Australasian Legal Business (OzLB) Issue 8.9

ISSUE 8.9

Grant Fuzi The man, the myth and the Magic Circle

Legal process outsourcing Outsourcing gets sophisticated

Clean-tech and sustainable energy Next practice area to boom?

The hottest lawyers of 2010 MARKET-LEADING ANALYSIS

COMPREHENSIVE DEALS COVERAGE

DEBT & EQUITY MARKET INTELLIGENCE

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ISSUE 8.9

EDITORIAL >>

Grant Fuzi The man, the myth and the Magic Circle

Legal process outsourcing Outsourcing gets sophisticated

Clean-tech and sustainable energy Next practice area to boom?

Signing off

The hottest lawyers of 2010 MARKET-LEADING ANALYSIS

COMPREHENSIVE DEALS COVERAGE

DEBT & EQUITY MARKET INTELLIGENCE

www.legalbusinessonline.com

IN THE FIRST PERSON

T

he transformation of the general counsel role – as in-house legal teams have moved from being merely an organisational appendage to a core and critical part of the modern business environment – should be familiar to all.

This transformation is still a work in progress and there are many GCs who are still fighting entrenched prejudices about the role of in-house legal teams.

Changing organisational culture and behaviour was never going to be an overnight task. That said, it seems that GCs themselves are sometimes lacking the confidence to pursue this issue. A sense of diffidence, an anxiety about whether “management” will “sign off” on their ideas – may still prevail.

In-house lawyers are not owners of a business in the same way that equity partners own a law firm. It would be unreasonable to expect in-house lawyers to act with the same freedom as a private-practice partner – indeed, in some situations it would be discourteous and contrary to the principles of good teamwork to do so. However, professional courtesy is not the same thing as professional deference to “management”.

If in-house lawyers are to be seen as part of the senior management group, surely a little confidence in one’s own judgment would go a long way. Lawyers are better placed than most to weigh up the risks and benefits of any given situation – and indeed to provide that all-important “sign off”.

“There is a lot that legal departments and their law firms can do together to contain and reduce their legal expenditure” Richard Stock, Catalyst Consulting (p16)

“I look at the positive response we’re getting from the market and the people that we want to hire and the strategic rationale underpinning the decision to invest in Australia. This rationale is real and sustainable and others in a similar position would be looking at exactly the same thing” Grant Fuzi, Allen & Overy (p23)

“Insurers are sophisticated consumers of legal services.

As a firm on an insurance legal panel, there is continuous pressure on you to meet service standards set by the insurer” Adrian Mitchell, DLA Phillips Fox (p41)

This transformation is still a work in progress and there are many GCs who are still fighting entrenched prejudices about the role of in-house legal teams 2

Australasian Legal Business ISSUE 8.9

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contents >>

contents

ALB ISSUE 8.9 22

46

COVER STORY 26 ALB HOT 40

ALB’s much-anticipated list of the hottest lawyers in Australia and New Zealand returns for 2010

ANALYSIS 10 Legal process outsourcing LPO providers have their sights set on more sophisticated work.

12 A new green securities exchange for

Australia Will the new Sustainable Investment Market Venture Security Exchange herald a resurgence of clean-tech listings and investment?

14 Real estate Are the big property transactions making a comeback?

58 ALB-Macquarie Bank Roundtable Finding the right strategy for growth

20 Appointments

22 ALB-LexisNexis Managing Partner series: Grant Fuzi, Allen & Overy Behind that now-infamous Magic Circle invasion

COLUMNS

52 ALB-Kensington Swan In-house Perspective: Trish Hyde, ACLA ACLA’s new CEO shares her vision for the inhouse profession with ALB

REGULARS 6

40 Insurance law For how much longer will the good times continue to roll for insurance practices?

16 NEWS • Slater & Gordon adds another firm to its stable • Brand dilemma confronts NZ firm after loss of name partner • Aston float raises hope for more IPOs • In-house lawyers feeling the pinch as companies seek to save dollars • New laws to make class actions more attractive in NSW • Arbitration centre officially opens, appoints CEO • Salary reviews: private practice outguns inhouse

54 Career opportunities – Middle East The Gulf ain’t what it once was – but are lucrative opportunities for Australian lawyers returning?

• Female in-house lawyers smash through the glass ceiling

PROFILES

FEATURES

46 Document management Law firms are evolving fast, but are their document management service providers keeping apace?

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58

DEALS

13 15 19 62 63

US Report UK Report In-house Q&A Capital Markets Deals data M&A Deals Data

COMMENTARY 11 Employment law

Sparke Helmore 21 New Zealand

Buddle Findlay

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australasian legal business ISSUE 8.9

NEWS | deals >>

Firm: Freehills Lead lawyer: Toby Anderson Client: AGL Energy

deals in brief | M&A | ►► ESI SUPER–SPEC SUPER MERGER A$3.4bn Firm: Corrs Chambers Westgarth Lead lawyer: Christine Maher Client: ESI Super Firm: Minter Ellison Lead lawyer: Maged Girgis Client: SPEC Super • Merged fund will adopt SPEC Super’s administration model while ESI Super’s funds management and financial services team will be used to manage assets • Merger is expected to be completed in March 2011 • Decision follows completion of legal due Maged Girgis diligence on both Minter Ellison funds by Corrs Chambers Westgarth and Minter Ellison, and tax due diligence by KPMG

| RESOURCES | ►► ADANI COAL TENEMENT ACQUISITION FROM LINC ENERGY A$1.5bn Firm: Corrs Chambers Westgarth Lead lawyer: John Kelly Client: Adani Group Firm: Norton Rose Lead lawyer: Michael Joyce Client: Linc Energy • Largest single investment by an Indian company in Australia with Adani making an upfront payment of A$500m to Linc and a A$2 per ton royalty for first 20 years of coal production

6

• Other recent cross-border M&A deals for Corrs include A$18.5m sale of AVJennings’ contract building division to Japanese-listed company Sekisui House

Firm: Norton Rose Lead lawyers: Vincent Dwyer, Natasha Vyrnwy-Jones Client: AGL Energy

Michael Joyce Norton Rose

• Major cross-border resources deals for Norton Rose include the Gindalbie Metals capital raising and Banpu-Centennial Coal takeover bid

| M&A | ►► STAPLES ACQUISITION OF CORPORATE EXPRESS A$1bn Firm: Baker & McKenzie Lead lawyer: Ben McLaughlin Client: Corporate Express Australia Firm: Corrs Chambers Westgarth Lead lawyer: Braddon Jolley Client: Staples • Staples has made a bid to acquire full ownership of Corporate Express, by compulsorily acquiring all shares of Corporate Express it does not already own

Ben McLaughlin Baker & McKenzie

• Corrs advised Staples earlier this year on its off-market bid to take over Corporate Express, with company holding 58% of the issued share capital at the time initial bid was made

| JOINT VENTURE | ►► MERIDIAN–AGL MACARTHUR WIND FARM PROJECT A$1bn John Kelly Corrs

Firm: Allens Arthur Robinson Lead lawyers: Anna Collyer Client: Meridian Energy

• Meridian and AGL joint venture will see the construction of what is expected to be the biggest wind farm in the Southern Hemisphere • Allens has worked with Meridian on a number of transactions, including acquisition of the Mt Millar wind farm from Transfield Services Infrastructure Fund in May • Freehills has advised existing client AGL on a number of transactions in its energy asset portfolio, including EPC Contracts and maintenance arrangements for the Hallett group of wind farms in South Australia • Norton Rose is currently acting for the Federal government on the Solar Flagships program and on Carbon Capture and Storage program

| RESOURCES | ►► GLOUCESTER COAL ACQUISITION OF NOBLE GROUP INTERESTS IN MIDDLEMOUNT JV A$438m Firm: Clayton Utz Lead lawyers: Rory Moriarty, Stuart MacGregor Client: Noble Group

| PPP | ►► GOLD COAST RAPID TRANSIT PROJECT A$365m Firm: Corrs Lead lawyers: Peter Schenk, David Warren, Simon Ashworth Client: Queensland Department of Transport, Main Roads Firm: Gadens Lead lawyers: Paul Spiro, Stafford Hopewell Client: Gold Coast City Council Firm: Johnson, Winter & Slattery Lead lawyer: Catie Burdett Client: TransLink Transit Authority

Catie Burdett Johnson, Winter & Slattery

• Project will see rollout of first public passenger transport project to be delivered as a PPP in Australia, to be federally funded by Building Australia Fund • Corrs has advised the Queensland Department of Transport and Main Roads on the project since 2007.

Other government projects the firms has worked on include Brisbane’s A$4.8bn Airport Link and Victoria’s A$3.5bn desalination project • First time Gadens has advised Gold Coast City Council. TransLink is also

Firm: Minter Ellison Lead lawyers: John Steven, Bart OudeVrielink Client: Gloucester Coal • Gloucester Coal will acquire Noble’s interests in the Middlemount joint venture, a metallurgical coal development project in Queensland’s Bowen Basin • Minter Ellison has advised Gloucester over the past 18 months on various transactions, including the failed takeover by Macarthur and general corporate work • Both firms are advising their respective clients on the A$1bn Gloucester takeover offer from Noble

Australasian Legal Business ISSUE 8.9

NEWS | deals >>

a new client for Johnson, Winter & Slattery

►► YOUR MONTH AT A GLANCE Firm

Jurisdiction

Deal name

A$m

Practice

Allens Arthur Robinson

Meridian–AGL Macarthur wind farm project Riversdale Mining capital raising Rockwool Group acquisition of CSR assets

1,000 337 128

JV equity M&A

iiNet acquisition of AAPT consumer division Davis Langdon sale to AECOM Fleetwood acquisition of BRB Modular Staples acquisition of Corporate Express Rockwool Group acquisition of CSR assets

70 n/a 56 1,000 128

telecommunications private equity M&A M&A M&A

Clayton Utz

Aus Aus Aus, Malaysia, Singapore Aus, NZ Aus, NZ Aus Aus Aus, Malaysia, Singapore Aus, NZ Aus Aus Aus

Corrs Chambers Westgarth

| M&A | ►► RETAIL DECISIONS FUEL/ PREPAID CARD BUSINESS SALE TO WRIGHT EXPRESS A$353m Firm: Maddocks Lead lawyer: Jonathan Ambler Client: Retail Decisions Pty Ltd Firm: Mallesons Stephen Jaques Lead lawyer: Robert Hanley Client: Wright Express Corporation • Transaction consists of the sale of two businesses and is subject to FIRB approval

Arnold Bloch Liebler Baker & McKenzie

Blake Dawson

• Jonathan Ambler has advised Retail Decisions for many years. In 2006 he advised on their A$30m acquisition of pre-paid gift card operator E Com Industries

| PROPERTY |

Freehills

►► AVIVA INVESTORS ACQUISITION OF HIP FUND A$386m Firm: Freehills Lead lawyer: Michael Back Client: Aviva Investors Firm: Freshfields Client: Aviva • Deal will see Aviva Investors acquire two Sydney CBD properties and one Perth CBD property • Freehills also advised Aviva earlier this year on establishment of Pioneer Clarence Property Trust and its first acquisition of Australian property

| DEBT MARKET |

Freshfields Gilbert +Tobin Gadens Hall & Wilcox

Firm: Freehills Lead lawyers: Patrick Lowden, www.legalbusinessonline.com

337 262 132 130 3,400 1,500

equity equity M&A equity M&A resources

Aus

Staples acquisition of Corporate Express

1,000

M&A

Aus

Gold Coast Rapid Transit

365

PPP

Aus

Andean Resources capital raising

253

equity

Aus

Fleetwood acquisition of BRB Modular

56

M&A

Aus

VHA–Ericsson contract upgrade

n/a

telecommunciations

Aus

Norilsk Nickel acquisition of Cawse Power Station

n/a

M&A

Aus Aus, UK Aus Aus Aus, Malaysia Aus Aus Aus, UK Aus, China, Hong Kong Aus Aus Aus, Sing

Meridian–AGL Macarthur wind farm project Aviva Investors acquisition of HIP Fund APA Group bond issue Fairfax refinancing Santos Place (Brisbane) sale to PNB Citadel capital raising Norilsk Nickel acquisition of Cawse Power Station Aviva Investors acquisition of HIP Fund Seven Group Holdings cornerstone investment in Agricultural Bank of China SAI Global equity raising Gold Coast Rapid Transit APN Property Group strategic partnership with ARA Asset Management Kestrel Capital disposal of IAG to Home Appliances Gold Coast Rapid Transit

Holding Redlich Johnson, Winter & Slattery Lavan Legal Maddocks

Aus Aus

Mallesons

Aus

Middletons Mills Oakley Minter Ellison

Aus Aus, NZ Aus Aus Aus

►► APA GROUP BOND ISSUE A$300m Firm: Blake Dawson Lead lawyers: Paul Jenkins, James Morris Client: ANZ, NAB

Aus Aus Aus, Singapore Aus Aus Aus, India

Davis Langdon sale to AECOM Riversdale Mining capital raising APA Group bond issue Gloucester Coal acquisition of Noble Group interests in Middlemount JV Riversdale Mining capital raising Citadel capital raising Tat Hong Holdings bid for Tutt Bryant SAI Global equity raising ESI Super–SPEC Super merger Adani coal tenement acquisition from Linc Energy

Norton Rose

Aus, Indonesia Aus

Aus Aus Aus, Singapore Aus, India Aus

Sale of May Holman Centre (Perth) Retail Decisions fuel/prepaid card business sale to Wright Express Retail Decisions fuel/prepaid card business sale to Wright Express Stockland Development takeover bid for Aevum iiNet acquisition of AAPT consumer division Bendigo Mining/BCD Resources merger ESI Super–SPEC Super merger Gloucester Coal acquisition of Noble Group interests in Middlemount JV Stockland Development takeover bid for Aevum Bendigo Mining/BCD Resources merger Tat Hong Holdings bid for Tutt Bryant Adani coal tenement acquisition from Linc Energy Meridian–AGL Macarthur wind farm project

n/a 337 300 438

private equity equity debt resources

1,000 386 300 292 287 262 n/a 386 284

JV property debt debt property equity M&A property equity

130 365 n/a

equity PPP property

N/A 365

private equity PPP

33 353

Property M&A

353

M&A

266 70 162 3,400 438

M&A telecommunications M&A M&A resources

266 162 132 1,500 1,000

M&A M&A M&A resources JV

Does your firm’s deal information appear in this table?

Please contact

alb@keymedia.com.au

61 2 8437 4700

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NEWS | deals >>

Vittorio Casamento Client: APA Group • First 10-year domestic bond issue by a mid-BBB rated corporate • Final book size of $300m (initially launched at $200m) equals largest by volume issued domestically by a corporate in 2010 with strong demand from domestic and foreign investors • Freehills partner John Angus recently advised APA Group on its US private placement and forward start refinancing

| M&A | ►► STOCKLAND DEVELOPMENT TAKEOVER BID FOR AEVUM A$266m Firm: Mallesons Lead lawyer: Tim Bednall Client: Stockland Firm: Minter Ellison Lead lawyers: Costas Condoleon, Victoria Mathewson Client: Aevum.

• Recent work for Freehills includes advising Boral on A$490m entitlement offer and Micyln Offshore Express on A$515m IPO

| M&A | ►► BENDIGO MINING/BCD RESOURCES MERGER A$162m Firm: Mills Oakley Lead lawyers: Andrew Walker, Kate Duggan Client: BCD Resources NL (formerly Beaconsfield Mining) Firm: Minter Ellison Lead lawyer: Marcus Best Client: Bendigo • Merger, to be implemented by scheme of arrangement, will create a significant mid-tier Australian gold mining business

Tim Bednall Mallesons

• Stockland Development has made a A$266m off-market all-cash takeover bid for retirement village owner and operator, Aevum • Minter Ellison has previously been involved in lobbying efforts calling for uniform legislation to regulate retirement village industry

| EQUITY MARKET | ►► CITADEL CAPITAL RAISING A$262m

Firm: Clayton Utz Lead lawyer: Charles Rosedale Client: Citadel Resource Group Firm: Freehills Lead lawyers: Philippa Stone, Tim McEwen, Jeremy Chew Client: Morgan Stanley • Citadel’s A$262m capital raising will be used to fund development of Jabal Sayid copper and gold project in Saudi Arabia

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• Recent capital raisings Clayton Utz has advised on include Riversdale Mining’s A$337m and Atlantic Limited’s A$55.5m capital raisings

• Minter Ellison has advised longstanding client Bendigo on multiple capital raisings; recently advised Bendigo on its acquisition of the Henty Gold Mine from Barrick

| M&A | ►► TAT HONG HOLDINGS BID FOR TUTT BRYANT A$132m Firm: Clayton Utz Lead lawyer: John Elliot Client: Tutt Bryant Group Firm: Minter Ellison Lead lawyers: Ron Forster, Michael Donovan Client: Tat Hong Holdings • Tat Hong Holdings has made an A$132m bid to acquire the remaining issued shares of Tutt Bryant Group; proposed acquisition will be implemented via an unconditional off-market takeover bid subject only to FIRB approval • Clayton Utz has previously advised existing client Tutt Bryant on its IPO in 2005; Tat Hong Holdings is a new client for Minter Ellison

| EQUITY MARKET | ►► SAI GLOBAL EQUITY RAISING A$130m Firm: Clayton Utz Lead lawyer: Stuart Byrne Client: Macquarie Capital Advisers Firm: Gilbert + Tobin Lead lawyers: John Williamson-Noble, Janine Ryan Client: SAI Global • SAI Global is seeking to raise A$130m in new equity and $A66m in debt to finance a proposed acquisition of US-based solutions provider Integrity Interactive • Macquarie Capital Advisers is longstanding client of Clayton Utz. Clutz also advised this client as underwriter in CSG Limited’s A$65m institutional placement • Gilbert + Tobin also advising SAI Global on its bid for Integrity Interactive and its off-market takeover bid for Espreon Limited

| M&A | ►► ROCKWOOL GROUP ACQUISITION OF CSR ASSETS A$128m Firm: AAR Lead lawyer: Campbell Davidson Client: CSR Firm: Baker & McKenzie, Lead lawyers: Brian Chia, Yong Hsian Siong Client: Rockwool

Firm: Allens Arthur Robinson Lead lawyer: Ian McGill Client: Telecom NZ Firm: Middletons Lead lawyer: Simon Salter Client: iiNet

Simon Salter Middletons

• iiNet will acquire Telecom NZ’s Australian consumer division for a value of A$60m • Deal will also see Telecom divest its 18.2% shareholding in iiNet valued at approximately A$70m • Acquisition will be funded through cash and debt to avoid shareholder dilution • Middletons previously advised longstanding client iiNet on its IPO listing in 1999

| EQUITY MARKET | ►► RIVERSDALE MINING CAPITAL RAISING A$337m Firm: AAR Lead lawyer: Stuart McCulloch Client: Riversdale Mining Firm: Blake Dawson Lead lawyer: Sarah Dulhunty Client: UBS, Hartleys Firm: Clayton Utz Lead lawyers: John Elliott, Adrian Beerworth Client: Companhia Siderurgica Nacional (CSN)

Firm: Baker & McKenzie.Wong & Leow Lead lawyer: Kelvin Poa Client: Rockwool

• Capital raising to comprise of an A$102m institutional placement and a 1 for 8 accelerated nonrenounceable pro-rata entitlement offer to eligible shareholders

• Rockwool Group will acquire 100% of CSR’s Asian insulation, panels and trading businesses for A$128m

• Clayton Utz previously advised CSN on initial investment in Riversdale Mining of approx 16% of total shares in the company in late 2009

• AAR is part of CSR’s Asia panel; firm has previously completed work for CSR in the PRC

CORRECTIONS #

| TELECOMMUNICATIONS | ►► IINET ACQUISITION OF AAPT CONSUMER DIVISION A$70m

In issue 8.7 of ALB magazine on page 54, the Mergermarket pages reported that Blake Dawson and Norton Rose advised the bidder on the ATF/ Champ Private Equity transaction. The correct adviser was in fact Mallesons. ALB regrets the error.

