodefend Ingenious from tax 78722 avoidance allegations.

Berwin Leighton Paisner Streamlined the planning permission process forthe Thames TidewayTunnel, involving 14 local authorities 67821 and 20,000 land interests. Commended: JamesGood.

InnovationinDriving Valuefor Clients y tion t va e tionale tal Firm or To inno sc Originalit Ra Impac Standout Gowling WLG Technology companyDyson discoveredcounterfeit copies of itsbladeless fans were being made in within six 89926 months of the product's launch. The copies were being distributed to over 50 countries, presenting athreattoDyson's product and itsinvestment.Toaddress this, lawyersdeveloped acentralised and efficient approach to defending Dyson's intellectual property (IP) rightsglobally.Using internet monitoring and astrategy to coordinateanetwork of local counsel from the UK,the Gowling team has substantially reduced IPinfringement by finding the fake manufacturersand interrupting their global sales. Commended: Kate Swaine and Gordon Harris. A&LGoodbody Overturned an Irish high courtdecision on atestcase on the impactofthe Euribor and Libor benchmarking 88925 scandals, enabling client ACCLoan Management and other financial institutions to recovermoneyfromdefaulting borrowers. Commended: Enda Hurley. Highlycommended 20 EssexStreet In acase relating to claims brought by 16 retailersalleging Visa had artificially inflated fees,aQC at the chambers 88824 convinced the courtthat claims dating from 1977 to 2007should be time-barred.

Freshfields Bruckhaus Deringer Represented CVI, afundmanaged by CarVal Investors, in the “Lehman Waterfall” litigation after 88824 the collapse of Lehman Brothers, setting aprecedent forhow creditorsare paid in the event of asolvent administration or liquidation. Commended: KenBairdand Christopher Robinson. Commended Hogan Lovells Received judgmentstorecover$1bn allegedly embezzled by Russian banker Sergei Pugachev, ensuring assetsheld in 88723 offshoretrusts mustbedisclosed. Dechert Achievedapartial annulment of an arbitration tribunal’sdecision, reducing damages the republic of Ecuador had to pay 78722 Occidental Petroleum by $700m. Hogan Lovells Structured the disposal and leaseback of partofthe BBC Media Village, saving the BBC £33m per year. 88622 PLMJ Devised astrategy forabankrupt client who wasalso amember of the EspiritoSantobanking family to convert arid land in 79622 Portugal into50parcelsofirrigated land that could be sold at significantly higher value.

45 Restructuring

InnovationinRestructuringand Re-organisation y tion t va e tionale tal Firm or Originalit Ra Impac To inno sc

Standout Allen &Overy Represented the deal managersinthe restructuring of Piraeus Bank during the 2015 Greek banking crisis. Faced with 99927 the challenge of persuading bondholderstoswaptheir debt forequityinadifficult market,theyhad to move fast.Because some bonds were held by public investors, anynew offer hadtobeaccompanied by an approved prospectus that would takeweekstoprepare. Lawyerscreated anew holding instrument to allowbonds to be traded forthe right to receivecash or equityonce the prospectus had been prepared, leading to asuccessful recapitalisation. Commended: Stephen Miller and TomGrant.

Eversheds Savedaniconic Midlands business, MIRA,through astrategy and deal that resolved itsliabilities to twopension funds 99826 without letting them fall intothe Pension Protection Fund.

Shearman &Sterling Navigated regulatoryand stateaid issues to guide Piraeus Bank through the largestand most complex 89926 recapitalisation undertaken in Greece. Commended: ApostolosGkoutzinis and MeiLian.

Highlycommended Akin GumpStrauss Hauer&Feld From 2008 to 2015,negotiated on behalf of creditorsholding $32bninbonds to restructurethree 79925 failed Icelandic banks. Commended: BarryRussell.

GowlingWLG Implemented an unusual strategy forMIRA Retirement BenefitsScheme to avoid insolvency and retain higher benefits 98825 formembersthan if it fell into the PPF.

