ACLA 16th National Conference

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Naiman Clarke In-house along with our partners;
eBay, ING Direct, Thales Australia, BT Financial and Bovis Lend Lease\'s general counsels presented a 3 hour case study on "Developing an in-house legal department." It was a massive success and everyone left learning a little something to improve their own teams.
Please enjoy the presentation care of Phillip Hunter and our team.

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ACLA 16th National Conference

  1. 1. Workshop C Developing an in-house legal department Welcome...
  2. 2. This Morning’s Presenters are: Michael Jackson Vice President, Legal & Commercial Matt Sinnamon Head of Legal and Compliance Andrew Murphy Head of Legal – Corporate & Projects Katrina Johnson Director of Legal Affairs and Company Secretary Rashda Rana General Counsel Asia Pacific
  3. 3. ING Direct – Matt Sinnamon Head of Legal and Compliance, Company Secretary Matt Sinnamon is the Head of Legal and Compliance with ING Bank Australia Limited. ING Bank operates retail and wholesale lending and deposit businesses and, amongst other divisions, ING Direct. Matt is also the company secretary of ING Bank. Matt has held these roles for ING Bank for three years after moving from Perpetual Australia. Prior to this Matt commenced his career with Corrs Chambers Westgarth.
  4. 4. THE LIFECYCLE OF THE LAWYER DEVELOPING THE BEST IN-HOUSE COUNSEL
  5. 5. THE LIFECYCLE OF THE LAWYER Recruit Retain Release
  6. 6. RECRUIT Screening Assumptions Fit
  7. 7. RETAIN Expectations Motivations Goals and challenges Continued improvement
  8. 8. RELEASE Performance management Second into the business Moving on
  9. 9. BT Financial – Andrew Murphy Head of Legal – Corporate & Projects Andrew has over 10 experience in the wealth management industry having advised a wide range of financial institutions in both private practice and in-house legal roles. His main areas of practice are superannuation, life insurance, funds management and financial services regulation. Relevantly, Andrew is currently in the process of building a new team within the legal function. His new team will advise clients across the different wealth management business units within the group.
  10. 10. How do you build a high performance in-house legal team (from scratch) - The BT Legal experience Andrew Murphy
  11. 11. 12 Try something new • BT legal team historically organised on business lines:  Superannuation;  Funds management;  Life insurance; and  Advice and private banking • Outdated model due to business expectations and regulatory change.
  12. 12. 13 Jack of all trades • New team of non-aligned senior lawyers • No more silos - cross functional service • Major initiatives and "pressure points“ • IBM “Legal Resource Centre” model going forward?
  13. 13. 14 How to find the best people • Market rates in a post-GFC world • Selling the ‘in-house’ experience • Hiring the best "athlete" - entrepreneurial types
  14. 14. 15 How to keep the new team happy • Challenging work and growth opportunities (personal and professional) • Flexible work options (legal and business) • End to end experience proposition
  15. 15. 16 The biggest challenges to building a new team • Headcount pressures (‘fee burner’ not earner) • Finding the right cultural fit (secondments?) • Nailing the numbers • Building team profile
  16. 16. 17 This presentation has been prepared by BT Financial Group Limited (ABN 63 002 916 458) ‘BT’ and is for general information only. Every effort has been made to ensure that it is accurate, however it is not intended to be a complete description of the matters described. The presentation has been prepared without taking into account any personal objectives, financial situation or needs. It does not contain and is not to be taken as containing any securities advice or securities recommendation. Furthermore, it is not intended that it be relied on by recipients for the purpose of making investment decisions and is not a replacement of the requirement for individual research or professional tax advice. BT does not give any warranty as to the accuracy, reliability or completeness of information which is contained in this presentation. Except insofar as liability under any statute cannot be excluded, BT and its directors, employees and consultants do not accept any liability for any error or omission in this presentation or for any resulting loss or damage suffered by the recipient or any other person. Unless otherwise noted, BT is the source of all charts; and all performance figures are calculated using exit to exit prices and assume reinvestment of income, take into account all fees and charges but exclude the entry fee. It is important to note that past performance is not a reliable indicator of future performance. This document was accompanied by an oral presentation, and is not a complete record of the discussion held. No part of this presentation should be used elsewhere without prior consent from the author. For more information, please call BT Customer Relations on 132 135 8:00am to 6:30pm (Sydney time)
  17. 17. Bovis Lend Lease – Rashda Rana General Counsel Asia Pacific Rashda is a former barrister who worked at the Bar in London, in various states in Australia and in the Asia Pacific region. She has practiced for nearly 20 years as an advocate. Rashda is also Adjunct Professor teaching international commercial arbitration at Sydney University Law School. She devised the course and it is the first of its kind in Australia. She is an active member of a number of significant industry associations. She is, inter alia, the Founding Member, Director and the Secretary of the newly formed Society of Construction Law Australia, Fellow and Director of the Chartered Institute of Arbitrators (CIArb) and Fellow of Commercial Law Association of Australia (CLAA).