Australasian Legal Business ISSUE 8.9

NEWS | deals >>

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NEWS | analysis >>

ANALYSIS >>

TAKING THE “P” OUT OF LPO A new breed of LPO providers want to take the “process” out of legal process outsourcing. Could the outsourcing of sophisticated work be next on the agenda?

S

omewhere over the past 18 months, “LPO” has become “LSO”. The phrase “legal process outsourcing” may have seemed a comfortable enough description for companies such as CPA Global, Pangea3 or Exigent in the first blush of their initial flirtation with the Magic Circle, but there are many who now feel that LPO is becoming a somewhat misleading term. These days the modern firm is looking to outsource more than just document discovery – and LPO providers are evolving in response.

The growth of traditional LPO

While outsourcing is not a new concept, a point of critical mass appeared to have been reached in 2009. Rio Tinto’s decision to outsource work to India was followed by a string of law firm decisions of a similar ilk, including the first Magic Circle foray into outsourcing, by Allen & Overy. Other major firms reported to be involved in outsourcing in one form or another included Clifford Chance, Eversheds, Hogan Lovells and Pinsent Masons.

However, there have been recent reports that firms are losing enthusiasm for offshore outsourcing and are instead preferring to investigate onshore models. Quality issues – perceived or otherwise – are said to be key to this pattern. In Australia, law firms are shy about disclosing their use of LPO providers and it is difficult to assess the extent to which the concept has penetrated the market.

Certainly the presence of major providers such as CPA Global and 10

Pangea3 suggests that there is a market for their services. A small number of firms such as Herbert Geer and Swaab Attorneys are on the record as having used outsourcing for support services.

Expanding the LPO concept

Much of the focus of the LPO debate has been on the LPO-law firm relationship. The Rio Tinto outsourcing, however, demonstrates that GCs and in-house teams can deal with LPO providers directly – and not just for the outsourcing of process work.

While the market traditionally associates LPO providers with low-end work, there is a new breed of provider focussed on resourcing higher-end matters. ALB has previously noted the rise of Perth and Melbourne-based firm Balance Legal, which specialises in providing lawyer secondments to in-house teams. Typical clients may be smaller companies who do not have any in-house legal capacity, or larger corporates who happen to be experiencing a spike in workflow.

A competitor to Balance in this space is another recent market entrant, Bespoke Law, which markets itself as a “virtual law firm.” To the extent that both firms provide lawyers on secondment, it may be more accurate to describe this process as “insourcing” rather than “outsourcing” as the lawyers in question usually work onsite with the client.

What distinguishes these services from a typical law firm secondment is cost – as entities like Bespoke Law and Balance are not encumbered by the typical law firm overheads. Bespoke

director Jeremy Szwider said that he estimated that a Bespoke Law secondment would offer a 30-50% saving for clients over a similar secondment from a law firm. He also said that Bespoke was able to provide senior experience, up to and including the GC level.

“We have a host of very senior lawyers who are skilled at being in-house lawyers, as opposed to being private practice lawyers,” he said. This model is an example of why the “P” is beginning to disappear from “LPO”. “I personally try to differentiate Bespoke from the traditional LPO – I refer to it as legal service outsourcing,” said Szwider.

“I don’t really like the “P” in LPO, but for whatever reason the acronym has stuck.”

Outsourcing to law firms

Balance Legal managing director Ken Jagger maintains that his service is intended to supplement rather than displace law firms or in-house teams. That may well be the case, but if businesses such as Balance and Bespoke continue to grow, they must surely do so eventually at the expense of the traditional law firm.

Outsourcing presents opportunities as well as threats for law firms – or at least those in Australia and New Zealand. Magic Circle firms may be reluctant to send sophisticated work to India or South Africa for predictable reasons relating to quality and reputation, but they can avoid these problems and still take advantage of a lower cost base by sending work to Australia or New Zealand, where the top firms enjoy a strong international reputation.

Could Australian and NZ firms become the next outsourcing hub for sophisticated work from the UK and US? In ALB’s New Zealand report earlier this year, Minter Ellison Rudd Watts’ Mark Weenink expressed enthusiasm for this concept and said that he had already received encouraging expressions of interest.

Other NZ managing partners were more lukewarm on the idea. But in the longer term, Australia and New Zealand just might be the compromise outsourcing solution for which the northern hemisphere has been searching. ALB Australasian Legal Business ISSUE 8.9

NEWS | analysis >>

“We have a host of very senior lawyers who are skilled at being in-house lawyers, as opposed to being private practice lawyers" JEREMY SZWIDER, BESPOKE LAW

►► LEGAL PROCESS OUTSOURCING: FOUR VARIATIONS

Traditional LPO Firms outsource basic work to LPO providers offshore

1

This is the most commonly understood version of legal service outsourcing where “low value” process work is sent offshore by law firms. Some of the better-known examples to date have been Allen & Overy’s partnership with Integreon to outsource some document review functions to teams in Mumbai and New York, and Clifford Chance’s wholly-owned Indian subsidiary which performs document review and IT support work.

Offshoring moves onshore Firms outsource basic work to LPO providers in their home jurisdiction

2

In order to avoid any negative perception associated with sending work offshore, LPOs also offer the option of performing the work in the client’s home jurisdiction. For example, Integreon has an operations centre in Bristol which is said to have a 30% lower cost base than London. Clearly the cost savings for firms will not be as great as offshoring – and nor are the profit margins as satisfying for the LPO provider.

“LPO” becomes “LSO” Firms outsource more advanced legal work to external providers

3

The acronym “LPO” may have stuck, but the “process” part of the equation has become increasingly anachronistic as firms begin to flirt with the idea of outsourcing more skilled work. The phrase “legal service outsourcing” or LSO has now been introduced as a more inclusive term. Last year Pinsent Masons became the first firm to send work requiring qualified lawyers offshore, when it teamed up with Exigent in South Africa. While sending work to a developing country will clearly remain controversial, quality issues are less likely to arise if work is outsourced to Australian and New Zealand law firms, some of whom have already sensed an opportunity. New Zealand firms are leading the way in this regard, with Minter Ellison Rudd Watts, in particular, promoting its credentials to the Magic Circle. With a strong base of skilled lawyers, many of whom have UK experience, Australian and NZ firms are well placed to undertake sophisticated work at reduced cost on behalf of northern hemisphere firms or clients.

Client-led outsourcing Clients take matters into their own hands

4

Clients can cut law firms out of the action and deal directly with LPO providers to outsource work. The best-known example was perhaps Rio Tinto’s agreement last year to outsource legal work to a team of 15 Indian-based lawyers sourced by LSO provider CPA Global. The deal was orchestrated by Rio managing attorney Leah Cooper, who subsequently went on to take up a full-time advisory role with CPA Global.

www.legalbusinessonline.com

UPDATE >>

Employment Law Queensland first: Mining employee sentenced to imprisonment for breach of safety and health laws

I

n a Queensland first, a mine worker has been sentenced to eight months imprisonment for failuring to comply with his safety obligations under mining occupational health and safety laws, resulting in the death of a fellow employee.

In January 2008, a mine worker was crushed to death after being caught between a Toyota Landcruiser and a basket attached to the front of a Volvo L120D loader (loader). The defendant was operating the loader at the time of the accident.

Both the defendant and the deceased were employees of a mine contractor. The SSE, the Operator and the Contractor were not charged.

Prosecution The Department of Employment, Economic Development and Innovation commenced a prosecution against the defendant alleging that he failed to discharge his safety and health obligations under the Mining and Quarrying Safety and Health Act 1999.

The incident was caused by the defendant’s lack of attention, failure to keep a proper look out for other workers, judgement, and inability to apply sufficient braking mechanisms in time.

The danger of the situation had been made known to the defendant during his training.

Training and experience The defendant was certified to operate the loader forty five days before the incident. Townsville Industrial Magistrate’s Court accepted that the defendant was therefore fairly inexperienced.

Decision The Court found the defendant guilty of breaching his safety obligations under the Act, resulting in death.

In determining the appropriate penalty, the Court considered mitigating factors including the defendant’s remorse, and lack of significant history.

In addition to the eight months imprisonment, the defendant was also ordered to pay the Court $6,625 for the Department’s professional costs and $6,812.70 for investigation costs.

Key messages for employers Queensland is the only Australian jurisdiction in which people have been sentenced to jail for safety breaches.

Employers need to ensure they have a robust health and safety management system, regardless of your industry.

Reality needs to match what’s contained in the documents.

Employers need to be able to demonstrate that employees are trained in and understand the system.

If employers can show that, they are in a defendable position if something goes wrong. It also minimises the possibility of things going wrong.

If an employee breaches the safety system, employers should not hesitate to take swift and severe action. This includes considering discipline and termination. Courts view such breaches seriously, and so should employers.

Matthew Smith For further information, please contact matthew.smith@sparke.com.au .

11

NEWS | analysis >>

ANALYSIS >>

Where the wind blows...

Will the new Sustainable Investment Market Venture Security Exchange herald a resurgence of clean-tech listings and investment?

W

hile the major political parties appear to be wedded to traditional fossil fuel technology, lawyers have known for some time that there is a viable long-term business proposition in sustainable and clean technology investment. The recent spate of wind farm deals includes the Meridian–AGL Macarthur wind farm project, an A$1bn affair which, under the guidance of AAR, Freehills and Norton Rose, is expected to produce the largest wind farm in the Southern hemisphere. These deals suggest that

big business is already anticipating government movement on carbon and sustainable energy policy. If only our politicians had the same certainty.

But is there enough interest in sustainable and clean-tech businesses to justify a dedicated securities exchange in Australia? Enter the new Sustainable Investment Market Venture Security Exchange (SIM VSE), a specialist primary and secondary equity market designed to fulfil exactly that role.

“In recent years the main form of capital raising [in this sector] has

►► RECENT CLEAN TECH DEALS IN AUSTRALIA Deal

Value

Meridian Energy acquisition of Mt Millar wind farm

A$191m

Collgar Wind Farm development, construction and operation

A$740m

Firm and client

Deal summary

Firm: AAR Client: Meridian Energy

Acquisition is part of Meridian's expanding portfolio of renewable energy assets in Australia. The sale was part of a broader suite of work undertaken by Freehills for Transfield which included a A$110m capital raising

Firm: Freehills Client: Transfield Services Infrastructure Fund Firm: Allens Arthur Robinson Client: financiers Firm: Freehills Client: Collgar

206MW wind farm will provide renewable electricity to the Western Australian power grid under a 15 year power and green credits purchase agreement with Synergy

Firm: Minter Ellison Client: UBS, REST Alcoa PPA

Undisclosed

Firm: Minter Ellison Client: Alcoa Firm: Herbert Geer Client: Smelter participants

Meridian–AGL Macarthur wind farm project

A$1bn

Firm: Allens Arthur Robinson Client: Meridian Energy Firm: Freehills Client: AGL Energy Firm: Norton Rose Client: AGL Energy

12

Alcoa of Australia and Loy Yang Power have announced new 20 year base-load electricity contracts to power the Portland and Point Henry aluminium smelters Meridian and AGL joint venture will see the construction of what is expected to be the biggest wind farm in the Southern Hemisphere

been venture capital, which has been a successful model to a point, but with the launch of this new exchange there is an additional source of funding,” said Mallesons partner Louis Chiam.

“We have a number of clients in the clean-tech area, and they will want to bring new investment opportunities to the market. SIM VSE is yet to be a proven option, but there is a good prospect that it will serve as a more focused way of connecting start-ups seeking new capital with investors, in a way that is clearly labelled.”

On one level, the new exchange may help to keep legal work in Australia.

“We see a lot of Australian clean-tech companies making the trek to London’s AIM market, because the equity market over there is more geared towards this sector,” said Norton Rose partner Anthony Hobley. “Australia's equity market is not yet as developed in the area of clean-tech, renewable energy and climate change. But the establishment of SIM VSE would send a strong message to those companies that there are opportunities locally.”

Baker & McKenzie’s Martijn Wilder said the market was seeing growth in venture capital in the renewable resources and clean-tech sector and the new exchange will have the advantage of offering additional exposure and investor awareness for the companies that choose to list there.

B&M’s Bill Fuggle, who originally advised on the establishment of SIM VSE, added that the SIM VSE would be better placed to cater to the particular needs of these companies: “Resources exchanges are better able to assess the merits of listing a resources company, determining whether to grant waivers from listing rules, having the right listing rules to begin with, and [have] a better understanding when announcements should be made and when things are price sensitive,” he said.

The caveat which must be applied to this generally positive reaction to the new exchange is that no one is yet prepared to predict a flood of listings. There are high hopes that SIM VSE will ride the current wave of environmental consciousness and attract the attention of the large super funds, many of which have large investment portfolios geared towards sustainable investments.

Australasian Legal Business ISSUE 8.9

NEWS | analysis >>

“Resources exchanges are better able to assess the merits of listing a resources company" BILL FUGGLE, BAKER & MCKENZIE However, at the time of writing the exchange has had just one listing – air emissions solutions provider Indigo Technology, which is expected to begin trading shortly, under the advice of McCullough Robertson. To be fair, the exchange has only been in business since June and is at present in discussion with 12 other companies that are interested in listing.

Asian investment

Australians lawyers are not the only ones who are eyeing SIM VSE with interest. A stated aim of the new exchange is to attract listings from Asia and particularly China and for this reason Asia-based lawyers are keeping a keen eye on its progress. “There is clearly a demand for such a platform,” said Loo Choon Chiaw of Singaporebased Loo & Partners. “However, it is too early to assess the real impact of SIM VSE on the Asian market. The competition for clean-tech companies will be keen. One must remember that most of the Asian exchanges are all trying to attract burgeoning quality companies, including those in the environmental space.”

Singapore has been active in the water and clean-tech space and may prove to be another source of business for the SIM VSE. “SGX has been tapping the water and clean-tech space. So far, there have been some 28 companies from the sector listed on the bourse. The Singapore government has committed to building a strong ecosystem for the industry with close to S$700m being channeled for R&D centres, clean-technology parks and other initiatives,” said Chiaw.

“With such a push from the government, it is clear that clean technology shall move from niche to mainstream, as a result of which the demand for capital shall become significant as companies make vast investments in infrastructure to expand their businesses. SIM VSE is one of the platforms which quality clean-tech companies in Singapore may consider as a listing venue.” ALB www.legalbusinessonline.com

us report Corporate clients prefer UK over US firms A UK study by research firm Acritas revealed global companies would turn to British firms for international legal advice over US firms.

The study found that 92% of their 1,000 respondents – comprised of in-house legal counsels from a range of industries and companies across the Americas, Europe and Asia-Pacific – said they would most likely choose UK firms over US ones.

41% of respondents were chief legal counsel.

The survey also found that 53% of the companies that responded said they prefer to use English law for international work, as opposed to 34% who are using US law. For multi-jurisdictional deals, 70% of respondents preferred UK firms over US firms.

The report also revealed that international legal billings for these companies are five times the size of their domestic legal expenses.

reducing capacity levels and delaying some capital expenditures. John Conroy, chairman of the firm’s executive committee, said strong demand for the firm’s legal services in certain practice sectors and locations also contributed to the rise in profits.

Emerging markets in Asia and Latin America were key areas of growth for Bakers in fiscal year 2010.