Allen &Overy Drovethe transformation of the Co-operativeGroup's corporategovernance, winning supportfromaninitially resistant 79824 membership. Commended: RichardSlynn and WilloughbyKnight.

Cuatrecasas,GonçalvesPereira Helped stabilise Portuguese financial marketswith astructureand process to sell the retail business 78924 of Banif bank over asingle weekend. Commended: Maria Ricouand Manuel Ferreira.

King&Wood Mallesons Structured athree-parttransaction forPalamon Capital Partnerswhich provides anew model forthe private 88824 equitysecondaries market in Europe.

White &Case Represented the Icelandic bank Kaupthing on itsrestructuring, dealing with 15,000 creditorsinover100 countries and 88824 complexpolitical negotiations. Commended: Christian Pilkington.

Commended Avellum Structured adealtoequalise the value of MHP's and Agrokultura's assetsinRussia and Ukraine to allowaswapwithout 88723 additional paymentsthat would contravene EU sanctions.

Baker &McKenzie Ledand managed the restructuring of amultinational IT corporation to create anew operating model and reduce 88723 itsworkforce by 50 percent in Europe.

BonelliErede Invented and woncourt approval foranumber of newtechniques to restructureFerroli, creating newoptions forfailing 87823 companies in Italy. Commended: Paolo Oliviero.

PinsentMasons Represented BESTrustees pension scheme, connectedtothe failed Kaupthing bank,inthe first sale of pensions debt 78722 on the distressed market.

Garrigues The firmrestructured Jofel Industries during insolvency proceedings and in the face of dissenting creditors, combining 67821 restructuring toolsmeant fordifferent scenariosand newtoSpain.

SayenkoKharenko Restructured Ukreximbank's debt to ensure Ukraine met International MonetaryFund conditions to obtain 77721 financial support.

46 Mergers and Acquisitions

InnovationinMergers andAcquisitions y tion t va e tionale tal Firm or Originalit Ra Impac To inno sc

Standout Slaughter and May South African companyMediclinic International wanted to acquirethe UK-listed, Abu Dhabi-based hospital 99725 operator Al Noor,but could not get regulatoryapproval. Lawyerssolvedthe problem through areverse acquisition wherebyAlNoor acquired Mediclinic.Lawyers arranged complexbridge financing and aunique tender offer to allowAlNoortobuy acompanyeight times itssize. Mediclinic is nowaFTSE 100 companyand the largesthealthcareprovider in the Middle East. Commended: RobertInnes.

Freshfields Bruckhaus Deringer Managed competing shareholder interests and competition issues in 20 jurisdictions to allowclient 89724 AB InBev's $107bn acquisition of SABMiller.

Latham &Watkins Developed aunique settlement structurefor Sorin's merger with CyberonicstoformLivaNova.The deal involved a 89724 rare dual listing and initial public offering.

White &Case Createdanew joint venturegovernance structureand diligence process forIndustrial and Commercial Bank of China's 79824 acquisition of StandardBank.

Highlycommended Cuatrecasas,GonçalvesPereira When the sale of HeraGroup wasblocked by itscreditors,lawyers used abankruptcy pre-filing and 79723 newdealstructuretoensureitwent ahead.

GowlingWLG Combined public procurement and privateauction techniques to privatise acitycouncil'sasset while protecting the 78823 asset's future. Commended: David Vaughan.

Linklaters Advising SABMiller during itstakeoverbyABInBev, achieving six offer-price increases and ensuring that the board 79723 remained cohesive.

Skadden, Arps,Slate,Meagher&Flom Reconciled corporategovernance laws to merge Ares Life Sciences' French-listedbusinesses 88723 intoanewUKpublic company, Stallergenes Greer. Commended: Olivier Diaz and DannyTricot.

Wolf Theiss Createdastructurefor Obi to takeoverBauMax through 69 separatedeals and long-termleases, protecting BauMax from 88723 insolvency. Commended: HorstEbhardt.