  18. 18. Developing an In- House Team ACLA ANNUAL CONFERENCE 2010 Rashda Rana General Counsel Bovis Lend Lease
  19. 19. 20  An international property group  Established in 1958, headquartered in Sydney, Australia  Listed on Australian Stock Exchange  In 1999, acquired 110-year old construction company, Bovis  In over 40 countries across Asia Pacific, the Americas, United Kingdom, Continental Europe and Middle East  3 core business streams  Project management and construction  Development  Investment Management 30 The Bond, Sydney Lend Lease Global Headquarters Lend Lease Corporation An overview
  20. 20. 21 Bovis Lend Lease An overview  One of the world’s leading project management, design and construction companies  Operates in more than 30 countries and employs over 7,500 people  Works in partnership with clients to maximise the value of their real estate development and construction projects  Uses industry best practice to create high quality, sustainable property assets The Gauge Melbourne
  21. 21. 22 The Bovis Lend Lease Australian business An overview Brisbane Sydney Canberra Melbourne Adelaide Perth  Australia’s largest commercial and community construction company (2008/09)  c1,550 people  Diversified mix across key sectors: - Commercial - Government - Retail - Water - Healthcare - Multi-Sites - Education
  22. 22. 23 Recent Project Experience Australia 1. The Gauge, Melbourne Commercial office 2. Melbourne Recital Centre and Melbourne Theatre Company Cultural arts centre 3. North Sydney Railway Station Transport 4. Australian Taxation Office, Canberra Commercial office 5. Knox on Bowman, Jacksons Landing Residential 1 2 3 4 5
  23. 23. 24 1. Top Ryde Shopping Centre, NSW Retail 2. Darling Walk, Sydney Commercial Office 3. Brisbane Supreme Court Government 4. ANZ Centre, Melbourne Commercial Office 5. The new Royal Children’s Hospital, Melbourne Health/Govt 6. Myer, Melbourne Commercial 7. 420 George Street, Sydney Commercial/Retail 8. Gold Coast University Hospital Health Some key projects under construction in Australia 1 2 4 5 7 63 6 8
  24. 24. Legal Team TODAY Australia November 2010 General Counsel Asia Pacific Assistant General Counsel NSW ACT QLD/WA VIC / TAS / SA ASIA Disputes 11 Lawyers (incl 2 part-time) 5 regions with 1-2 senior lawyers dedicated to each region 1 senior lawyer fully dedicated to dispute/litigation Emerging areas of specialisation (PPPs, infrastructure, renewables)
  25. 25. Legal Team – a year ago 26 - 2 full time - 1 part time - 1 secondee - 1 on paternity leave - 1 consultant (p/t) Challenges: - recruitment -mix of the team; -Dealing with demands of the business Opportunities: -review & assess needs of business; Build a good team; -add value to business Look to future needs and growth of business and team: - Workflow; - Emerging businesses; Specialisation?