Fees from Asia-Pacific, which represented 26% of the firm’s revenue for the year, rose compared to last year – as a result of a 45% increase in fees connected to securities work in the region.

Growing practice areas for Bakers in the US included financial restructuring, up 55% in fees collected versus last year, and risk management which recorded robust demand. The firm’s real estate, private equity, and debt capital markets practices remained slow in the majority of regions in which the firm practices.

Profits rise, revenue dips at Baker & McKenzie Profits per equity partner (PEP) at Baker & McKenzie jumped by 13% to US$1.1m for the fiscal year 2010, despite gross revenue at the firm falling 0.4% to US$2.1bn. 2010 marks the second straight year of declining revenue for the firm.

B&M introduced several cost-cutting measures which helped increase the firm’s profits, including

Legal sector loses 800 jobs in July Of the 131,000 US jobs that were lost in July, 800 were in the legal sector, according to the US Bureau of Labour Statistics. Yet despite the losses, the economy performed better in July than it did the previous month.

In June, the legal sector saw 3,200 jobs disappear. Overall, there were 17,200 fewer legal jobs in July 2010 than in July 2009.

ROUNDUP

• DLA Piper has expanded its US management team with the appointment of two chairmen – global corporate and finance head Roger Meltzer and practice co-head Jay Rains • Baker & McKenzie will pay US$6.65m in compensation to the bankrupt Coudert Brothers for profits earned from unfinished business partners took with them when they left Coudert. The firm has also agreed to forfeit the majority of its interest in an estimated US$17m in contingency fees for litigation that the former Coudert partners were handling • Rudy Lim, former corporate partner for DLA Piper and Duane Morris in Singapore, has had his twomonth sentence for lying about his annual compensation in an effort to switch firms slashed by a Singapore local High Court judge. Lim will now serve just one day in jail and pay a US$10,000 fine • Baker Botts has hired Hogan Lovells arbitration specialist, Dominic Pellew, for its Moscow international arbitration and dispute resolution group • King & Spalding has expanded its global energy transaction practice with the addition of M&A and private equity lawyer Crayton Bell to its New York office. Bell joins from Milbank as a partner in the corporate group • Steptoe & Johnson has appointed Cecelia Fanelli as partner to its New York litigation practice

13

NEWS | analysis >>

ANALYSIS >>

Real estate:

return of the big deals?

Property lawyers are in demand – but what is driving the optimism? ►► AUSTRALIA - RECENT PROPERTY DEALS Deal name Aviva Investors acquires HIP Fund

Value $A A$386m

Firm & client

Deal details

Freehills: Aviva Investors

Deal will see Aviva Investors acquire two Sydney CBD properties and one Perth CBD property

Freshfields: Aviva

Freehills also advised Aviva earlier this year on the establishment of the Pioneer Clarence Property Trust and its first acquisition of Australian property LaSalle acquisition of Sofitel Sydney Wentworth hotel

A$130m

Firm: Baker & McKenzie Client: LaSalle Investment Management

LaSalle Investment Management is acting on behalf of the LaSalle Asia Opportunity Fund III

Firm: Clayton Utz Client: Tourism Asset Holdings Limited Refinancing of 1 Shelley Street

A$158m

Firm: Mallesons Client: HSBC Firm: Minter Ellison Client: Brookfield Multiplex

RBS Tower (Aurora Place) sale, Sydney

A$685m

Firm: Blake Dawson Client: National Pension Fund (South Korea) Firm: Freehills Client: Commonwealth Property Investment Trust

Santos Place (Brisbane) sale

A

A$287m

Firm: Freehills Client: Permodalan Nasional Berhad

s the lawyers at Freehills hone the finer details of the A$287m sale of Brisbane’s Santos Place to a Malaysian sovereign wealth fund, it is worthwhile to take stock of a transformation which appears to be taking hold of law firm property practices. This is one of several transactions which have taken place in recent months (the A$685m purchase of Sydney’s Aurora Place by South Korea’s National Pension Fund is another highlight) which suggests a reinvigoration of property workflows.

Since the GFC, property lawyers have observed the balance of work shift gradually from new development projects and transactions to work in the nature of restructuring and asset management. However, this has not necessarily meant a lessening in workflow. “The nature of the legal work has changed, but the amount of work has been steady and even busy,” 14

Deal involved refinancing of this project at Sydney’s King Street Wharf and was completed in three days One of the largest property transactions concluded post-GFC The deal is the first acquisition of Australian real property by South Korea’s National Pension Fund Property in question is also home to the Sydney headquarters of Minter Ellison PNB is a Malaysian sovereign wealth fund and this is its first Australian acquisition

said Melbourne-based Mallesons partner Simone Menz. “During the GFC, we saw a lot more restructuring and asset management work, as opposed to Simone Menz transactional work Mallesons – buying and selling property – as property trusts and wholesale funds were less active in the market.” The steady workflow has seen an addition of six lawyers to the firm’s Melbourne property group since the start of 2010, and the firm is looking to make further additions as more deals which stalled during the GFC come through.

But will the new projects resume with fresh vigour? There are some positive indicators. One trend that has developed over the last quarter is the re-emergence of Australian super funds. According to Menz, a

stronger presence of super funds in the market is expected to provide developers with an alternative source of finance and will help to stimulate legal work in the area of new property development. However, constraints still lie with funding, something which Corrs Chambers Westgarth property partner Randall Gerkens describes as “a hangover of the GFC. There is now more activity, or willingness by clients to look at commercial projects or acquisitions that hasn’t been in the market for a long time,” he said. “So long as there isn’t a rise in the number of large-scale asset sales which would upset the market; the demand for legal work in transactions and development projects will continue as the demand for new office space emerges.”

Demand for new space is likely to intensify, particularly in light of a diminishing pipeline of projects under development. Property Council of Australia CEO Ken Morrison said that while a number of new projects are to be added in the second half of 2010, this will not match the demand for space in Australia's CBD markets. Simone Menz is of a similar view, noting that the majority of commercial projects stalled during the GFC. “The focus will be on the Melbourne and Sydney CBD market as the demand for commercial space in these markets will be likely to exceed the space resulting from property projects that are currently in the construction pipeline,” Menz said.

“In 2-3 years' time there may not be enough new space for corporate tenants to consolidate office space or move to a greener building, as the average commercial building takes at least three years to clear the planning approval process and be constructed.”

That is a view likely to be noted with ►► NATIONAL CBD VACANCY RATES, JULY 2010 Market

Vacancy rate Jul 10 (%)

Vacancy rate Jan10 (%)

Vacancy rate Jul 09 (%)

Melbourne CBD

6.5

6.6

4.8

Adelaide Core

7.0

6.2

5.5

Sydney CBD

8.5

8.1

7.8

Perth CBD

9.9

8.2

8.0

Brisbane CBD

10.9

11.3

10.7

Canberra

13.6

8.6

9.0

8.9

8.0

7.3

Total

Source: Property Council of Australia Office Market Report July 2010

Australasian Legal Business ISSUE 8.9

NEWS | analysis >>

►► TOTAL VACANCY RATES: AUSTRALIAN OFFICE SPACE 1990-2010 25

Historic average

20 15 10 5

Jan 90 Jan 91 Jan 92 Jan 93 Jan 94 Jan 95 Jan 96 Jan 97 Jan 98 Jan 99 Jan 00 Jan 01 Jan 02 Jan 03 Jan 04 Jan 05 Jan 06 Jan 07 Jan 08 Jan 09 Jan 10

0

Source: Property Council of Australia Office Market Report July 2010

satisfaction by firms such as Clayton Utz, which took advantage of the downturn and signed contracts to lease office space currently under construction.

Steven Smith On the residential Herbert Geer development side, the market has shown strong movement in apartment projects and broad-acre housing estates, as developers re-emerge to utilise the opportunities presented by the shortfall in supply. According to a number of lawyers, the Melbourne market is showing the strongest signs of residential activity, overshadowing Sydney and Brisbane which has been described as “gloomy” – and even Perth which is experiencing strong growth off the back of the resources boom.

“Overall, the market is seeing that developers are keen to proceed with residential projects because of favourable market conditions and have been much more active this year compared with last year,” said Gerkens.

“Many of the larger national developers and property funds have recapitalised over the last year and are better placed to act on opportunities in the market than they were 12 months ago.” Herbert Geer partner Steven Smith said there was strong growth in the Melbourne apartment market, and firms are seeing more legal work come in for new apartment development complexes around the A$450m mark.

“The market has been strong, but the lack of financing in last few years has meant that there are few products on the market,” he said. ALB www.legalbusinessonline.com

uk report Eversheds’ offshoring of support work puts 100 jobs at risk Eversheds has signed a seven-year agreement with Accenture to outsource its HR, administration and finance roles to Bangalore, India. The agreement will be rolled out over the next 12 months and is expected to put 100 jobs into redundancy, largely in the areas of finance and human resources.

Under the agreement, Accenture will develop a common IT platform for all Eversheds international offices, and will oversee the firm’s HR support services, administration, general accounting functions, billing and collections, and the business processes involved from procurement to payment.

The firm brought in the consultancy at the beginning of this year to review its systems and processes, in a move to streamline and improve back-office systems. This is the fifth round of redundancies conducted since September 2008, the last being in September 2009, when 117 roles were reviewed (including 22 fee-earners in the real estate practice).

Top corporate practices shake off effects of economic slump Revenues of the UK’s top 20 corporate practices fell an average 4% as did the total fee income the top 20 firms received, over the 2009-10 financial year.

In 2010, the Magic Circle firms, including Slaughter and May, continues to attract the few major deals. Clifford Chance and Slaughters acted on the standout deal of the year – Kraft’s acquisition of Cadbury. Despite this, Clifford

Chance still saw its corporate revenue fall by more than 6% over the period. However, it was A&O’s 12% drop that was the largest among the big five.

Linklaters’ corporate revenue dropped only 1%, thanks largely to it acting on Lloyds Banking Group’s record £13.5bn rights issue. The firm suffered a 14% fall in the previous corresponding period.

Despite suffering another 6% fall in revenue, Freshfields Bruckhaus Deringer is considered to have recovered the strongest among leading corporate firms – it is the only firm to have increased corporate revenue since 2007-08.

Firms increase trainee retention rates September 2010 retention rates among the UK top 30 law firms have improved across the board.

The average retention rate currently stands at 82%, an improvement of 8% on September 2009.

Magic Circle firm Linklaters is keeping 87% of its September qualifiers, compared to only 76% kept in September 2009. Clifford Chance will retain 79% of its total number of qualifiers in September and Allen & Overy will keep on 81%.

Slaughter and May posted the highest rate in the Magic Circle firms – 93%.

Other top performers included Berwin Leighton Paisner and Macfarlanes, which both posted rates of over 90%. Eversheds will retain 83% of September qualifiers (72 out of 87 will remain with the firm) while Ashurst will keep 87% (27 out of 31). The lowest figure was posted by Pinsent Masons: the firm kept just 55%.

ROUNDUP

• SJ Berwin managing partner Ralph Cohen is to stand down from his role as the firm approaches the advanced stages of merger talks with Proskauer Rose • Milbank has hired five banking partners from Latham & Watkins’ New York office, including Marc Hanrahan, former co-chair of Latham’s global banking practice, who has been appointed Milbank’s global head of leveraged finance • Clifford Chance Japan corporate head Alan Kitchin has been charged with assaulting his partner Misato Yoshida at Scotland’s Gleneagles Hotel in June. Ashurst denies the charge and is expected to stand trial in November • SRS Advogados’ merger with Soares Machado & Associados will see Simmons & Simmons founder José Soares Machado join SRS Advogados as head of litigation, bringing with him nine lawyers to the firm’s offices in Lisbon • K&L Gates will pay for the total of nine days its lawyers require off to attend London Olympics duties, under a firm initiative developed by lawyer Bonny Hedderly

15

NEWS >>

INDUSTRY >>

Slater & Gordon adds another NSW firm to stable L

isted firm Slater & Gordon has continued its purchasing spree with the acquisition of specialist family law firm Rod Powe Lawyers in the Hunter Valley of NSW. This is the seventh firm Slater & Gordon has acquired this year, having completed its A$57m acquisition of Queensland personal injury specialists Trilby Misso in early August. Other acquisitions by Slater & Gordon this year include Melbourne’s Kenyon’s Lawyers; Long Howland and Adams Leyland Lawyers in New South Wales and McGlades Lawyers and Steward & Noble Lawyers in Victoria.

Rod Powe Lawyers founder Rod Powe is an accredited specialist in both family law and advocacy. Powe will join Slater & Gordon’s family law team, which has been recently bolstered by the appointment of new national practice group leader, Ian Shann.

Powe said his reasons for joining the Slater & Gordon network were based on his desire to provide a better service to a bigger area and to assist family law practice on a national level.

“I have put a lot of years into developing my experience in family law and I believe I will be able to assist the Slater & Gordon family law practice

on a national level. It will also give me the back-up I need to deliver a better service as I’m now part of a much bigger network, with access to peer

support, precedent review and career development advice,” he said. Neither Slater & Gordon or Powe would disclose the value of the acquisition. ALB

IN-HOUSE >>

In-house lawyers feeling the pinch as companies seek to save dollars

I

n-house legal departments and general counsels in Australia and New Zealand are under pressure to decrease costs and expenditure, according to the 2010 Legal Department Benchmarking Report. More than half of all respondents (63%) reported some pressure to reduce total legal department costs, with 42% of those reporting significant or very significant pressure, in the Australian Corporate Lawyers Association (ACLA) and Corporate Lawyers Association of New Zealand (CLANZ) report.

Large legal departments (those with 10 or more lawyers) were more likely to report pressures to reduce costs 16

than smaller legal departments (those with only one to four lawyers). 76% of general counsel also reported being under pressure to reduce costs. “There is a lot that legal departments and their law firms can do together to contain and reduce their legal expenditures,” said Richard Stock, partner at Catalyst Consulting and in-house consultant.

The report recommends legal departments “set a goal” to reduce the average rate paid to law firms by 10% over the next financial year, through “in-sourcing, bundling routine work for fixed fees, set rates and partner/non partner ratios and re-configuring law firm work teams.”

Stock suggests legal departments also rethink how many law firm relationships they require, and whether requirements can be met by fewer firms doing more of the work, as a way of achieving lower legal costs. Regardless of how many firms a legal department uses, he said basic questions surrounding costs and time should be asked on a matter-by-matter basis.

“The law firms should be asked, who is going to do it, how long is it going to take, and how much will it cost?

Our survey shows that we are getting not even a third of legal departments requesting that level of detail,” Stock said. ALB Australasian Legal Business ISSUE 8.9

NEWS >>

NEW ZEALAND >>

Brand dilemma confronts NZ firm after loss of name partner

B

outique New Zealand law firm Morrison Daly could soon have a new name, following the departure of partner Kara Daly.

Daly has returned to her former employer Minter Ellison Rudd Watts as special counsel, working in the firm’s banking and financial services practice. She was formerly a partner at the firm. Morrison Daly partner Andrew Morrison said he would probably change the firm’s name to remove ‘Daly’, but had not yet decided.

“It’s really a question of brand. We have established a reputable brand in New Zealand and Australia which we would like to retain, but out of respect for Kara, we will consider whether it is sensible to maintain the name,” he said. A new partner is already on the way to fill Daly’s position.

Russell McVeagh partner Matthew Mallett will join the firm in early September. Prior to joining Russell McVeagh, Mallett worked for another New Zealand law firm and spent three and a half years at Linklaters in London.

However, Morrison is hopeful that Daly will return to the firm. “We would like to think that she will return to us one day and that this is just a phase of her life.” When asked if there was a risk the same thing could happen five years from now with Mallett, Morrison said there was always a risk. “There is always a risk partners will do what Kara has done,” he said.

“From a professional perspective there is a huge attraction to work in large firms which carry out big transactions.” ALB

CAPITAL MARKETS >>

Aston raises hopes for more IPOs F reehills has acted on the largest initial public offering (IPO) of the year to date, the A$1.2bn Aston Resources float.

“We hope that the fact Aston Resources has successfully listed on the Australian Stock Exchange will help encourage further IPO activity in the market,” said Freehills partner and co-head of equity capital markets Philippa Stone.

Earlier this year Freehills worked on the IPO for Singapore-based Miclyn Express Offshore, which listed with a market cap of A$516m. Last year the firm worked on the largest IPO in Australia to date - the Myer float.

Stone said there had been limited activity in the IPO area over the past 12 months, but was hopeful of more activity in the second half of 2010.

“Companies have been holding back, because they think they might get a better financial outcome later in improved markets, or from private sale transactions. To some extent, available www.legalbusinessonline.com

investment funds have also been absorbed by secondary raisings by existing listed companies,” she said.

Aston Resources is the owner of the Maules Creek coal development project, one of the last major undeveloped and significant multi-seam coal deposits in NSW. “The investors in Aston Resources were very sophisticated coal industry players as well as other institutional and sophisticated investors. This affected a number of aspects of the IPO, and also enabled a short offer period of 11 days from lodgement to listing,” said Stone.

The Freehills team for was led by Sydney-based Stone and Tony Sparks, and Brisbane-based corporate partner Matthew Fitzgerald. ALB

news in brief >> GAY PICKED TO HEAD NEW ASIC PANEL ASIC has appointed former general counsel of Goldman Sachs JB Were, Lisa Gay, as chairperson of the new Markets Supervision Advisory Panel. Gay has 20 years experience in the broking industry and was appointed GC of JB Were in 1992. Currently on long service Lisa Gay leave, Gay will return to JB Were as advisory director – policy and regulation later in the year.