Commended CMS Found away forAMP to exercise itspre-emption rightsasaminorityshareholder to acquireamajoritystakeinAngel Trains. 77822 Commended: CharlesCurrier.

Latham &Watkins Createdastructuretofinance ChemChina's acquisition of Pirelli, covering arange of possible outcomes, from 30 88622 per cent to 100 per cent ownership. Commended: Christopher Kandel.

Uría Menéndez When privateequitycompanyEolia wanted to auction itsbusiness, the firmdevised aprocess to internalise its 88622 external management structure. Commended: David García-Ochoa Mayor.

Shearman &Sterling Ranfour simultaneous offersfor Liberty Global's acquisition of Cable &Wireless Communications, navigating US 77721 and English merger and accounting rules. Commended: JeremyKutner.

47 Regulation

Expertmanoeuvres

Competition lawyers have showntheirskills navigating some high-profile but bitterly contested mergersand acquisitions. By LindsayFortado

ntitrust lawyers rarely get to claim bragging rights for Aworking on the hardest-fought part of a headline-grabbing merger. That generally falls to the bankers, then the deal lawyers. Competition lawyers are the poorrelations, overseeing the legal manoeuvres to get the deals rubber-stamped by antitrust regulators. But as the deal market grows more competitive, with activist investors lobbying to driveupbid prices and companyrivals looking for ways to meddle, the role of antitrust lawyers has become more influential. In tworecent high-profile transactions, it wasthe competition lawyers who were left to grapple with how ‘All the other operators were lining that were less to do with to get amerger completed this particular merger than when rivals were seeking to up to firebullets at the transaction’ with broader regulatory disrupt the process. Their battles the third parties experiences showthat while merger,the Freshfields The CMA came up with were simultaneously waging competition regulation is not lawyers asked the CMA to 10 “theories of harm”on against BT with Ofcom and aparticularly dynamic area, fast-track the case from an howthe deal could affect on other fronts”, Mr Carlton the complexities of getting initial review to “Phase 2”, competition in the market. adds. deals approvedisincreasing an in-depth investigation of Rivals can weigh in during Timing mattered on a as third parties prove intent whether adeal could hinder aPhase 2investigation —and separate front, too. Another on disruption. competition in its sector. plentydid. The CMA received proposed deal —Hutchison Forthe Freshfields It wasthe first time in some 50 submissions — 3G’sattempt to acquire O — 2 Bruckhaus Deringer team the CMA’s brief historythat manymorethan usual — wasworking its waythrough advising BT Group in its strategyhad been deployed, from third parties expressing the European Commission’s £12.5bn takeoverofEE, to says RodCarlton,the aview on the proposed deal. antitrust approvalprocess in create the UK’slargest Freshfields partner wholed One even challenged BT’s Brussels. The team realised telecoms provider,itseemed the team advising BT.“All request to fast-track the that if it wasapprovedbefore everycompetitor in the the other mobile network approvaltoafully fledged the BT and EE deal, it could market weighedin. The operators as well as Sky, investigation. lead to further industry Competition &Markets Virgin, TalkTalk and others The Freshfields team consolidation that might hurt Authority, the national were lining up to fire bullets “responded forensically” BT’sarguments that its deal antitrust regulator,heard at the transaction and to to each submission, giving with EE would not reduce submissions from Vodafone, maketrouble,”hesays. “We asometimes line-by-line competition in the UK market. TalkTalk, Three, O and took alongtimestrategising deconstruction of the “What made it particularly 2 about adozen others. on howbest to deal with arguments to minimise nail-biting was[the In an effort to makethe that. We had some 15 parties possible areas of dispute. question] against what kind process go faster,and lessen fighting us in front of the Some of the third parties of backdrop should each the time BT’srivals would CMA prettymuch everystep “also overcooked their be analysed?” Mr Carlton have to lobbyagainst the of theway.” arguments, raising objections says.“Should the BT deal be