  26. 26. Multi-jurisdictional Issues  Dealing with issues in different jurisdictions from centralised locale  Speed of response and efficiency hampered  General resourcing issues  Difficulties in building relationships across the seas (internal and external)  NOW, Lend Lease business restructured across 4 regions: Australia, Asia, Europe and the Middle East and the Americas;  Each region has LL GC as well as GC for the subsidiary businesses  More focused provision of services 27
  27. 27. Challenges of taking over a team 1. Start afresh 2. Review 3. Assess 4. Implement  Morale, confidence and self esteem of team  No practical structure to team  No regulated work allocation 28
  28. 28. Opportunities 29 Greater Integration with business  Deeper understanding of business  Being proactive in meeting needs of the business  “Pierce the veil” between legal and commercial BUT:  Maintain professional independence
  29. 29. Inculcate in team  Privileged position of combination of legal and business knowledge  Fast, practical and highly professional advice  Value-adding input  Drive, initiative and leadership  Being in full control of all legal matters (even if outsourced) affecting business  Guide both business and external lawyers 30
  30. 30. 31 1. Early involvement  Allocate work according to synergies with business  Insist on early involvement  Constantly evolve and improve training programs for legal team and the business  Develop simple, user-friendly tools and precedents. Review all precedents regularly  Participate in project meetings, tender approval meetings etc.  Promote ADR Developing Workflow
  31. 31. Developing Workflow 32 2. Finding the right balance between in-house/external legal work  General principle – match each task with the most efficient resource  Need to maximise knowledge/skills of in-house lawyers  Need to ensure maximum effectiveness – use expert knowledge and resources of law firms
  32. 32. Developing workflow 3. Maximising value from law firms  Drive value-based (not time-based) pricing  Scope tasks accurately and narrowly  Communicate! 33
  33. 33. Questions? Rashda Rana General Counsel Bovis Lend Lease rashda.rana@lendlease.com.au 34
  34. 34. eBay – Katrina Johnson Director of Legal Affairs and Company Secretary Katrina is a key member of the eBay Australia Leadership Team, Katrina has also held roles of Director of Government Relations and Director of Trust and Safety within eBay Australia and New Zealand. Previously named “Australian Young Gun of the Year” at the 2006 Australian Law Awards and regularly profiled in “Who’s Who of Australian Women”, as well as having been awarded the “Ausdoc Prize for Excellence” for being the Dux of the College of Law in NSW, Katrina is also a regular speaker and chair at legal conferences.
  35. 35. Katrina Johnson Director of Legal Affairs and Company Secretary eBay Marketplaces E: katrina.johnson@ebay.com P: +612 8288 0024 F: +612 8288 0001
  36. 36. Thales – Michael Jackson Vice President, Legal & Commercial Michael joined Thales Australia as general counsel and company secretary in January 2007. Prior to joining Thales Australia, Michael was the chief operating officer at the Export Finance and Insurance Corporation (EFIC), responsible for the efficient delivery of key corporate services (including legal services) to the Corporation and for supporting the directors as Board Secretary. Michael has also worked in an in- house legal role for a major Australian manufacturing company and in private legal practice.
  37. 37. Bushmaster and Soldier image © Australian Department of Defence Michael Jackson, VP Legal & Commercial, Thales Measuring the In-House Team
  38. 38. 39 Michael Jackson, VP Legal & Commercial, Thales Why Measure? Measurement tells you where to focus and where action is needed.
  39. 39. 40 Michael Jackson, VP Legal & Commercial, Thales Service Level Agreements – Objective Measurement Shared Service Model how much legal support will each Business Line (BL) buy next year? model highlights the need to engage the business in setting objectives that directly support the business goals what is the BL’s strategic plan and what initiatives require legal support discussion - historic and current assessment of legal risks and exposures
  40. 40. 41 Michael Jackson, VP Legal & Commercial, Thales Service Level Agreements – Objective Measurement (cont) Measures response / turnaround times may help set realistic expectations may help with the ‘last minute involvement’ issue use only first iteration transaction debrief sessions surveying
  41. 41. 42 Michael Jackson, VP Legal & Commercial, Thales Service Level Agreements – Objective Measurement (cont) Litigators can: count actions elapsed time outside firm costs quantity of discovery pleadings filed success meeting resolution target amounts Transactional lawyers: number of agreements agreement type dollars involved elapsed time from start to finish Others: advice over the phone, by email or in meetings. Unclear sometimes when the assistance began and ended benchmarking particularly important
  42. 42. 43 Michael Jackson, VP Legal & Commercial, Thales Benchmarking / Targets Broad Benchmarks financial measures: use costs ‘by nature’ timesheets: cost per lawyer-hour cost per legal staff-hour effective utilisation of paralegals legal costs as percentage of revenue e.g. target 0.25%
  43. 43. 44 Michael Jackson, VP Legal & Commercial, Thales Benchmarking / Targets (cont) Benchmarks Against Team’s Own Performance number of matters / files opened and closed helps match demand to resources (headcount or budget) not a precise measure hits on legal intranet against other Functional Departments – Finance, Human Resources Lawyers as % of total headcount – Thales approximately 1 lawyer for every 430 employees training: record the number of people trained, or number of sessions held by the in-house legal team success managing against a target budget and a stretch budget
  44. 44. 45 Michael Jackson, VP Legal & Commercial, Thales Objectives Personal Objectives • set department priorities then build individual plans and objectives to align • areas of greatest concern / loss • care not to distort priorities by reacting to the latest problem or issue Corporate Priorities • behaviours / values • safety (lost time injuries) Team Objective • material increase in satisfaction of internal clients measured by surveys (June and January) • same results for all team members One-off Objectives • e.g. implementation of the Legal Document Management System
  45. 45. 46 Michael Jackson, VP Legal & Commercial, Thales Legal Survey Questions Timeliness • How satisfied were you with the timeliness of work the Legal team performed for you over last 12 months? Communication - written • How satisfied were you that the written advice given to you by the Legal team was clear and concise? Communication - oral • How satisfied were you with the oral advice given to you by the Legal team? Business understanding • How satisfied were you with the Lawyer’s understanding of your business / function? Accessibility • How satisfied were you with the Lawyer’s accessibility?