ASIC is setting up the panel as part of the regulatory infrastructure for the supervision of realtime trading on Australia’s domestic licensed financial markets. The panel will function as a peer review body and has been established to deal with breaches of the Market Integrity Rules, which came into effect on 1 August. The panel will exercise ASIC’s power to issue infringement notices and accept enforceable undertakings relating to breaches of the rules.

Other members of the panel include Ian Chambers, head of Australian equities, Morgan Stanley Australia; Leigh Conder, general manager, financial markets operations and equities and margin lending operations, CBA; Geoffrey Louw, head of futures and forex, Bell Potter Securities, and other senior members of the finance and securities industry.

FREEHILLS APPOINTS NEW BOARD MEMBER Women now make up a third of the Freehills’ board following the appointment of partner Jane Hodder.

The latest appointee joins existing female board members, partner Rebecca Maslen-Stannage and Helen Nugent who is an external board member.

Females represent 21% of partners and 60% of the lawyers at Freehills. Women also hold a number of key senior leadership positions on the executive team, including COO Janet Young and director of knowledge management, Nicole Bamforth.

Freehills’ ‘Women at Freehills’ strategy includes partner development programs focused on improving career conversations, challenging mindsets and assumptions about gender; coaching programs; focus groups; setting partner targets; parental support programs; flexible working plans; and policy reviews.

NZ LEGAL EAGLE SEEKS REGIONAL WORK Buddle Findlay partner Neil Russ has been appointed as a council member of the Tokyo-based Inter-Pacific Bar Association. With more than 1,400 members from 65 countries it is the pre-eminent legal association in the Asia Pacific region.

Russ will join the association as the jurisdictional council member for New Zealand. He will use his new role to promote opportunities for local practitioners.“Before the major IPBA conference in Kyoto next year I will be looking to raise the profile of the organisation and facilitate involvement of current, past and prospective IPBA members in New Zealand,” he said.

17

NEWS >>

news in brief >> ILH SHOWS REVENUE UP 41% FOR FY2010 Listed law firm Integrated Legal Holdings has announced a 41% revenue increase for the 2010 financial year. The result continues a pattern of strong revenue growth which saw the company claim top spot on last year’s ALB Fast 10 list of Australasia’s fastest growing firms.

ILH came under scrutiny last year over poor profitability, but for FY2010 the company was able to post a 44% increase in net profit after tax (A$853,000), earning A$23.9m. Managing director Graeme Fowler said that the outlook for the group was “positive” and that the directors expected the company to achieve EPS growth for 2010/11, “providing that reasonable business conditions continue for the year.” The company has declared fully franked dividends of 0.75 cents per share for FY2010, having paid an interim dividend of 0.25 cents fully franked in April 2010.

CHINALCO FINALISES JV WITH RIO TINTO Baker & McKenzie, AAR and Linklaters have advised Chalco, a subsidiary of Chinalco, and Rio Tinto on a year-long business development between the two conglomerates. Both companies have signed a binding agreement to establish a JV in relation to the Simandou iron ore project, covering the development and operation of the project in Guinea, including the planning, construction and management of the mine and associated rail and port infrastructure.

Chalco will have almost a 45% interest in the project through paying US$1.35bn. Once this consideration is paid, the effective interests of Rio Tinto in the JV will be 50.35%, with the remaining 5% owned by the IFC. This deal marks the beginning of a long-term cooperation plan between the state-run mining group and the miner, on a range of projects to jointly mine resources around the globe.

CORRS, NORTON ROSE HELP INDIAN COMPANY INVEST A$3BN IN AUSSIE COAL Corrs Chambers Westgarth and Norton Rose are acting on what is believed to be the largest single investment by an Indian company in Australia.

Adani Mining, a wholly owned subsidiary of India’s Adani Group, is to purchase Australian-owned Linc’s Galilee Coal’s Galilee Basin tenement, in a deal worth approximately A$3bn. The Corrs team, headed by partner, John Kelly, and senior associate, Franka Cheung, is advising the Adani Group, India’s largest coal importer. The coal tenement is among the largest in the region and holds an estimated 7.8 billion tonnes of thermal coal. Norton Rose is advising Linc on the sale.

18

REMUNERATION >>

Salary reviews: private practice I

n-house counsel have had substantially lower wage increases than private practitioners in the past 12 months, according to a new report.

In-house lawyers across the country on average received a salary increase of 4% in the past year, while private practice lawyers got a 12% to 14% increase, three times that of in-house lawyers, according to the Mahlab Recruitment annual survey.

Trish Hyde, the Australian Corporate Lawyers Association chief executive, said this result was not surprising, given the pressure businesses have been under recently. “Pressure on businesses during the GFC to keep costs down has flowed through to legal departments, and this sometimes flows through to salaries,” said Hyde.

A Sydney-based general counsel earned between A$170,000 and A$600,000, and on average A$289,000, according to the report, while Melbourne-based general counsels earned a marginally lower average of A$283,000.

Meanwhile, law firm partners got only a 4% to 7% average wage increase. According to Mahlab’s report, partnership draws were conservative compared to the 20+% increases that

were seen two or three years ago.

Average remuneration for a partner in a top-tier Sydney firm is now A$1.3m, while a mid-tier partner can expect A$803,000. Melbourne partners were ►► FEMALE IN-HOUSE LAWYERS SMASH THROUGH GLASS CEILING T he notion of a glass ceiling, if it ever was true, may be behind us as women increasingly fill general counsel positions in some of the world’s largest companies. According to the 2010 MCCA (Minority Corporate Counsel Association) Women General Counsel Survey, 94 of the Fortune 500 companies have women as their general counsel – an increase of nine over the past 12 months.

Female general counsels were most common in the retail, pharmaceutical/health and energy sector, with these sectors constituting 36 of the 94 (38.1%) overall

INDUSTRY >>

New laws to make class actions more attractive in NSW

P

roposed changes to laws surrounding class actions in NSW would be welcomed by the profession, according to Maurice Blackburn principal Rebecca Gilsenan. The proposal to change the NSW class action regime received provisional support from the NSW cabinet last week and could be introduced by the end of the year following a public consultation period.

Gilsenan said current laws make class actions unattractive, meaning these cases normally go straight to the federal level instead of the NSW Supreme Court. “The changes would ensure NSW is a more attractive option – it’s currently not a real option when looking to begin a class action,” she said.

One of the main concerns with the

NSW class action regime is that there is not a single interlocutory judge, or docket judge, when applications are filed; both the federal regime and the Victorian regime have a single judge.

The proposed new regime is based on Part IVA of the Federal Court of Australia Act, which sets out class action rules. Other reforms to the regime include the provision for class actions to be brought for a ‘closed class’ who have signed funding agreements, allowing members to participate even if they don’t have a claim against all defendants. Gilsenan is currently involved in the class action against Amcor and Visy Board regarding alleged price fixing in the corrugated fibreboard packaging market. ALB Australasian Legal Business ISSUE 8.9

NEWS >>

>>

outguns in-house

IN-HOUSE Q&A integrity legal

FIONA LOVELL General counsel and company secretary

Norfolk

have in-house lawyers become an increasingly 1Why indispensable part of an organisation? paid marginally less, A$1.23m and A$717,000 for top-tier and mid-tier firms respectively.

The past 12 months also saw a large number discouraged, dissatisfied or quietly-retrenched partners relocating to midtier firms from larger firms. ALB ►► FORTUNE 500 COMPANIES FEMALE GENERAL COUNSEL 100 80

94

92

85

90

83

Total number of women general counsel

76

60 40 20

18.8

17.0

18.4

18.0

16.6

15.2

Percentage of women general counsel (%)

0 2010 2009 2008 2007 2006 2005 Source: 2010 MCCA Women General Counsel Survey, Minority Corporate Counsel Association, Inc. (MCCA).

headcount. The survey also showed more ethnic diversity among female GCs of the Fortune 500 companies; 12 out of the 94 this year were non-Caucasian, compared to 3 of the 85 last year.

DISPUTERESOLUTION RESOLUTION>> >> DISPUTE

Arbitration centre officially opens

T

he Australian International Disputes Centre (AIDC) was officially opened by Commonwealth Attorney General Robert McClelland and NSW Attorney General John Hatzistergos, in Sydney on 3 August.

The centre will provide companies across the Asia-Pacific region with a dedicated facility to resolve commercial disputes. International arbitration and alternative dispute resolution expert, Michelle Sindler, has been appointed as the inaugural chief executive officer of the centre, which has been jointly funded by the Commonwealth and NSW Governments, the Australian Centre for International Commercial Arbitration (ACICA) and the Australian Commercial Disputes Centre.

“The action is on our doorstep and it is vital we build on our capability to take maximum advantage of it and provide the support businesses need to best manage their risk,” said the chief executive officer of the Australian Industry Group, Heather Ridout. ALB www.legalbusinessonline.com

Time and time again external lawyers show that they either do not understand the business or have difficultly communicating with the business in a way that the business can understand.

In-house lawyers play an important role breaking down legal advice, explaining complex legal principles in business terms and responding directly to the business needs. In-house lawyers are also considered to be necessary costs while the costs of external lawyers are considered excessive.

times, the role of general counsel has diversified 2Inintorecent a multi faceted role, where the GC can wear the ‘hat’ of lawyer, legal manager, compliance manager, and company secretary. Do you believe this has increased your risk profile?

Without a doubt the more hats you wear the higher your risk profile. However you can learn a lot more about the business and therefore manage risk better from some of your “other” roles. It is always interesting what people will tell the company secretary but not the general counsel for example – even if it is the same person.

do you consider to be the main challenges you and 3What your team will face in 2010?

The main challenge will be to provide appropriate legal advice which is helpful for the business. When the economy is tight there is more desire to do business for the sake of doing business and to “skip” what the business may consider the legal niceties.

Also as budgets continue to be tight there is more and more pressure to do things in-house. You have to be conscious at all times that you are not an expert in everything and that there is a time to engage the experts even if it will cost more.

19

NEWS >>

APPOINTMENTS

Morrison Daly

►► LATERAL HIRES Name

Practice areas

Alex Haslam

Insurance law Charlotte Bates Employment law Kara Daly Securities and financial law Angela Harvey Corporate law

Organisation coming from

Organisation going to

Henry Davis York ANZ National Bank Morrison Daly Brown Wright Stein

Gilchrist Connell Simpson Grierson Minter Ellison Rudd Watts Swaab Attorneys

►► PROMOTIONS Firm

Name

Area

Atanaskovic Hartnell

James Wheeldon Dixon Hearder Brad Robinson Karyn Thomson, Kirsty-Anne Singleton Lisa Gallate, Matthwew Pike

M&A and corporate Taxation Banking and finance Real estate

Baker & McKenzie Corrs Chambers Westgarth

DLA Phillips Fox Kemp Strang

Mallesons

Corrs

Corrs adds partner from Mallesons Brad Robinson has joined Corrs Chambers Westgarth from Mallesons Stephen Jaques, as a partner in the Melbourne office. He is an experienced banking and finance and debt capital markets lawyer and was previously a senior associate.

Robinson has acted for borrowers, financiers, arrangers, sponsors and other market participants.

His experience also includes more than four years in London practicing in the debt capital markets, securitisation and acquisition finance areas.

Corrs

Baker & McKenzie

.

Hearder on the move Dixon Hearder has joined Baker & McKenzie as a partner in the firm’s Sydney tax practice. Hearder joins Baker & McKenzie from Corrs Chambers Westgarth where he was a partner, in addition to being head of the Corrs ‘Giving Back’ program.

Hearder has extensive experience across Australian and international taxation laws, including stamp duty and transfer pricing. Hearder began his career at KPMG before joining Corrs in 1997 as an associate. He then worked for Clifford Chance in London from 2001-2003, before returning to Corrs in Sydney.

Dixon Hearder

.

Atanaskovic Hartnell

Atanaskovic Hartnell adds partner James Wheeldon has joined the Atanaskovic Hartnell partnership after two years at the firm.

Wheeldon is an M&A, corporate and commercial

20

lawyer and has practised law in both Australia and the US. Wheeldon has worked on a diverse range of transactions and commenced his legal career in the mergers and acquisitions group of Skadden, Arps, Slate, Meagher & Flom in New York. Following his return to Australia he worked in the Regulatory Policy Branch of the Australian Securities & Investments Commission, where he provided policy advice on matters relating to regulation of financial services and capital markets.

Swaab Attorneys

Swaab adds partner to corporate team Swaab Attorneys has appointed a new partner to its corporate team. 30-year-old Angela Harvey joins from Brown Wright Stein Lawyers where she was a partner from 2008, having started as a graduate in 2003. She has experience advising on a wide Angela Harvey variety of business transactions, including mergers, business sales and acquisitions, joint ventures and partnership agreements.

HDY

Gilchrist Connell

Gilchrist bolsters Sydney office Gilchrist Connell has expanded its senior ranks with the appointment of Alex Haslam, formerly a senior associate at Henry Davis York.

He will join the firm’s Sydney office as special counsel and has practiced insurance law across New Zealand, the UK and Australia.

Daly returns to Minter NZ Morrison Daly partner Kara Daly has returned to her previous employer, Minter Ellison Rudd Watts, as special counsel. Daly was formerly a partner there before joining Andrew Morrison to form boutique Morrison Daly. She has more than 25 years experience providing specialist securities and financial law advice to clients in New Zealand.

Her expertise spans corporate, commercial, finance and securities law and includes providing advice in regards to debt capital markets transactions, mortgage securitisations and other securities issues.

Kemp Strang

Commercial litigation, mortgage enforcement

Brown Wright Stein

Minter Ellison Rudd Watts

Alex Haslam

Executive appointments at Kemp Strang Lisa Gallate and Matthew Pike have been promoted from senior associate roles to executive counsel.

Gallate has extensive experience in conducting complex commercial litigation and advising insolvency practitioners in major external administrations and liquidations. She also acted for the administrator of the ABC Learning Group of companies, in one of the largest administrations in recent Australian corporate history.

Pike specialises in mortgage enforcement, banking and finance litigation, and debt recovery. He advises large national banks Matthew Pike and large non-bank lenders on mortgage enforcement, debt recovery, and other litigious matters.

ANZ

Simpson Grierson

Simpson Grierson adds associates Simpson Grierson has added two senior associates to its Wellington and Christchurch offices. Employment lawyer Charlotte Bates has joined the Wellington practice’s employment law group from ANZ National Bank where she was an employment relations consultant. In the Christchurch office Lillian Sewell has joined the local government and environment group.

DLA Phillips Fox

DLA promotes within NZ offices Australasian law firm DLA Phillips Fox has made three senior appointments across its New Zealand offices.

Senior associate Karyn Thomson has been promoted to special counsel within the Auckland real estate team. Thomson specialises in commercial and local government property law and has experience in all aspects of commercial property work. Kirsty-Anne Singleton has also been promoted to senior associate in the real-estate team. She specialises in commercial property law, with a particular focus on commercial acquisitions and disposals, subdivisions and leasing.

In the Wellington office Ronni Cabraal has been appointed as a senior associate in the employment and dispute resolution team. She has specialised in employment law for 10 years Australasian Legal Business ISSUE 8.9

Firm Profile

NEWS >>

Buddle Findlay

NZ COMMENTARY

A raft of changes to come

I

n late July, the New Zealand government announced nearly 40 proposed changes to the country’s labour laws. Two Bills have now been introduced in Parliament to give effect to these changes, the bulk of which are scheduled to come into force on 1 April 2011. While many of the proposed changes will come as no surprise from a centre-right government, the sheer number and scope of them are more than many anticipated. This has prompted a strong response from unions who are vowing to ensure that many are not enacted. We look at the most significant.

Justification and fair process • In New Zealand, any action by an employer causing disadvantage, including dismissal, must be justified. The test for justification will change from “what a fair and reasonable employer would have done in all the circumstances” to what the employer “could” have done.

While it might look like semantics, it is intended to mark a return to the situation prior to 2004 when New Zealand employers were measured against a “range of reasonable responses”, rather than one correct response (as they are now). Practically, it is unlikely to have a significant impact, but it responds to perceptions that the current test creates a bias in favour of employees.

• In applying the justification test, the Employment Relations Authority will be directed to consider the sufficiency of the employer’s investigation having regard to its resources and whether certain procedural requirements were met.

However, the Authority must disregard “minor or technical” procedural defects or those unlikely to result in unfairness.

A Code of Employment Practice for disciplinary and dismissal procedures is also to be developed.

These changes are intended to provide procedural guidance for employers and do away with pedantic scrutiny of employers’ actions by the Authority.

90-day trial period • The current 90-day trial period will be extended, from employers with less than 20 staff, to all employers. This will enable all employers to dismiss employees within the first 90 days without challenge.

Most media comment and union opposition has focused on this change. Internationally

www.legalbusinessonline.com

however, it is not unusual and can be likened to the “qualifying period” in Australia. However, it would not mean carte blanche for employers. A fair process would still need to be followed in good faith. Employers will also need to ensure that a legally effective clause is in their employment agreements and that they take action within the 90 days, which can pass surprisingly quickly.

Collective bargaining • Union access to work places will be conditional on the employer’s consent, which cannot be unreasonably withheld.

Currently unions have a right to access the workplace to discuss union business or recruit. While unions have to exercise this reasonably, they do not have to ask for permission.

• The ability of employers to communicate directly with employees during collective bargaining, including communicating details of any proposals, will be expressly allowed provided it is consistent with the duty of good faith.

Communication by employers during bargaining has been difficult as it has been unclear what, if anything, employers can say to employees. Employers with collectivised work forces will welcome this change as some feel that offers made during bargaining are not fairly presented by unions to their members.

Employment institutions and remedies • Mediators and Authority members will be empowered to make recommendations at the parties’ request, which become final if not rejected within a set timeframe.