48 analysed on the assumption stakebefore the European wasthe dogfight between European Commission, the that the other deal had Commission, it failed. Ryanair and Aer Lingus.” Competition Appeal already gone through?” The Cadwalader, He adds: “Aer Lingus had Tribunal, the CMA, the UK BT’sacquisition completed Wickersham &Taft team [Ryanair chief executive Supreme Court and the US in early 2016. advising Aer Lingus spent Michael] O’Leary’stanks, or Department of Justice Another recent deal shows the next eight years, in aeroplanes, parked on their weighed in. “All theseeds we the long-term view involved forums spanning London, lawn within days of theIPO. had sown started to sprout in acase that is heavily Brussels and Washington, Rather than the beginning of one after the other,sofast we affected by regulation. Aer launching and defending abright tomorrow, it wasthe didn’t even have time to read Lingus faced amore legal challenges that start of alongheadache.” all the judgments,”Mr challenging opponent than ultimately forced Ryanair to At times, Ryanair’sfight Burnside says. BT’scompetitors: it took nine sell its stakelast year.That appeared tactical, to thwart An associate whoworked years to get rival airline pavedthe wayfor a€1.4bn its rival, but it also became a with Mr Burnside for Aer Ryanair off its share register. takeoverofAer Lingus by personal crusade by Mr Lingus, Marjolein De Backer, When the Irish International Airlines Group, O’Leary, says Mr Burnside. has spent her wholecareer government listed Aer Lingus the owner of “Some of the arguments they so far on this project. When it in 2006, Ryanair built up and Iberia, which bought the made on points of lawcould wasall over,the Cadwalader astake, hoping to merge stakefrom Ryanair. barely be made with astraight and Aer Lingus teams dined the twoairlines. Over three “The IAGpartisonly the face,”MrBurnside says.“And in Dublin, toasting the years, Ryanair launched happyending —IAG came the delayisaprize in itself.” victorywith Irish whiskey. several attempts to buy its into the storyinthe last It all came to aheadduring “I’vehad clients whohave rival but wasthwarted on chapter,” says Alec Burnside, a29-hour period in July last been with me for longer,but antitrust grounds. When in the Cadwalader partner in year,when judgments and I’ve never had aclient whose 2007 Aer Lingus first tried Brussels whoadvised on the clearances begantumbling in problem took adecade to to force Ryanair to sell its deal. “For eight years thestory Aer Lingus’s favour.The solve,”MrBurnside says. I

49 Regulation

InnovationinNavigating Regulation y tion t va e tionale tal Firm or Originalit Ra Impac To inno sc

Standout Eversheds Playedacritical role in creating anew UK tax-transparent fund known as an authorised contractual scheme (ACS)to 99826 competewith Luxembourgand Dublin. Thankstothis competition, ACSs cannow protectthe investment management sector, an integral partofthe UK economy, estimated to contribute£12bn everyyear. The firmestablished anovel basis forACSswith aco- ownership structure, which means all the fund's investorshavecontractualrelationships,adirectinterestinthe scheme's assetsand limited liability. Commended: Pamela Thompson and CamillaSpielman.

Shearman &Sterling Designed the legislativeframework from the ground up to establish Abu Dhabi as anew financial centre, 89825 based on English common law.

Skadden, Arps,Slate, Meagher &Flom Anovel use of a stichting,anownerless, trust-likeDutch legal foundation, to enable client 99725 Letter One Energy to overcome UK government opposition to apotential deal. Commended: ScottSimpson and LorenzoCorte.

Highlycommended AddleshawGoddard Drafted legislation forthe UK government to deal with the failureofsocial housing organisations with multiple 88824 creditors. Lawyersbalanced conflicting interests between creditorsand government policy. Commended: Daniel Redstone.