  46. 46. 47 Michael Jackson, VP Legal & Commercial, Thales Legal Survey Questions (cont) Diligence • How satisfied were you with the Lawyer’s diligence? Judgment • How satisfied were you with the Lawyer’s judgment (in particular the Lawyer’s ability to focus on the issues that related to key transactional or business risks)? Efficiency • How satisfied were you that the Lawyers you worked with performed their work in an efficient way? Overall satisfaction • Overall, how satisfied were you with the support provided by the Legal team over the past 12 months?
  47. 47. 48 Michael Jackson, VP Legal & Commercial, Thales Objectives (cont) Capture Day-to-Day Work review, draft, negotiate and settle agreements, deeds, etc as required. provide all desirable legal support to assist [Business Line / Function]… in providing legal services, demonstrate the following characteristics: legal ability good judgment diligence transparency good communication efficiency creativity leadership specific goal regarding meeting budgets by minimising spend on external legal advisors
  48. 48. 49 Michael Jackson, VP Legal & Commercial, Thales Objectives (cont) Measure the management of external service providers, particularly lawyers
  49. 49. Think-tank/Mentoring Discuss, solve & present findings on common issues found in-house
  50. 50. Think-tank/Mentoring Presentation One In a maturing in-house environment with limited resources and internal opportunities how do you; - Promote a culture of business development and continued internal relationship growth? - Manage legal resources when a team member is seconded into the business (and what are the benefits to the business and legal team)?
  51. 51. Think-tank/Mentoring Presentation Two How do you measure the legal team’s productivity, success and effectiveness against the businesses objectives and needs?
  52. 52. Think-tank/Mentoring Presentation Three As a General Counsel how do you ensure junior staff members are adequately mentored and supervised and how do you manage senior staff’s desire for promotion and career progression?
  53. 53. Panel Q&A
  54. 54. The In-house Counsel Network As seen on LinkedIn (search for In-house Counsel Network in the groups directory) The In-house Counsel Network was specifically developed for the Australian in-house legal industry. The primary objective is to connect existing (and prospective) In-house Counsel for the purpose of sharing information and innovative solutions relating to in-house legal practice.
  55. 55. Company Overview - Brief History Naiman Clarke was established in 1999, and since that time has grown to become one of the leading specialised recruitment firms in Australia. We are driven by the desire to maintain our position as the best specialised recruiters in Australia. Our ability to consistently deliver results by providing creative solutions that exceed the expectation of clients and candidates sets the benchmark in professional recruitment. What Makes Us Unique? We consistently strive to become a valued and trusted partner of our clients and candidates. This is because the core values that govern our company recognise the importance of people. We value our people and the partnerships that we create with our clients and candidates. We continually strive to achieve excellence through continuous improvement, teamwork and fairness. Our high ethical standards also ensure that integrity and respect are never sacrificed for short term gain. Our Clients We specialise in recruiting professional and support staff to professional firms, government and corporations within the Legal and Healthcare industries. Our clients include blue chip multinational corporations, government, top and mid tier capital city firms, hospitals and pharmaceutical companies as well as numerous boutique organisations both in Australia and overseas. Global and National Reach Naiman Clarke has an office in Sydney where dedicated consultants provide recruitment services for clients in Sydney, Melbourne, Brisbane, Canberra, Adelaide, Perth and Darwin. We also have strong associations with leading professional firms and corporations within the Legal and Healthcare industries in the United Kingdom, Europe, North America, the Middle East and Asia. Naiman Clarke provides a comprehensive range of services including: •Permanent Recruitment Services •Search and Selection •HR Consulting and other professional services •Training Specialties Permanent Recruitment Services. Search and Selection. HR Consulting and other professional services. Training.
  56. 56. That’s a wrap... Thank you From the In-house, Private Practice and Support teams at Naiman Clarke, we wish you a safe and happy Festive Season.

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