Mediators will be able to resolve disputes without representatives present and the Authority is to give priority to parties who have attempted mediation. The right will be given to parties to cross-examine in the Authority and a Code of Professional Ethics will be introduced for employment representatives.

These changes are designed to promote early and effective problem resolution and make the Authority (an investigative body) “more judicial”.

• Reinstatement will no longer be the primary remedy in dismissal cases.

The effect is to make the legislation reflect reality as reinstatement is rarely asked for and even more rarely awarded.

Changes to the Holidays Act • Employees will be entitled to exchange up to one week of their 4 weeks annual holidays for cash provided they make the request in writing and it is “informed and voluntary”. Employers can be penalised if they pressure or encourage employees to do so.

While seen by unions as undermining worker’s rights, the ability to do this may be welcomed by many employees.

• For employees on variable rates of pay, “average daily pay” will be introduced for public holidays and sick/bereavement leave, which averages pay over the previous 52 weeks rather than the previous four (as currently applies).

The new formula is designed to prevent employees from “loading” their pay with overtime immediately before a public holiday.

• Employers will be able to request proof of sickness or injury (at their cost) after any sick leave. Currently, employers must have “reasonable grounds” to do so, or must wait at least 3 days.

As employers will have to pay for this, they are only likely to take this step if they suspect abuse. For this reason, we believe the change will make little practical difference.

The Bills will shortly go to Select Committee where they may undergo change, although this is unlikely to be significant.

This article is written by Sherridan Cook and Hamish Kynaston, partners in the Auckland and Wellington offices of Buddle Findlay, one of New Zealand’s leading law firms. Both specialise in employment law, health and safety and commercial disputes.

Sherridan can be contacted by phone: +64 9 357 1858 or email: sherridan.cook@buddlefindlay.com

Sherridan Cook, Buddle Findlay

Hamish can be contacted by phone: +64 4 462 0439 or email: hamish.kynaston@buddlefindlay.com

Hamish Kynaston, Buddle Findlay

21

Photography by Thilo Pulch

PROFILE | managing partner >>

22

Australasian Legal Business ISSUE 8.9

PROFILE | managing partner >>

ALB 2010 MANAGING PARTNER SERIES

Grant Fuzi, Allen & Overy:

The Fuzi factor

Grant Fuzi is the man who has brought the Magic Circle to Australia. He speaks with Renu Prasad about what may prove to be a defining moment in the evolution of the Australian legal profession

A

s clients wait in the pleasant reception quarters at Allen & Overy’s Sydney offices, they might catch a glimpse of the ghost of Don Boyd gliding down the corridors. These offices were previously home to Deacons, who have since relocated up the road to the twin crescents of Grosvenor Place.

It is a fitting coincidence for two law firms which have played leading roles in bringing the international legal services market to Australia.

A&O managing partner Grant Fuzi is a man who requires little introduction for readers, or indeed the industry at large. He’s spent the past six months bearing the weight of heavy industry expectations and admits that the level of interest in the new venture has come as a surprise. “In terms of the personal load of starting up a new business and having all the attention focussed on us, I probably underestimated the burden of that,” he says. “The flipside, even three months in, is the satisfaction we as a group get from seeing things unfold in the way that they have.”

Also unfolding, according to various media reports, is the possibility of litigation with the aggrieved souls at Clayton Utz – however Fuzi courteously declines to comment on these reports.

GRANT FUZI

• Graduates with Bachelor Economics/ Law (Macquarie University)

1988 www.legalbusinessonline.com

Competitive edge

Unlike other international firms operating in Australia, A&O has not limited its Australian office to work referred from other parts of the firm.

Competing domestically for top-tier work is a key part of the agenda; Fuzi and his team have spent the past few months pitching the firm’s services to potential clients. According to him, there has been a strong and positive response from the market, particularly to the “global expertise”.

He gives the examples of global trends in leveraged finance or global best-US law capabilities, UK capital markets expertise and areas such as Islamic finance or covered bonds, and regulatory trends.

Clearly the reference to A&O’s US and UK capabilities stands in contrast to the profile of the average Australian top-tier firm, which would have a minimal presence in either jurisdiction, and Fuzi unsurprisingly maintains

• partner, Clayton Uz

1998 – 2001

►► QUICK FACTS: ALLEN & OVERY* Asia-Pacific offices: Bangkok, Beijing, Shanghai, Hong Kong, Sydney, Perth, Tokyo and Singapore.

Asia-Pacific partners: 67* Asia-Pacific fee-earners: 341* Global average PEP (FY2010): US$1.7m Global turnover (FY2010): US$1.6bn * as at June 2010

that even in Asia, A&O will have a competitive edge over the traditional Australian heavyweights.

Fuzi declined to disclose any specific revenue targets and while A&O does publish annual revenue and PEP figures, these are not broken down by location. It therefore may be somewhat difficult to gauge the true extent of the firm’s market penetration in Australia. However, Fuzi evinces a genuine enthusiasm for the firm’s progress and says that it has already exceeded the budgets set for the first three months.

“I’m sure many are watching and listening and trying to get feedback on how A&O is going in the market; and if they’re getting the same messages that I’m getting, they would be thinking about it” • partner, Allen & Overy

2001 – 2003

• partner, Clayton Utz and managing partner, banking & financial services (2004 onwards)

2003 – 2009

• also managing partner of construction, property and environment (in addition to above)

2006 – 2009

Grant Fuzi

Allen & Overy

• partner, Allen & Overy

2010

23

Photography by Thilo Pulch

PROFILE | managing partner >>

Inception

Fuzi is sometimes described as the chief architect of A&O’s Australian foray – a description which he says unfairly diminishes the contribution of other partners and the firm at large.

But who exactly was driving the A&O bus when it crashed through the outer walls of the Australian legal market?

“A&O would have opened in Australia with or without me,” says Fuzi. “The research and analysis [they] did into the Australian legal market – that was totally independent of myself and it was the answers to those questions which drove the board and partnership to make the strategic decision to invest in Australia. Having my participation was a relevant factor: they knew me – that was a positive, but certainly was by no means the top thing.”

How did Fuzi become involved with the project? “[The board] had been looking at this market for quite some time so it just evolved from that,” he explained, somewhat enigmatically. But did the board approach Fuzi to seek his 24

involvement, or did he approach them?

“It was neither of those two,” says Fuzi.

“They were looking at it and I at the same time obviously had decided to pursue a new career direction. It was a nice coincidence of time more than anything else.”

Understanding the drivers behind A&O in Australia is critical towards characterising the nature of the move and the nature of the threat it poses to the Australian top-tier. If the move was simply an opportunistic swoop on a troubled partnership, the implication is that this is likely to be an isolated incident. If, however, the move was motivated by the attractiveness of the Australian market, the implication is that other Magic Circle firms could soon be following suit.

Fuzi certainly subscribes to the latter viewpoint. “Post-GFC, the view of the Australian economy and its importance in a global sense changed,” he says.

“That made people take [some] notice.

They looked here and saw an extremely strong financial institutions sector, enormously strong domestic banks. And I think most people in Asia are seeing their client base showing an increasing and sustainable interest in investing into Australia. It was those strategic rationales which made A&O sit up and take notice of Australia.”

Fuzi suspects that it is only a matter of time before a second Magic Circle firm appears in Australia. In fact, he says he would be surprised if the end of the 2010 calendar year rolls around without such a development. Like many others, he has been party to the increasingly active market rumour mill, but he is basing his prediction on an assessment of the market rather than any inside information. In particular, Fuzi says the success of the A&O venture can only be an inducement for other firms to tread the same path.

“I can only judge by what we’re seeing on the ground,” he remarks. “But I look at the positive response we’re getting from the market and the people that we want to hire and the strategic rationale underpinning the decision to invest in Australia. This rationale is real and sustainable and others in a similar position would be looking at exactly the same thing. I’m sure many are watching and listening and trying to get feedback on how A&O is going in the market; and if they’re getting the

“Post-GFC, the view of the Australian economy and its importance in a global sense changed. That made people take [some[ notice” Grant Fuzi

Allen & Overy

same messages that I’m getting, they would be thinking about it.”

Financial integration and salary

While DLA Phillips Fox and Norton Rose Australia appear to be continuing their quest to fully integrate with their respective global parent entities, A&O Australia has been integrated from the beginning. “For myself and my partners, it was an absolutely fundamental part of the equation in us deciding to join A&O,” says Fuzi. “You want your economic model and your behavioural models aligned.”

Last year, A&O’s average PEP was approximately US$1.7m, which would suggest that the firm’s Australian partners can expect to earn something in that vicinity, upon accumulating the requisite number of points. However, Fuzi is reluctant to elaborate on this.

“We don’t tell the market how much individual partners may earn in a particular jurisdiction,” he says. Would it be fair to say that the average global PEP would also be the average PEP for Australian partners? “It’s not really appropriate for me to comment – we aim to be very competitive in the market,” Fuzi says evasively.

It is difficult not to see the arrival of A&O as a threat to the established hegemony of the Australia top-tier, which accentuates questions about the viability of the full-service model.

However, Fuzi says that this model has always been in a fluid state. “The full-service model is an evolving model,” he says. “When I started at my previous firm, that firm – and I think most of the top-tier firms – did family law and probates and wills. That was seen as part of their practice. And if you look now, I’m not aware that any of the top-tier firms specialise in family law. That’s an example of an evolving model.” ALB Australasian Legal Business ISSUE 8.9

PROFILE | ALB Hot 40 >>

ALB HOT 40 (by organisation) Firm

Name

Allen & Overy

Dave Poddar

Allen & Overy

Grant Fuzi

Allens Arthur Robinson

Anthony Arrow

Allens Arthur Robinson

Nic Tolé

Allens Arthur Robinson

Scott Langford

Asian Development Bank

Kala Mulqueeny

Bell Gully

Brynn Gilbertson

Blake Dawson

Ian Williams

Blakiston & Crabb

Michael Blakiston

Buddle Findlay

Simon Vodanovich

Chang, Pistilli & Simmons

Mark Pistilli

Clayton Utz

Andrew Jinks

Clayton Utz

David Fagan

Clayton Utz

Darryl McDonough

Clayton Utz

Doug Jones

Clayton Utz

Stuart Byrne

Corrs Chambers Westgarth

John Kelly

DLA Phillips Fox

Nicolas Patrick

Finlaysons

Graham McGeagh

Freehills

Gavin Bell

Freehills

Mike Ferraro

Freehills

Philippa Stone

Gilbert + Tobin

Peter Cook

Herbert Geer

Bill Fazio

Integrated Legal Holdings

Graeme Fowler

Johnson Winter & Slattery

Catie Burdett

Kensington Swan

Quentin Lowcay

The hottest lawyers of 2010

Mallesons

Denis Brock

Mallesons

Paul Lingard

Mallesons

Stephen Minns

McCullough Robertson

Heather Watson

Merrill Lynch

Leon Pasternak

Middletons

Gerard Phillips

T

Minter Ellison

Bart Oude-Vrielink

Minter Ellison Rudd Watts

Mark Weenink

Norton Rose

Don Boyd

Who has made the list of Australasia’s hottest lawyers in 2010?

he Hot 40 feature is ALB’s subjective guide to the lawyers, managing partners and CEPs who have kept us inspired and intrigued throughout the year. It is not intended to be a guide to the most meritorious professionals in the industry – the ALB Law Awards exist to fulfil that loftier purpose – but it is intended to entertain and act as a reminder of some of the highlights (and lowlights) of this tumultuous year. ALB

26

People & Culture Strategies Joydeep Hor Piper Alderman

Tony Phelps

Russell McVeagh

Pip Greenwood

Simpson Grierson

Michael Pollard

Australasian Legal Business ISSUE 8.9

THE STRATEGISTS

PROFILE | ALB Hot 40 >>

Name: Grant Fuzi Firm: Allen & Overy

The Hot 40 is always a potent mix of lawyers at the cutting edge of legal practice and those who have scaled down their practice activities to take on management roles. In this section, we look at some of the managing partners, CEOs and CEPs that have demonstrated particularly meritorious

Why hot: Who better to open the 2010 ALB Hot 40 than the man who led Allen & Overy’s remarkable assault on the Australian market – a move which may have far-reaching consequences for the local legal profession. The story of the defection of 14 Clayton Utz partners to one of the world’s best-known firms was one of the most dramatic and intriguing passages the Australian industry has ever seen. Now it’s up to Fuzi and his team to live up to that fabled Magic Circle prestige. To hear more from the man himself, refer to the ALB-LexisNexis Managing Partner series in this issue (on page 22), where Fuzi is the featured managing partner.

Name: Fagan Name:David David Fagan Firm: Clayton Utz

leadership over the year

Firm: Clayton Utz

Why concluded his term as CEPas Whyhot: hot:Fagan Fagan concluded his term earlier this year willand return to return his banking CEP earlier thisand year will to his and financial services practice with Clayton Utz. banking and financial services practice While the last portion of his term as CEP has been with Clayton Utz. While thehas lastremained portionone marked with disruptions, Clutz of the his most termprofitable as CEP has been marked with of Australian firms during disruptions, Utzithas remained Fagan’s tenure.Clayton We’ll leave to others to debate the judging a firm by PEP, but there is onemerits of theofmost profitable Australian no doubt that profitability cannotWe’ll be achieved firms during Fagan’s tenure. leave it without some degree of good management and to others to debate the merits of judging business acumen. a firm by PEP, but there is no doubt that profitability cannot be achieved without some degree of good management and business acumen.

Name: Fagan Name:David Darryl McDonough Firm: Clayton Utz Firm: Clayton Utz

Name: Name:David DonFagan Boyd Firm: Clayton Utz Firm: Norton Rose

Name: Fagan Blakiston Name:David Michael Firm: Clayton Utz Firm: Blakiston & Crabb

Name: Fagan Name:David Gavin Bell Firm: Clayton Utz Firm: Freehills

Why concludedhas his term as over CEP the Whyhot: hot:Fagan McDonough taken earlier this year and and will return to looking his banking reins from Fagan will be to and financial services practice with Clayton Utz. heal the wounds of a 14-partner defection While the last portion of his term as CEP has been and a tough operatingClutz environment, marked with disruptions, has remained one which sawprofitable nearly allAustralian of the top-tier firms of the most firms during slide backwards in leave revenue last year.

Fagan’s tenure. We’ll it to others to debate the merits of judging a firm by PEP, but there McDonough, previously a partner in theis no doubt that profitability cannot achieved corporate and M&A team, hasbebeen with without some degree of good management and Clayton Utz since 1993.

Why concluded term Boyd as CEP Whyhot: hot:Fagan It’s been a yearhissince earlier thisthe yearDeacons-Norton and will return to his banking initiated Rose and financial services practice with Clayton Utz. transformation, a move which sceptics While the last portion of his term as CEP has been described little moreClutz thanhasa remained change one marked withasdisruptions, of branding.

It may Australian still be toofirms early to of the most profitable during determine whether the move has to been Fagan’s tenure.

We’ll leave it to others debate merits ofbut judging a firmthe

by PEP, but there is athesuccess, certainly indications no doubt profitability achieved are that that the market hascannot been be genuinely without some degree of good management and impressed with the firm’s new global business acumen.

Why concluded his termalliance as CEP Whyhot: hot:Fagan The recently-struck earlier this Gilbert year and+will returnand to his banking between Tobin Blakiston and financial services practice with Clayton Utz. & Crabb is a shrewd arrangement which While the last portion of his term as CEP has been has caused many lawyers comment marked with disruptions, Clutztohas remained one favourably on the excellent of the most profitable Australianreputation firms during Blakiston has We’ll in theleave resources space.

Fagan’s tenure. it to others to debate the merits of alliance judging awill firmhead

by PEP,inbut Where this thethere is no doubtterm that is profitability achieved longer anyone’scannot guess,bebut for the without some degree of good management and immediate future it certainly provides a business acumen.

Why concluded his term as CEP Whyhot: hot:Fagan Freehills has certainly managed earlier this year and will return to his banking to garner considerable goodwill from the and financial services practice with Clayton Utz. profession as a result of its refusal to go While the last portion of his term as CEP has been down pathhas during the one markedthe withredundancy disruptions, Clutz remained financial Bell,Australian who made a number of the mostcrisis. profitable firms during of mainstream media appearances Fagan’s tenure. We’ll leave it to others toto debate the meritsthis of judging firm by but therethe is discuss policy, awent onPEP, to collect no doubt thatPartner profitability cannot beprize achieved ‘Managing of the Year’ at without some degree of good management and the 2010 ALB Law Awards. There will be business acumen.

business acumen.

www.legalbusinessonline.com

outreach and willingness to share talent.

But when will that all-important financial integration take place?

solid platform for Blakiston to increase his reach – if he chooses to do so.

a new set of challenges ahead for Bell and his team following the decision by comanaging partner Peter Butler to return to a more practice-oriented role with the firm.

27

PROFILE | ALB Hot 40 >>

28

Name: Joydeep Hor Firm: People & Culture Strategies

Name: Graeme Fowler Firm: Integrated Legal Holdings

Name: Bill Fazio Firm: Herbert Geer

Name: Graham McGeagh Firm: Finlaysons

Why hot: Hor shocked the industry in June by announcing that he would leave Harmers Workplace Lawyers to establish his own firm. Harmers’ domination of the employment law space is demonstrated by the fact that the firm has won the ALB award in this category for the past five consecutive years. Hor’s defection may well be that long-awaited hand grenade which shakes up the industry and breaks down the barriers for rival firms.

Why hot: Last December, ALB posed the question whether a company which acquires and operates law firms as a single financially integrated unit – but without any common branding – can itself be described as a law firm. Nine months on, we’re still not sure about the answer. So it’s a testament to the extent to which pioneers such as Fowler and Slater and Gordon’s Andrew Grech are changing the rules of the game. These firms operate in a difference space from the typical commercial law firm, but they warrant the attention of anyone interested in the future direction of the profession.