Bredin Prat Used the “freedom of enterprise” enshrined in the French constitution to defeat aregulation that prevented certain aspects 88824 of ride-hailing app Uber's model from working in France. Commended: HuguesCalvet.

Cadwalader,Wickersham &Taft Ledanine-yearcampaign to remove Ryanair as aminorityshareholder in Irish airline AerLingus 79824 while setting newstandards forEuropean Commission powers regarding minorityinterests. Commended: Alec Burnside.

Freshfields Bruckhaus Deringer Createdaneffectivestrategy to enable telecoms companyBT's£12.5bn merger with peer EE, 98724 which involved fast-tracking the competition process and presenting extensivecounterfactual argumentstothe UK Competition and MarketsAuthority.

TheForum forUSSecuritiesLawyers in London Project-managed the 's roll-out of electronic settlements 7107 24 forcertain US trades, overcoming EU regulations that restrictedpaper settlements.

Commended Eversheds Advised on the establishment of anot-for-profit reinsurance companytoaddress market failureconcerning the provision of 88723 flood damage insurance in the UK.

Garrigues Devised and drafted the Andorranpersonal income tax system and relatedmanagement processes so that it could be 88723 agreed at an international levelbut wasalso suitable to localrequirements.

VdA Designed Angola's national space policy,balancing it with the country's other strategic goals forthe sustainable development of its 79622 economy.

Bird&Bird Ensured an EU-funded project, designed to help European companies reap the benefitsofbig data analytics, is legally 78722 compliant from the outset and through itsthree-yearlifespan.

Noerr Concluded in areportfor the BDI (Federation of German Industry) whether legal frameworksshould digitise as industrydoes. 77822

Norton Rose Fulbright Instrumental in changing regulations to enable third-party activityinthe watersectorthrough itsadvice to 77822 regulator Ofwat, which helped facilitatethe £4.2bn Thames Tidewayproject.

50

General Expertise

InnovationinGeneral LegalExpertise y tion t va e tionale tal Firm or Originalit Ra Impac To inno sc Standout Uría Menéndez AUruguayaninfrastructurecompanywanted to raise moneyinthe US capital marketsusing acommon special purpose 99826 vehicle set up in Luxembourg, but found it would have higher than expectedtax obligations. When Uría Menéndezlawyers were brought in to advise on asmall Spanish aspectofthe transaction, theysuggested an alternativestructure, which solved the tax issue.

Linklaters Designed aunique procurement model to present the Thames TidewayTunnel projectasaready-made package to 88925 potential bidders, instead of biddershaving to present their ownproposals.

William Fry Convinced the Irish government to intervene when aUScourt orderedMicrosoft to disclose to US authorities data held 88925 on aserverinDublin. Commended: David Cullen. Highlycommended Orrick Rambaud Martel Represented perfume producer Marionnaud in the first mass securities litigation in France, setting standards 88824 fortime limitations and compensation awards. Commended: Marine Lallemand.

Slaughter and May Createdatransaction structurefor the UK government's auction of NorthernRock bank's GraniteSecurities, 88824 whereits mortgages had been securitised, which opened it up to alarge pool of bidders.

Giannissis &Partners Came up with asolutiontouse bitcoin as collateral so that Greek companies could trade with overseas 98623 supplierswhen capital controls were imposed. Commended: PanosGiannissis.

Nctm Studio Legale Ensured that Turkish-Cypriot producersofHellim/Halloumi cheese arerecognised under the application forthe 78823 EU's protected designation of origin status. Commended: BernardO’Connor. Commended Ashurst Createdaframework forthe Thames TidewayGovernment SupportPackage, which reduces risk forprivatesectorinvestors 87722 and lowers financing costs.

Bird&Bird Drew on nichetechnology expertise to incorporate professional esportteamAstralis Esportand secureoutside investment. 88622

CMS Wona$24mreinsurance recovery forAllianz and createdaprecedent forthe enforceabilityofRussian civil legal judgments 87722 in Switzerland.