Why hot: With 52% revenue growth, Herbert Geer came second only to Integrated Legal Holdings in the race for the title of Australia’s fastest-growing law firm in the 2009 ALB Fast 10 survey.

However, the firm can certainly lay claim to being the fastest-growing law firm with a traditional structure. Fazio, who has a degree in nuclear physics, is now at the forefront of a rather different branch of science: building an integrated East Coast practice.

Why hot: Running a national client base from Adelaide is a challenge shared by all top South Australian firms and McGeagh is well regarded for his efforts to cultivate national clients, as well as continuing to service Finlaysons’ longstanding South Australian clientele. McGeah was on hand at the ALB Awards in May to accept the accolade of ‘Adelaide Firm of the Year’.

Australasian Legal Business ISSUE 8.9

THE DEALMAKERS

PROFILE | ALB Hot 40 >>

M&A activity has continued to be somewhat subdued over the past 12 months, but there were plenty of opportunities for the top dealmakers to demonstrate their

Name: Mark Weenink Firm: Minter Ellison Rudd Watts

Name: Tony Phelps Firm: Piper Alderman

Why hot: Weenink and Minter Ellison Rudd Watts attracted the attention of not just the local market but also the world, when they began pitching the idea of performing work for Magic Circle firms at New Zealand rates. Legal process outsourcing, legal services outsourcing – call it what you will, this is a concept which the NZ market is likely to be hearing more of in future.

Minter Ellison Rudd Watts is a firm which has a rather different perspective on the world from its typical competitors and Weenink’s views are always worth the airtime.

Why hot: In July Phelps, deputy managing partner for the past two years, replaced Gordon Grieve in the managing partner role at Piper Alderman. He has been with the firm since the mid 1980s, and had led the dispute resolution team for the past four years. Phelps inherits a growing law firm which has hovered on the outer edges of the ALB30 list of Australasia’s largest firms for several years now.

www.legalbusinessonline.com

prowess in 2010

Name: Bart Oude-Vrielink Firm: Minter Ellison

Why hot: Who said Minters don’t advise on the big deals? Oude-Vrielink was front and centre of what may well be the largest private equity buy-out in Australia seen to date, the A$2.7bn TPG/Carlyle bid for Healthscope. Admittedly Minters is on the Healthscope side of the deal – Freehills and Gilbert + Tobin are advising the private equity firms – but it will certainly look good on the firm’s CV.

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PROFILE | ALB Hot 40 >>

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Name: Brynn Gilbertson Firm: Bell Gully

Name: Ian Williams Firm: Blake Dawson

Name: John Kelly Firm: Corrs Chambers Westgarth

Name: Michael Pollard Firm: Simpson Grierson

Why hot: Brynn Gilbertson was Bell Gully’s man on the spot when the firm advised the Guardians of New Zealand Superannuation Fund on a NZ$697m joint venture deal with Infratil, for the acquisition of Shell New Zealand’s refining and downstream business. It’s the latest chapter in a series of prominent deals for Gilbertson which included Fletcher Building’s NZ$525m capital raising, the largest NZ capital raising of 2009, the complex recapitalisation of Fisher & Paykel Appliances, and also a number of other capital raising proposals brought to market earlier this year.

Why hot: It’s been a Japanese-themed year for Blake Dawson – opening a Tokyo office and winning ALB’s ‘M&A Deal of the Year’ for the A$3.3bn Kirin–Lion Nathan acquisition. At a time when China is the flavour du jour, lawyers such as Williams who have quietly set about building and maintaining Japanese relationships are seeing their work bear fruit.

Why hot: Will India become the new China?

Australian lawyers have been eagerly watching for signs of increased dealflow from the subcontinent for some time now, and will no doubt have observed with interest the recent sale of Linc’s Galilee Coal tenement in Queensland to a wholly-owned subsidiary of India’s Adani Group. Kelly was lead advisor to Adani on the deal, which is certainly one of the largest single investments by an Indian company in Australia seen in recent times.

It goes some way towards shoring up the traditional Corrs’ argument that you don’t need an office in Asia to be involved in big Asia deals.

Why hot: Pollard is another Kiwi dealmaker who had a steady run of deals in a difficult environment, including advising NYSElisted Agria on its NZ$120m investment in PGG Wrightson and, perhaps most notably of all, the unique Auckland City Council NZ$150m five-year bonds issuance – the first example of a local authority making a listed securities issuance. Simpson Grierson colleague Robert McLean has also seen some notable M&A deals to his name in recent times, including the substantial Kirin–Lion Nathan acquisition.

Australasian Legal Business ISSUE 8.9

PROFILE | ALB Hot 40 >>

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PROFILE | ALB Hot 40 >>

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Name: Stephen Minns Firm: Mallesons

Name: Philippa Stone Firm: Freehills

Name: Pip Greenwood Firm: Russell McVeagh

Name: Scott Langford Firm: Allens Arthur Robinson

Why hot: We are not sure we’re doing Mallesons any favours by describing any of their partners in too favourable a light. The Magic Circle sharks are eyeing the Australian market with beady eyes and talent needs to be recruited from somewhere. But at any rate, one should acknowledge the recent work of Minns, which has included advising AXA AsiaPacific in relation to its acquisition by National Australia Bank and advising BHP Billiton on the demerger of BHP Steel. The articulate Minns continues to maintain a leading market reputation.

Why hot: This year makes the fourth consecutive appearance in the ALB Hot 40 for Stone and as always there is no shortage of reasons – given the remarkable run of major capital raisings over the past 12 months, she has perhaps been more in demand than ever. Of particular note was the US$15.2bn Rio Tinto capital raising, for which Stone and AAR’s Richard Kriedmann accepted the awards for ‘Equity Market Deal of the Year’ and ‘Australian Deal of the Year’ at the 2010 ALB Law Awards.

This year has also seen Stone appointed to the board of David Jones and it is understood that she will stand for election as a director at the company’s AGM later this year.

Why hot: The recent record for the ALB ‘NZ Dealmaker of the Year’ runs something like this: 2008: Pip Greenwood, Russell McVeagh. 2009: Pat Bowler, Russell McVeagh. 2010: Pip Greenwood, Russell McVeagh. Can anyone spot the pattern here? Russell McVeagh had a particularly strong representation in the many equity raising transactions which occurred during the “raising window” which briefly opened at the end of last year. Of these, Greenwood acted in six, including raisings

by Pyne Gould Corporation (NZ$267m) and PGG Wrightson (with an estimated value of NZ$250m).

Why hot: The biggest deal of them all, BHP’s bid for Rio Tinto, may have slipped through the net but there are still plenty of sizeable deals being generated by the mining giants. Langford was a key advisor for Rio Tinto on the latest chapter in the Rio–Chinalco relationship: an A$1.48bn iron ore joint venture in Guinea. Langford’s AAR colleagues Richard Kriedemann and Nic Tolé also advised on the deal, while Baker & McKenzie was Chinalco’s international counsel.

Australasian Legal Business ISSUE 8.9

PROFILE | ALB Hot 40 >>

Name: Nic Tolé Firm: Allens Arthur Robinson

Name: Stuart Byrne Firm: Clayton Utz

Why hot: We won’t go as far as to call Buddle Findlay the NZ counterpart to Blake Dawson, but the firm certainly had a rather Japanese-themed 2009. Senior corporate partner Simon Vodanovich advised on Suntory’s NZ$1.4bn acquisition of Frucor Beverages and acted for ITOCHU and Daiken on Daiken New Zealand’s acquisition of Carter Holt Harvey’s Rangiora MDF Plant. The deals have continued to flow for the firm this year: partners Gene Turner and Jason Boyes were also on hand in April to advise on the Infratil-Guardians of New Zealand Superannuation Fund acquisition of Shell New Zealand.

Why hot: Having worked on Rio Tinto deals with a potential value of over A$200bn, it comes as no surprise that Nic Tolé was named the ALB ‘Australian Dealmaker of the Year’ at the 2010 ALB Law Awards.

These deals included BHP Billiton’s unsuccessful takeover bid and later, in more conciliatory times, the A$100bn Rio Tinto-BHP iron ore joint venture, completed within a six-week period.

The heavy workload required a heavy personal commitment: according to statistics supplied by Allens, Tolé last year clocked up over 39 trips from Perth to overseas and domestic destinations such as London, Hong Kong, New York, Beijing, Brisbane and Melbourne. If that is true, Tolé must have a carbon footprint larger than that of some developing countries – but to be fair, most of us do.

Why hot: Clayton Utz has tasted the highs and lows of the equity market over the past year. The highs were advising on the A$340m Kathmandu IPO and the A$2.3bn Myer IPO and the lows must have been gearing up for the A$1.3bn Valemus IPO, only to have the float unexpectedly postponed. It is only a matter of time before companies begin to test the IPO waters once more and Byrne, who advised on all of the abovementioned deals, is sure to continue his track record of high-profile work in this field.

LEADING LIGHTS

Name: Simon Vodanovich Firm: Buddle Findlay

In this category we acknowledge the

Name: Catie Burdett Firm: Johnson Winter & Slattery

lawyers who have come to the fore in their particular field of expertise – whether through involvement in a groundbreaking transaction, passionate pursuit of pro bono causes or simply being

Why hot: The A$365m Gold Coast Rapid Transit project is an example of big investment translating into a big social benefit – the first public passenger transport project to be delivered as a PPP in Australia.

Unlike many other deals, which often leave no long-term legacy other than a large hole in the ground and a plume of carbon billowing over China, the Gold Coast PPP is one project which fits in with the ethos of sustainable development. Burdett, along with her professional colleagues at Corrs and Gadens who are also advising on this deal, are breaking new ground with this one.

the acknowledged leader in their particular area of expertise

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PROFILE | ALB Hot 40 >>

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Name: Doug Jones Firm: Clayton Utz

Name: Heather Watson Firm: McCullough Robertson

Name: Nicolas Patrick Firm: DLA Phillips Fox

Name: Paul Lingard Firm: Mallesons

Why hot: Jones has certainly been getting some airtime of late as he and his colleagues at the Australian Centre for International Commercial Arbitration (ACICA) look to drum up interest in arbitration, ‘Aussie style’. He will also serve a term on the London Court of International Arbitration – international arbitration has long been identified as an area of huge potential for Australian firms and it will be interesting to see how ACICA progresses in the months to come.

Why hot: Watson has the rather unusual status of being a dedicated pro bono partner. She leads McCullough Robertson’s specialist non-profit group, bringing a particular expertise in legal issues associated with charitable organisations.

Of course there are many lawyers who contribute to pro bono causes in their own time without necessarily having the benefit of having this as part of their job description. However, in the longer term taking the McCullough Robertson path of integrating these matters into firm structures is more likely to encourage sustained participation by the profession in pro bono work.

Why hot: And speaking of dedication to social justice, it was DLA Phillips Fox which was recognised for its efforts in the pro bono space at the 2010 ALB Awards.

Full-time pro bono partner Patrick accepted the award for Corporate Citizen Firm of the Year on behalf of the law firm, which impressed the judges with its plans to commit A$7m in pro bono work this year.

About 80% of the firm’s lawyers and staff are involved in community work.

Why hot: Could this fresh young face represent a ray of hope for Generation Y? Lingard, who commenced at Mallesons as a clerk nine years ago, broke into the partner ranks this year at the ripe old age of 31. In an era where younger lawyers are taking flight in-house and to alternative careers, it is nice to know that partnership at a top commercial firm at a young age is still a possibility. And Mallesons is the place to do it – virtually all of the firm’s partners hold equity, and salaried partners are the very rare exception to the rule.

Australasian Legal Business ISSUE 8.9

PROFILE | ALB Hot 40 >>

Name: Kala Mulqueeny Firm: Asian Development Bank

Name: Mark Pistilli Firm: Chang, Pistilli & Simmons

Why hot: Kensington Swan’s foray into Abu Dhabi has attracted its share of scepticism, but we must give credit where it is due: this is a move which required innovation, vision and no small measure of fortitude to implement. Lowcay is the man on the spot in Abu Dhabi, selling the benefits of Kensington Swan’s services – along with that all-important New Zealand cost base – to the locals.

This Kensington Swan venture may be a sign of things to come (see news analysis, pg 10).

Why hot: Top Australian talent has a wide diaspora: Australian lawyer Dr Kala Mulqueeny, who is currently based in Manila and serving as senior counsel for the Asian Development Bank (ADB), was recently named as a 2010 Yale World Fellow. She has a long resumé of distinguished service in community and environmental projects including recently leading ADB’s inaugural Asia-Pacific Dialogue on clean energy governance and regulation, and initiating work on the ASEAN Energy Regulators’ Network.

Why hot: In addition to his M&A expertise and uncanny knack for appearing in a record number of ALB cover photos, Pistilli has other talents.

Back in 2009 when all attention was on the continuing Mallesons-Clifford Chance innuendo, Pistilli was one of the few lawyers on record predicting an Allen & Overy style assault on the market. These days, he’s better known as Nostradamus around the traps at CP&S.

THE BIG MOVES

Name: Quentin Lowcay Firm: Kensington Swan

Lateral hires, promotions,

Name: Peter Cook Firm: Gilbert + Tobin

retirement: here are some of the big moves of 2010

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Why hot: A&O’s Grant Fuzi has predicted that more Magic Circle firms are set to enter the Australian market and if that is the case, firms such as Mallesons will have to work twice as hard to retain their top talent. In the meantime, Cook – previously a member of the Mallesons team which won ‘Deal Team of the Year’ at the 2009 ALB Law Awards – has set sail for Gilbert + Tobin. There’s plenty of depth in the Mallesons talent pool, but how many more suitors will be lurking around Governor Phillip Tower in the months to come?

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PROFILE | ALB Hot 40 >>

Name: Mike Ferraro Firm: Freehills

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Name: Dave Poddar Firm: Allen & Overy

Name: Leon Pasternak Firm: Merrill Lynch

Why hot: Former Mallesons star Poddar was the 18th partner level recruit for Allen & Overy Australia, where he joined his wife Angela Flannery who had made the move from Clayton Utz. The well-respected Poddar holds several industry and thought leadership positions, including the chair of the Trade Practices Committee of the Law Council of Australia and the vice chairmanship of the IBA Antitrust Committee.

Why hot: Freehills’ rainmaker Leon Pasternak was recruited earlier this year

by Merrill Lynch as vice chairman and managing director of M&A. It was just one piece of a broader recruitment strategy which the investment bank has been busy implementing, which notably included the poaching of ten bankers from UBS. All’s fair in love and war – but is there anyone else from Freehills looking for a break from private practice?

Why hot: Former BHP general counsel Mike Ferraro has returned to Freehills to a practice management and “strategic projects” focussed role, and in turn has been replaced at BHP with former Blake Dawson partner David Williamson.

Australian and New Zealand law firms are accustomed to young lawyers returning to the nest after a stint in the UK or the US – could attracting talent back after a general counsel stint be the next challenge for the talent management folk in top firms?

Australasian Legal Business ISSUE 8.9

PROFILE | ALB Hot 40 >>

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PROFILE | ALB Hot 40 >>

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Name: Anthony Arrow Firm: Allens Arthur Robinson

Name: Gerard Phillips Firm: Middletons

Name: Denis Brock Firm: Mallesons

Name: Andrew Jinks Firm: Clayton Utz

Why hot: In a year where many highprofile lawyers moved out of private practice, there were some heading in the opposite direction. An example was former John Holland GC Anthony Arrow, who signed up with Allens Arthur Robinson.

Arrow had previously been at John Holland since 2005, working on projects such as the Victorian Desalination Plant, the Peninsula Link and Ararat Prison PPPs. In a similar move, Colin Biggers & Paisley announced the appointment of insurance executive Kemsley Brennan from Chubb in mid-March.

Why hot: Phillips is head of the workplace relations group at Middletons, where he has been extremely busy building up the firm’s expertise in this hotly contested area. By our count, Phillips has recruited five partners over the past year. The most satisfying coup must have been enticing the trio of Bryan Belling, Alice DeBoos and Seamus Burke, formerly of HWL Ebsworth, over to Middletons, along with their teams.

Why hot: Brock’s move from Clifford Chance excited the conspiracy theorists, who interpreted it as a precursor to a Mallesons–Clifford Chance merger. That may well be the last shot of oxygen for that particular rumour, before it can be declared officially dead. In the meantime, the recruitment of Brock, one of Hong Kong’s most experienced commercial litigators, has been described as a “coup”.

Admittedly the person responsible for that description was Mallesons CEP Robert Milliner, but we’re sure that it was made with due detachment and objectivity.

Why hot: We conclude our “big moves” section on an optimistic note, at least for Clayton Utz which fought back against the A&O raid with a few good hires, including Andrew Jinks from Allens Arthur Robinson. The move at least demonstrates that the traffic is not all one-way. Jinks is a prominent name in the securitisation space, and had previously been a partner at AAR for 13 years. He counted Westpac and St.George among his client base.

Australasian Legal Business ISSUE 8.9

PROFILE | ALB Hot 40 >>

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FEATURE | insurance law >>

Insured for further growth

A busier claims environment and increased interest in the Australian market from global players is translating into strong workflows for Australian insurance lawyers, reports Olivia Collings

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Australasian Legal Business ISSUE 8.9

FEATURE | insurance law >>

T

he flow-on effects of the GFC are continuing to hold up business in the insurance law arena.

Specialist insurance firms and insurance divisions within full-service firms have reported strong growth over the past 12 months, as claims increase across all areas of business. In the past year insurers have been more willing to defend claims for failed businesses they had underwritten, pursuing more aggressively those parties which caused the businesses or projects to collapse. This has, in turn, led to more work for insurance lawyers – both from their existing clients and from new clients.

Interestingly, some firms have reported receiving work from insurers despite not having been on the panel for that client. “The GFC has led to an increased number of claims and when people lose money, they want to get it back from someone,” says Wotton + Kearney partner Patrick Boardman.

Fellow W+K partner, Nick Lux, adds that the value of the claims has also increased following the financial crisis, leading to an increase in the value of work for lawyers. And DLA Phillips Fox head of litigation and dispute

resolution, Adrian Mitchell, concurs that growth within the insurance area has been predominantly in claims in the past 12 months.

Insurance law firms across the country have reported significant increases in business which has translated into an increase in revenue and partners. DLA Phillips Fox has added three new partners to its insurance division, while Gilchrist Connell reported a 40% increase in staff and revenue since launching two years ago. Curwoods has also seen respectable growth with a 22% increase in revenue in the 2010 Scott Kennedy financial year, compared Curwoods to the prior year.

“Insurers are sophisticated consumers of legal services. As a firm on an insurance legal panel, there is continuous pressure on you to meet service standards set by the insurer. We are perpetually on our toes to deliver what they want” Adrian Mitchell

DLA Phillips Fox

Global interest

Along with economic factors, law firms report an increased number of players in the Australian insurance market, which for the past 10 years has been predominantly dominated by the top five insurers. “There had been quite a bit of M&A activity [in the insurance area] in the past,” says Lux. “But there

►► QUICK FACTS: TOP FIVE INSURANCE COMPANIES Group

Brands

Size

Allianz Australia (Part of the Allianz Group)

*Allianz Australia Insurance *Club Marine *Allianz Life Plan *Allianz Global Corporate & Specialty

Has a combined premium income of over A$2.4bn, and investment assets of approximately A$4.6bn

AXA Australia (Part of the Global AXA Group)

*AXA Australia Individual Insurance *AXA Australia Group Insurance

AXA Group is the world’s third-largest life insurer and in Australia has more than A$582m of in-force business and A$95m in new annual premiums

Insurance Australia Group (IAG)

*NRMA Insurance * CGU *SGIO *SGIC *Swann Insurance *The Buzz *NZI and State Insurance

IAG’s businesses underwrite around A$7.8bn of premium per annum

QBE Australia ( part of the QBE Insurance Group)

*QBE Personal Insurance *QBE Business Insurance *QBE Workers Compensation

QBE has been providing insurance for more than 123 years and is one of the top 25 global insurers and reinsurers as measured by gross written premium

Suncorp-Metway

*AAMI *GIO *Suncorp *Vero *Apia *Shannons *About Suncorp Life *Suncorp Life *Asteron *Tyndall

Suncorp is a top 25 ASX-listed company with over A$95bn in assets.

www.legalbusinessonline.com

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FEATURE | insurance law >>

have been some new entrants into the market through London syndicates in the past year.”

Moray & Agnew has also witnessed an increased presence of overseas insurers in the Australian market in the past six months. Head of the national professional indemnity group, Geoff Connellan, says the firm assisted AXA in obtaining a licence to operate in Australia, after a 10-year hiatus.

Having previously only operated through Australian-based agents, the Hanover Re group has also extended its presence in the Australian market, opening a Sydney office. “They see Australia as a market they want to be in, and this has led to increased competition,” says Connellan.

He adds that if this theme continues, there should be some movement in the rates that insurance lawyers can charge, which in recent times have been significantly lower than those charged in other areas of law. “If there is greater demand for legal services, because of more players in the market, than the rates should go up,” he says.

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Rate pressures

Since the amalgamation of insurers and the development of legal panels, rates within the insurance law industry have been put under increased pressure. According to DLA’s Mitchell, 10 years ago the top five insurers controlled 30% of the market – whereas today they control 80%. “Insurers are sophisticated consumers of legal services. As a firm on an insurance legal panel, there is continuous pressure on you to meet service standards set by the insurer.

We are perpetually on our toes to deliver what they want,” explains Mitchell.

Gilchrist Connell managing principal, Richard Wood, openly acknowledges that rates for insurance work are cheaper than those in the corporate sector.

Richard Wood “Insurers set the fees: Gilchrist Connell if you want the work, then this is the fee you are paid. But, there is a larger volume

of work,” he says. Due to the tight fee structures surrounding insurance legal work, Curwoods completes most of its business on a fixed-fee basis.

“Insurance is the leading market for the death of the billable hour,” says Curwoods managing partner, Scott Kennedy.

Specialist insurance law practices or boutique practices like Curwoods, Gilchrist Connell, W+K and Carter Newell claim the fee pressures on insurance lawyers are the reason behind the growth of specialist firms.

“10 years ago, there were a lot more companies, and a lot of the bigger law firms had insurance practices. But you need to be more cost-effective now,” says Kennedy. Lux adds that specialist insurance firms don’t have to “worry” about other areas of a full-service firm, which can earn substantially more per hour.

However, DLA’s Mitchell says both models are relevant to the market.

“Just because the hourly rate is low doesn’t mean you can’t run a successful business as part of a larger law firm.

Australasian Legal Business ISSUE 8.9

FEATURE | insurance law >>

It’s a slightly different economic model, but it can still work,” he says. DLA Phillips Fox has 50 partners within its insurance divisions, making the practice area a “significant” part of the firm, according to Mitchell. He adds that full-service firms can offer benefits, including a national presence, which specialist or boutique firms can’t offer.

Wood disagrees on this particular point, commenting that insurers are less concerned about national presence than about getting “the best people for the job in the relevant market.”

The battle for talent

While finding talented lawyers has been easier than it was prior to the GFC, the issue of attracting top lawyers into the insurance area remains a challenge for firms across the board. Many insurance lawyers believe there is still a stigma around insurance law, and in particular that it is not a “sexy” area of practice. “Most people fall into insurance,” says Lux, “I think insurance law firms will really

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need to start thinking about staff and education to attract quality graduates out of law school away from other areas of law.”

For this reason W+K has launched a new program within the firm to provide junior lawyers with additional training around the insurance business. “It’s important Nick Lux that they understand Wotton & Kearney and appreciate the industry they work in,” says Lux. Kennedy agrees that the number one challenge for the industry is raising the profile of insurance law, so that it becomes an attractive option for law graduates. “Graduates don’t look at it as a good career option, or even a career, but insurance is no different than going to a big bank.

There are various aspects of insurance law,” he says.

Mitchell also observed that the relationship between insurers and their legal advisors is adding to the problem of attracting talented lawyers

“Insurance is the leading market for the death of the billable hour” Scott Kennedy

Curwoods

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FEATURE | insurance law >>

because of the high demands and rigid procedures surrounding work practices.

“There has been a commoditisation of legal services, which I think is a result of the consolidation of the industry and growth of legal panels,” Mitchell says.

“It would be good to see a regrowth of the trust and partnership between insurance firms and lawyers. There are great lawyers whom the industry has missed out on because of the relationship between the two. ”

Future workflow

According to W+K’s Boardman, history dictates that following a downturn there is an active claim period of two to three years, which means insurance firms can expect to be busy for some time as the flow-on effects of the GFC come to pass. However, as there was a spike in claim notifications during the 2008 period, those cases will take some time to trickle through the courts.

In addition to this, there has been increased regulation imposed on a variety of industries by government regulatory bodies such as the

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Australian Securities & Investments Commission (ASIC). This, in turn, means more work – and new work – for insurance lawyers. “From a service provider’s point of view, that will increase work for us because we must advise insurers on the additional risks and also when claims arise following any breaches,” says Connellan.

During the past five Geoff Connellan years there has been Moray & Agnew significant discussions surrounding changes to the Insurance Contracts Act. When the amendments come into legislation – and allowing for the usual vagaries of the recent federal election on the legislative process – insurers and their legal advisers will find themselves with significant amounts of work, as new and existing contracts are examined within the new guidelines. “Any changes would also have significant impact on the claims side of things,” adds Connellan. ALB

Australasian Legal Business ISSUE 8.9

FEATURE | insurance law >>

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FEATURE | document management >>

Too much information ALB takes a fresh look at how law firms are handling the ever-increasing challenges of document management 46

Australasian Legal Business ISSUE 8.9

FEATURE | document management >>

D

ocument management is one area which came to the fore during the recent economic downturn. Litigation and insolvency teams in particular are voracious generators of documents, in both the physical and electronic form, and these were two practice areas that were remarkably busy during the downturn. Opportunities abounded for document management service providers who could demonstrate a capacity to provide value.

It is interesting to contrast document management services with others such as practice management and case management systems. While there is always a clear, unambiguous business case for investing in document management services, the GFC had a more varied impact on law firm spending in the other areas. Some firms (predictably) trimmed their budgets, seeing management systems as part of the non-essential “frills and fripperies” of the business. Others, however, took a somewhat kinder view towards these services and actually increased their investment, expressing the view that improved systems would

deliver improved productivity.

While the jury may be out on other services, there seems to be no doubt that document management is an essential law firm management tool and will remain that way – financial crisis or not.

Context

Much of the terminology is in a state of evolution and it is worth noting where document management fits into the broader context. There are three kinds of tools or systems law firms may use to manage their workflow: practice management, document management and case management.

Practice management tools focus on the financial and resourcing side of matters while case management tools facilitate, inter alia, the use of documents and information for specific purposes: for example, the discovery stages of litigation or generating documents such as statements of claim and mortgage agreements.

However, there appears to be still some inconsistency in the way case management is used in the market.

So where does document

“We generally increase accuracy and quality standards; in turn this encourages more user confidence from lawyers and support staff than when they operate their own print rooms” Sarah-Jane Shaw

LitSupport

►► DOCUMENT MANAGEMENT: SOFTWARE AND PROGRAMS CaseFlow

ShowClause: is an enterprise-wide clause library that provides centralised management of clauses and integrates them with the firm’s document management system.

Enterprise Client: is a mid-level case management and document automation solution that operates from MSWord.

Outlook Client: is a high-end case management product which works through MS Outlook. The software has all the features of ShowClause and Enterprise and adds additional functionality achieved through working with Microsoft Outlook.

Vision-ET Extranet: an out-of-box client program that allows varying levels of customisation, in a packaged solution.

E.Law

CT Summation: a litigation document review tool which organises five central areas of a case.

E.Case: an online tool developed by E.Law to assist in the management of electronic data through discovery. Combining security, ease of use and robust document review functions.

Secure Dataroom: A collaborative online data room solution that allows for streamlined management of the complete M&A workflow; from the creation of the information memorandum, through to document collection, due diligence, contract negotiation, sale and purchase agreement and simple transaction archiving.

Kyocera Mita

Equitrac: is a device and network management tool, with a ‘follow me’ feature to maximise printing capabilities and reduce waste.

KYOcapture: enables files to be scanned into an editable and searchable format and filed into a document management system or structured filing system.

Law In Order

kCura’s Relativity: is a web-based litigation support platform with a flexible workflow component and native document viewing capabilities.

Scan Client: custom built by Law In Order the software promotes optimal document workflow practices as each page is scanned at the correct resolution, colour scheme and the correct file format automatically.

Equivio: near-duplicate technology for clustering like documents, greatly enhancing data entry speed and consistency.

OzDox

Worldox: allows attorneys to instantly view any document or email associated with a specific client, matter, or project. It also facilitates sharing amongst legal teams serving the same client or working on the same matter.

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FEATURE | document management >>

management sit in this context? It is clear that there can be a considerable overlap between “case management” and “document management” categories, and many service providers may operate in both areas. Perhaps it would be fair to say that the services provided in the document management space tend to relate to the storage, management and dissemination of the documents themselves, rather than matter management. Typical document management services would include photocopying, court copying, court book preparation, electronic discovery, scanning and even the hosting of case management systems.

Integrated service

Certainly there is an indication that some firms prefer to deal with one provider for all of these services rather than engaging with multiple operators. Brisbane and Sydney-based firm Clarke Kann is one firm which has opted for the “one stop shop” path. Middletons’ corporate services manager Dion Cusack commented that the breadth of services his firm requires is the key factor. “The general service model enables us to have greater control and more voice at an account level. We are able to minimise the supplier relationships we have to manage and leverage our purchasing power.” The firm recently looked into using a hybrid model of specialist document management firms and general firms, but decided against this as it was not as “cost-effective”.

In contrast to this, personal injury specialist firm Maurice Blackburn uses a hybrid system which includes Autonomy’s iManage and CaseFlow to manage information across the firm. CaseFlow itself is designed to operate within mainstream document management systems, which may go some way towards serving the purposes of those law firms looking for an integrated solution while retaining the flexibility of dealing with more than one provider.

The desire for an integrated service can refer to geography as well as areas of service delivery. Cusack says there was a need for truly national service providers. “This is of more relevance to larger firms that operate 48

across various states and wish to combine service contracts and achieve efficiencies and economies of scale with one provider.”

Photocopying

One of the most basic requirements of a law firm is to be able to produce and duplicate documents, however printing and photocopying can be costly for those who are not on the ball.

LitSupport and Kyocera Mita both offer printing and photocopying solutions, which can be provided onsite. David Finn, managing director at Kyocera, says most firms fail to realise the actual cost of owning and operating equipment such as photocopiers and printers. “For a typical Australian mid-market business the total cost of ownership is between A$151,000 and A$286,969 over a three-year period,” he says.

According to Finn, the Australian mid-market spends between 8% and 9% of its overall information and communication technology budget on the acquisition of print devices.

By utilising services such as those available from LitSupport and Kyocera, overall costs can be decreased, as the purchasing, management and maintenance of the equipment is handled by these companies for a set fee.

LitSupport also offers the option of in-sourcing, where the management and accountability of the law firm’s print room is passed onto LitSupport.

Communications director SarahJane Shaw says the benefits of insourcing for law firms are numerous: firstly, productivity increases because documentation can remain onsite, which leads to less work being passed onto external providers. Secondly it can significantly increases a firm’s cost recovery margins or in cases where clients do not recover the cost of services from their clients, their costs are managed more efficiently.

“We generally increase accuracy and quality standards, in turn this encourages more user confidence from lawyers and support staff than when they operated their own print rooms,” Shaw says.

Law In Order also offers in-sourcing and director Paul Gooderick says it has Australasian Legal Business ISSUE 8.9

FEATURE | document management >>

become an attractive alternative for law firms, as they do not have to worry about staff training, buying and maintaining equipment. In addition to in-sourcing, Law In Paul Gooderick Law in Order Order has also added consultancy services to its offering, for when law firms need assistance on a short-term basis or for a particular project.

Providers offer ease of use

Document management service providers are offering a bewildering array of features – but which warrant particular attention? Naturally the focus in recent years has moved to electronic functionality and email management. CaseFlow’s Brian Smith says that it is particularly important to ensure that document management systems can read data in whatever format it comes in. “PDF documents contain words, but it is read as an

www.legalbusinessonline.com

image, so programs need to have optical recognition as well as word recognition,” he warns.

With mass litigation – although this trend has diminished somewhat in recent years – firms may also look to online data rooms managed by external providers to store vast amounts of information, which may need to be accessed by various parties across different jurisdictions.

Needless to say, it is not only litigation teams which are making use of these services, M&A teams are another example of a common crossjurisdictional user. Secure storage of information is key here and law firms will need to take a close look at security settings and the management around who can access, print, save and forward this information.

Last December ALB polled clients to find out which service providers were most highly regarded in the market, with Law In Order and LitSupport winners in the category for Document Reproduction & Management,

“The general service model enables us to have greater control and more voice at an account level. We are able to minimise the supplier relationships we have to manage and leverage our purchasing power” Dion Cusack Middletons

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FEATURE | document management >>

“Our growth during that time was based on the premise that while our competition was set on capturing the top-tier firms, we believed there was a hole in servicing the mid-tier and smaller firms” Julian McGrath

Law In Order

50

and LexisNexis in the category for Document Management and/or Case Management Software Provider.

Law In Order recently celebrated its 10-year anniversary, after being set up in Sydney in March 1999 by managing director Julian McGrath. McGrath was a paralegal for more than six years at law firm Ebsworth & Ebsworth before deciding that he would be better suited to servicing lawyers than becoming one, which was a successful transition.

“Our growth during that time was based on the premise that while our competition was set on capturing the top-tier firms, we believed there was a hole in servicing the mid-tier and smaller firms. That allowed us to develop a large client base and grow at a similar rate to those firms,” he says. “As a result we gained the trust of the top-tier and now count on many of them as our clients.”

LitSupport started business four years prior to Law In Order, when Val Pitt started working on document management projects from home for the partner of a law firm she worked

with before the birth of her second child.

As she became busier, she realised there was a gap in the market for specialist legal document management services. “What started Allison Stanfield elaw out as a few overflow projects from one firm then spiralled into a full-time workload,” Pitt says. “[The business] has grown into a mediumsized business with offices in Sydney, Melbourne and Brisbane.”

Pitt says that since document management is not a regulated industry, LitSupport has taken the initiative in setting the standard.

The company has driven industry innovation in three key areas, she says, by being the first legal bureau to receive ISO Accreditation in Australia, the first to introduce online ordering and job tracking, and the first (and only) company to become a Good Environmental Choice certified supplier. ALB

Australasian Legal Business ISSUE 8.9

FEATURE | document management >>

www.legalbusinessonline.com

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FEATURE | interview >>

IN-HOUSE PERSPECTIVE

Changing of the guard Trish Hyde has recently been appointed CEO of the Australian Corporate Lawyers’ Association (ACLA), taking over from wellknown stalwart Peter Turner. She speaks with ALB about her vision for the role and the challenges she sees for the in-house profession in the coming months ALB: Congratulations on the new role. Can you tell us a bit about your background and how you hope to apply this experience at ACLA?