Slaughter and May Represented Banco Santander Totta in acase that upheld that interest-rate swaps governed by Englishlaw were 77822 sufficiently international and could not be invalidated in Portugal. Commended: Jonathan Clark and RichardJeens.

Research methodology

FT Innovative Lawyers 2016isa revealedthe keybusiness practicecategories of the Total score: totalscore for of the Year were: rankingsreportand awards for challenges firms had been report. Thescores comprise entries ranked in all 16 ·Harriet Arnold,editor, Europe-based lawyers. asked to solve. Telephone the following: categories listedabove. InnovativeLawyers, FT Shortlistsfor the awards interviews andonlinefeedback Legal Expertise—totalscore Forthe FTInnovative Lawyers ·Catherine Belton, legal comprise the top-scored from clientsand independent for entries ranked in the 2016 report, 643 submissions correspondent, FT submissions in each ranking. referees are requiredtoassess following nine categories: andnominations werereceived ·Laura Empson, professor of TheFTand itsresearch partner each submission. accessing newmarkets and from 139 law firms andlegal professional services RSG Consulting havedevised a Each entryisscored outof capital; creatingadvantagefor service providers.Anadditional management, CassBusiness unique methodology to rank 10 pointsfor originality, clients through speedand 115 company in-house teams School lawyers on innovation. Law rationaleand impact,for a process;creating new wereresearched to create the ·Bob Gogel, chief executive, firms, in-houselegal teamsand maximum score of 30. collaborations; driving value in-house legal rankings. RSG Integreon other legal service Entries arethen benchmarked forclients; generallegal Consulting interviewedand ·Reena SenGupta, chief organisations areinvitedto against each other to arrive expertise; mergers and received feedbackfrom 605 executive, RSG Consulting submittheir innovations. This at thefinal rankings. acquisitions;monetising clients,lawyers and expertsto ·Michael Skapinker,associate year,weremoved specific Thein-house lawyers rankings assets; navigating and arrive at thefinalrankings.The editor,FT categoryareas and invitedlaw are drawn from nominations influencing regulation; researchwas conducted by a ·Josh Spero, deputyeditor, firmstosubmitwork in two as well as submissions,but all restructurings and teamofsix RSG researchers Special Reports, FT broad areas:legalexpertise entries requirethird-party reorganisations. between May and September The judges for YoungLegal and thebusinessoflaw.We validationand commendation, BusinessofLaw —total score 2016. Innovatorofthe Year were: looked atlawyers’workfrom usually fromsenior for entries ranked in the ·Harriet Arnold, editor, theperspective of thebusiness colleagues working outsidethe following sevencategories: Judges Innovative Lawyers, FT challengesthey were trying to legal function. businessdevelopment and Apanel of judges decides the ·RosemaryMartin, group solve ratherthantheir own knowledgemanagement; winner for the Innovative general counsel and company legal practice areas. FT 50: Most InnovativeLaw culture, brandand strategy; Individual of the Year and secretary, Vodafone Each submission is researched Firms 2016 new model legalbusinesses; Young Legal Innovator of the ·Reena SenGupta, chief through amulti-stage process. TheFT50rankingisan people;resourcingand Year awards, from shortlists of executive, RSG Consulting Thefirststage, athorough aggregate of each law firm’s efficiency; social responsibility; 10 and eight respectively. ·Michael Skapinker,associate read of each submission, performance acrossthe private technology and data analytics. The judges for Legal Innovator editor,FT

52 NewMarkets

Innovation in NewMarkets andCapital y tion t va e tionale tal Firm or Originalit Ra Impac To inno sc Standout Latham &Watkins Fintech start-up companyCrossLend wanted to launch an online lending platform to connectborrowers in 99826 high-interest-rate countries with investorsinlow-interest-rate countries acrossEurope. Combining retail and investment banking expertise, knowledge of structured finance products and experience in the fintech industry, Latham &Watkins createdanarchitecture forthe newplatform. Commended: Axel Schiemann and Frank Bierwirth.

Norton Rose Fulbright To ensure transparency to investors, lawyerscreated aprojectbond-type structurefor the Republic of Angola's 89825 first sovereign bond. Commended: Madhavi Gosavi and PeterYoung. Highlycommended Linklaters Sawanopportunitytouse anew Irish investment structuretocreateafastand flexible investment club productfor 89724 Deutsche Bank customers. Commended: MatthewKeogh.

Weil, Gotshal &Manges Set aprecedent forlarge-cap bank financing deals with adealthat harmonised US and European structures 88824 forprivateequitycompany Hellman &Friedman’s largestacquisition in 30 years.

Allen &Overy Realised Worldpaycould usecontingent value rightstoensureshareholderswould benefit from afuturedivestment 88723 during itsinitial public offering.

Dechert Facilitated asovereign bond issuance forEgypt while it wasoperating without an acting parliament to approvethe transaction. 78823

Dechert Helped change France's accounting rules on equitybooking to allowUS-basedventurecapital firmAccel Partnerstofund 87823 cloud-based human resources software provider PeopleDoc in France.

Paul Hastings Brought Chapter 11-exempt repurchase, or "repo", financing from the US to Europe, helping to strengthen the real estate 78823 finance market.

Sullivan&Cromwell Structured engineering companySchaeffler's initial public offering as aprivateplacement solely forinstitutional 88723 investors, the first in Germany.

53 Special Achievement

Friend of the earth JamesThornton’s missionistoact for the worlditself.ByReena SenGupta

ames Thornton was behalf of environmental Having previously founded ‘When anew astonished by the organisations. The gap in the the office of the lack of public interest market wasglaring, he says. Natural Resources Defense lawispassed, Jlaw firms in the UK “When Volkswagen wants Council, anon-profit group when he movedfrom the something, for example, it of environmental lawyers, in then the work US in 2001. An experienced comes with 300 carefully 2007 Mr Thornton set up begins’ environmental lawyer,he worded legal amendments. ClientEarth in London to act wasevenmoresurprised If someone is not doing for the environment and the to find there were no the same thing to front the global population. Todayit mechanism has improved specialist lawyers practising public interest, there is no employs 100 people,including the abilityofcitizens to bring at an EU-wide level on balance.” more than 60 lawyers. environmental cases. Officially acharity, it Mr Thornton has since is independently funded looked beyond the EU to and uses the lawasa become activeinfive African strategic tool to further the countries and China. In 2014, environmental agenda. Mr he wasinvited to give Thornton says acomplete seminars to China’s supreme perspectiveofwhat his court, which waswriting organisation does can be regulations that would define summed up as following practice under anew science, helping to formulate environmental protection policy,passing laws and law. Manyofhis suggestions then implementing them. were adopted and he has “When alaw is in place, most trained 300 judges for the environmental groups move new Chinese environmental on to the next thing. They do courts. One of his key not focus on implementation. recommendations wasnot to But when the lawispassed, force losing non- then the work begins,”hesays. governmental organisations One of ClientEarth’s to paytheir ownlegal costs. first successes wasto One of the latest service enable citizens to bring lines from ClientEarth is its environmental claims in companyand financial team, Germany, the UK and at EU set up to ensure companies level —three regions where comply with reporting the costs for individuals requirements on climate of going to court were risk. Workingwithinvestors, prohibitive. pension fund managers and Mr Thornton used the companies, it is helping Aarhus Convention, an business become compliant EU-wide treatytoensure with climate laws.Over access to justice on the past twoyears, it has environmental matters is persuaded shareholders with affordable. Importantly, nearly £8tn of investment the treatyhas acompliance in multinationals such as committee that acts as BP,Shell, Rio Tinto, Anglo acourt andcan make American and Glencore to decisions against aclaim commit to rigorous climate and country. This powerful change reporting. I

54