T

rish Hyde: Thank you. It may surprise some people to hear that I am not a lawyer. Before joining ACLA, I was chief executive officer of the Confectionery Manufacturers of Australasia, where I am proud to say my team and I delivered a stronger and more sustainable association and lifted the value for members. We focused on three simple things: advocating for the industry, business support tools and connecting people. And for most of my career I have worked in marketing and communications roles for corporates operating in what I call stakeholderdiverse and issues-rich environments.

This has given me well-rounded specialist skills and given the nature of the businesses, a deep respect for the work of in-house lawyers.

Going from chocolate to lawyers may seem an odd leap, but it isn’t really.

The ACLA board is made up of inhouse lawyers and we have a lawyer on the ACLA staff, and complementary skills in business and marketing are needed to grow the member value

52

Trish Hyde, ACLA

and take the organisation to its next stage. It is that experience, passion and energy that I bring.

yet workload and time pressure is the overwhelmingly biggest issue facing in-house legal leadership.

ALB: Last year, there was a lot of talk about GCs tightening their budgets and being pressured to do more work with fewer resources. With the economy improving, do you get any sense that this pressure is starting to lessen?

ALB: What are the other key issues which are facing in-house lawyers?

TH: I’d probably say that GCs in business and government are primarily being asked to be more efficient with the resources they have. And this drive for efficiency doesn’t seem to be letting up. From the 2010 ACLA/CLANZ Legal Department Benchmarking Report we know that in 2008 and 2010 the most pressing issue facing legal leadership is the same – workload and time pressure. But this year there is more concern expressed about resource and budget limitations than in 2008.

The pressure to reduce costs is skewed more toward external rather than internal ones. But the majority of legal departments in the survey are being asked to be more efficient with resources generally.

It’s ironic that many say that one of the best things about moving in-house is getting away from timesheets and

TH: Following the GFC we’ve seen an increased attention on governance, compliance and regulatory matters.

This links back to the workload and time pressure. We’ve also seen an increased focus on demonstrating the value of the legal department, and the question of value needs to be measured in more than dollar terms.

ALB: We hear a lot from law firms claiming to be delivering ‘value’ to clients. How well do you think law firms are serving their clients and what are the key areas where we could see some improvement?

TH: This is a hard one, as not all firms and not all clients are equal. But, again, from the 2010 ACLA/CLANZ Legal Department Benchmarking Report we see a telling pattern. While few clients actively wish to change firms, less than 15% believe their lead firm is clearly better than its nearest competitor for most of their work. Close to 60% indicated that several or any number of firms could do their work Australasian Legal Business ISSUE 8.9

FEATURE | interview >>

“I have worked in marketing and communications roles for corporates operating in what I call stakeholder-diverse and issues-rich environments.

This has given me well-rounded specialist skills...” equally well. In this light it seems there is an opportunity for law firms to change the nature of the relationships.

There are a number of suggestions in the report by in-house lawyers on how this might be achieved. Among the most impressive things in-house lawyers would like to see consistently from law firms are to provide legal advice in a commercial context, invest non-chargeable time understanding the business, proactively discuss systems for linking billing and value and genuinely differentiate themselves from other firms.

ALB: You’ve mentioned the recent ACLA/CLANZ Legal Department Benchmarking Report, which has

www.legalbusinessonline.com

highest growth rate for the past year of 13%. But Queensland wasn’t far behind with 12%, and both states are part of the resources boom.

Trish Hyde

ACLA

received a lot of coverage recently.

What in your view were the most pertinent findings of this study?

TH: The two most important finding are the confirmation that inhouse lawyers are integral in their organisations and that value will be the driver of relationships going forward.

ALB: There has been a lot of suggestion recently that the number of in-house lawyers in Perth is on the increase because of the mining boom.

Has ACLA seen any evidence of this?

TH: If you use ACLA membership as a barometer, we see that while NSW and Victoria remain the major bases for in-house lawyers, WA achieved our

ALB: Peter Turner has certainly been a long-term ACLA stalwart. What would you describe as his legacy to the organisation and the profession? TH:

Peter’s commitment to the profession and ACLA dates back 30 years. He has been national president and for the last eight years the CEO. For ACLA I would say his greatest legacy is the formation of the national body with a national office and reinvigorated divisions. For the profession I believe it is the work he has done in building the profile of in-house lawyers. These are big shoes to fill.

ALB: Taking a longer term view, what would you like to achieve in this role?

TH: That’s simple, a stronger organisation with a strong voice and strong membership. The journey will be the fun part. ALB

53

FEATURE | Middle East recruitment >>

Middle East job market

recovers after financial storm

The Middle East has long been viewed as a treasure trove for those who dare pursue work in the region, but when the GFC hit, the desert sands seemed to close in on the legal industry

N

ot too long ago, the Gulf was where ambitious lawyers went to chase the M&A action. A booming economy meant that the region was second only to China in presenting lucrative opportunities for ambitious lawyers and firms. Fastforward to 2010 and Australian and New Zealand lawyers are once again beginning to test the waters for an overseas role.

For Australian lawyers looking to try their luck in the Middle East, recruiters say that now probably isn’t the best time to go, but the market is slowly improving. “The markets, in some parts of the Middle East, have still not recovered sufficiently from the global financial crisis effects of last year,” says David Talalla, director of David Talalla & Associates. “There is still a lack of confidence in growth and some firms are still experiencing a backwash from the redundancies made last year. Many Australians have recently returned after taking redundancy, [both] voluntary and nonvoluntary, so there is an underlying wariness.”

A survey by Middle East job site, GulfTalent, found that 16% of professionals employed in the United Arab Emirates (UAE) were retrenched in 2009, with corresponding figures of 12% in Bahrain and 10% in Kuwait.

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According to the ‘Mahlab Market Update 2010 Private Practice Report’ the legal markets of the Middle East are still in decline. Dubai has been particularly slow to recover, as it was the last market to feel the full force of reduced foreign investment, which in turn saw a halt in major developments. Markets outside the UAE such as Saudi Arabia, have maintained good levels of activity yet remain a difficult employment market for foreign lawyers. “It is highly likely that international lawyers will not be in demand again in the Middle East

►► REGION OVERVIEW Country

Major cities

Bahrain

Manama

1%

Bahrain Dinar (BHD)

UAE

Abu Dhabi, Dubai

0%

Emirati Dirham (AED)

Kuwait

Kuwait City, Jahra

0%

Kuwaiti Dinar (KWD)

Saudi Arabia

Riyadh, Jeddah, Makkah (Mecca)

0%

Saudi Riyal (SAR)

Qatar

Doha

0%

Qatari Rial (QAR)

Oman

Muscat

0%

Omani Rial (OMR).

“You have to have a lot of patience; you are looking at a two to six-month process of finding work” until 2011,” the report predicted.

Managing director at Dolman Recruitment, Ralph Laughton, agrees with this assessment of the Middle East: “It’s not one of the better markets we are working with at the moment.

It’s very sporadic.” However, Laughton says the UAE is doing better than other markets in the region. “UAE is the driver; there are more firms there, and greater opportunities.” Associate director at Taylor Root, Karlie Connellan, agrees that Dubai remains

Income tax

Currency

David Talalla

David Talalla & Associates

the location with the highest demand for foreign lawyers.

However, she adds that the market there is not as buoyant as it was. “We are certainly not back to the pre-GFC levels of demand,” she says.

A tougher market

Law firms throughout the Middle East have become more conservative and careful with hiring foreign staff as a result of the financial crisis, says Laughton. “Firms are being very Australasian Legal Business ISSUE 8.9

FEATURE | Middle East recruitment >>

“Clients are being a lot more selective and specific as to their requirements, ideally preferring to see candidates who have previously worked in the Middle East. The calibre of candidates that clients are now looking to recruit is a lot higher” Nicole Garrett

Naiman Clarke Legal selective, because they can be,” he explains. The process of recruiting has also become very drawn out: “You have to have a lot of patience; you are looking at a two to six-month process of finding work.” Connellan agrees that the market is a harder nut to crack, as it is very much an “employers’ market”.

“The firms are being very specific with their requirements and are currently able to recruit that specific individual without having to be flexible,” she explains.

Nicole Garrett, a senior consultant at Naiman Clarke Legal, says she too has noticed the market become more volatile in the past year. “Clients are being a lot more selective and specific as to their requirements, ideally preferring to see candidates who have previously worked in the Middle East.

The calibre of candidates that clients are now looking to recruit is a lot higher.”

Firms are increasingly looking for lawyers with Arabic language skills and local experience, adds Talalla.

Along with the higher standards being sought by employers, Connellan says that Australian lawyers are also competing against lawyers who are already in the Middle East.

Chance of success

Mid-level experienced lawyers are having the most success applying for positions over the past six months, according to recruitment specialists.

“Those with a minimum of three years post-qualification experience and a maximum of eight years experience gained in a top-tier firm, are having the most success,” says Connellan. www.legalbusinessonline.com

However, Garrett, Laughton and Talalla have also had some success with senior lawyer appointments in recent months. Areas of expertise being sought in the Middle East include construction, banking and finance (particularly in Bahrain and Oman), commercial litigation and maritime or shipping. “Those with construction law experience stand a better chance than others,” says Laughton.

Allen & Overy regional human resources director, Fiona Spender, says the firm has been recruiting across its five offices this year, and is particularly looking for lawyers with finance and banking experience.

“We would also look at high-calibre applicants with experience in corporate work, M&A and capital markets,” she says. “We have had great success from Australian and New Zealand lawyers.

The training they receive in top-tier firms here is very good, and they are perceived as being very hard working.”

However, even with the desired experience, lawyers will need to make sure their resumes are spot on when applying for Middle East roles. “CVs have to be more targeted than before.

They want to be able to flush out your technical skills and experience from your application,” states Laughton.

What’s the appeal?

Working in the Middle East offers an array of benefits for legal practitioners, including tax-free income in most locations, salaries comparable to the UK and Australia and a high-quality expatriate lifestyle. “Other reasons are the proximity to Europe and the opportunity to gain overseas and international experience,” says Talalla.

And despite there being less attractive packages available following the GFC, the Middle East still offers expatriates the potential for sizeable earnings, because of the lower living

►► MERCER COST OF LIVING SURVEY* City, country

2010 rank

2009 rank

2008 rank

Luanda, Angola

1

-

-

Hong Kong, Hong Kong

8

5

6

Singapore, Singapore

11

10

13

London, UK

17

16

3

Sydney, Australia

24

66

15

New York, USA

27

8

22

Melbourne, Australia

33

92

36

Abu Dhabi, UAE

50

26

65

Dubai, UAE

55

20

52

Perth, Australia

60

117

53

Manama, Bahrain

139

-

-

Riyadh, Saudi Arabia

144

90

119

Doha, Qatar

146

-

-

Auckland, New Zealand

149

138

78

Kuwait, Kuwait

152

77

94

Muscat Oman

176

-

-

Jeddah, SA

181

109

126

*(base city, New York, US)

costs associated with the region. The cost of living has fallen substantially in the past year, particularly in Dubai and Doha where rents have fallen by more than 30%.

A chance to work in an emerging market on landmark deals and substantial relocation packages, not to mention housing and car allowances, are some of the other key drawcards.

Spencer says the Middle East offers Australian and New Zealand practitioners the chance to work on interesting and large pieces of work, and attractive relocation packages.

“When relocating to the Middle East there is a very attractive policy, which includes a daily allowance, on top of the salary, flights to and from the location, a trip home, tax advice, free accommodation on arrival and an accommodation search program. They are well looked after.” ALB

►► UAE SALARIES: HOW DO THEY COMPARE? Level

Min AED

Max AED

Median AED

AUD equivalent

Sydney AUD equivalent

% difference

NQ

324,000

453,600

388,800

115,474

67,000

+72%

1 year

334,800

486,000

410,400

121,889

76,000

+60%

2 years

356,400

594,000

475,200

141,134

87,000

+62%

3 years

378,000

620,400

499,200

148,262

99,000

+50%

4 years

572,400

702,000

637,200

189,248

117,000

+62%

5 years

442,800

723,600

583,200

173,210

134,000

+29%

NB: UAE salary figures based on most recent survey data (2008) adjusted for market conditions; Sydney salary data based on ALB Market Average as at Sept 2010; exchange rate used is AED1 = AUD0.297.

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FEATURE | Middle East recruitment >>

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Australasian Legal Business ISSUE 8.9

FEATURE | Middle East recruitment >>

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57

FEATURE | Macquarie Roundtable 2010 >>

GROWTH MATTERS

Macquarie Roundtable 2010

Growth matters: set your vision

M

any firms in the legal sector are cautiously optimistic about growth in the year ahead. But how do you go about setting the right growth strategy for your firm? Macquarie Relationship Banking’s second series of roundtable discussions focused on a practical ‘howto’ for growth, and resulted in some interesting insights and ideas.

58

Over 50 partners from small and medium-sized law firms attended the sessions in Melbourne, Brisbane, Sydney, Gold Coast, Perth, Greater Western Sydney and Adelaide. Partners were candid about their strategies for growth, and the potential pitfalls they plan to avoid along the way.

Rob Patterson, founder of Parkin’s Lane Consulting Group, shared the lessons gleaned as chief operating

officer of a fast-growing national law firm.

Growth in uncertain times

“Global economies are still languishing, and locally we’re seeing soft retail sales, especially when it comes to discretionary spending,” said Terry Lyons, head of legal industry at Macquarie Relationship Banking, as he opened the Melbourne event. “At the Australasian Legal Business ISSUE 8.9

FEATURE | Macquarie Roundtable 2010 >>

same time, wages pressure is starting to re-emerge in legal firms, and we’re seeing more staff turnover.”

Stella Angelo, associate director at Macquarie Relationship Banking, also noted that many clients are questioning the cost of legal services.

“They are ultimately looking for value, which has provided smaller boutique firms with new business opportunities.

But it’s important to focus Stella Angelo on value, not cost.”

Macquarie Organic growth is seen Relationship as a safe option during Banking uncertain times, and also a motivating strategy for current employees, but it takes time. It’s a longterm approach that requires planning and commitment from the whole firm.

Defining a vision

Rob Patterson believes the fundamental key to successful growth is defining a vision. “Without a coherent and compelling vision, a strategy runs the risk of being directionless. As a result [it] will deliver poor returns, or worse, have a negative impact on your profitability and reputation,” he said.

“But a vision should not be a longwinded motherhood statement. It’s a set of short, punchy bullet points that set out what your firm will look like in 5-10 years time.”

Your vision needs to cover three things: • Who are your core client groups?

• What are your core practice areas that meet those clients’ needs?

• What is your competitive advantage? ►► COHERENT VISION

CORE CLIENT GROUPS Commercial 15%

The legal needs for a sole proprietor are quite different to those of an ASX-listed company. So it makes sense to begin with who you’re dealing with.

Patterson explained that there are four ways to segment your client groups.

“You can look at size: high-networth individuals through to small businesses, national companies or large multinationals. Or you can look at it by sector: private, not-for-profit, commercial or government, for example.

You can focus on geography: local clients, state-based, national or global.”

But his preferred method is to focus on industries. “If you can talk in terms of the industry you’re dealing with, you have a much greater chance of winning that client.” He noted that during the financial crisis, it was tempting to water down the core client focus. “But as a growth strategy, ‘whatever walks through the door’ won’t work in the long-term. You need to work to your strengths.”

For example, a successful firm that is known for its work in technology is now expanding to emerging industries.

They’re simply taking the same skill set and applying it in a related area with burgeoning opportunities.

During discussions it was clear that some law firms had a solid focus on their core client groups, including specialists in certain cultural groups through to government expertise. “We need to get more engaged in federal government,” commented one partner.

“But this comes at a cost; we need to invest resources in opening a Canberra office and getting the right people with the right relationships opening doors.”

“Without a coherent and compelling vision, a strategy runs the risk of being directionless.

As a result it will deliver poor returns, or worse, have a negative impact on your profitability and reputation” Rob Patterson

Parkin’s Lane Consutling Group

Mind the gaps in your practice

IPCORE 30% PRACTICE AREAS

M&A COMPETITIVE 30% ADVANTAGE

These three elements must be aligned for a successful growth strategy to emerge. www.legalbusinessonline.com

Focus on clients’ needs first

Do your core practice areas relate to the needs of your core client groups? If not, it’s time to put them aside and focus on the gaps. “You need to have alignment between your practice areas and core client group,” said Patterson. “Look for areas that are most valuable to your clients, or for skills they are looking elsewhere to fulfil.”

You can develop the breadth or depth of your core practice areas. The breadth of your offering covers boutique practices through to general or fullservice law firms, or you may want to go deeper into a specific area of expertise.

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FEATURE | Macquarie Roundtable 2010 >>

For example, if you’re currently practicing in property generally, look at adding specialist skills in leasing, planning, management rights and so on. “This works well when you lead with your strengths,” Patterson remarked.

“But if you bring in a new hire, make sure the cross-sell is sustainable between the client groups.

“We’ve just moved into modern premises with new technology, and we’re looking to deepen what we do in some areas, and drop off some of our less profitable areas, by working on our processes,” said a Melbournebased partner. Another said they were identifying key area gaps with their existing clients as a way of extending their stronger relationships.

their field, with a high-end strategy focus.

3. Relationships or customer intimacy: working for a limited number of clients, and really understanding their needs in all areas.

You may act as a trusted partner, where they won’t make a move without talking to you first.

“Partners sometimes say; ‘well, we want to be all these things’,” Patterson commented. “But you can’t. You can’t be experts at the high-end and be a low-cost producer. And you can’t maintain the process-driven margins if you only have a handful of clients.”

This doesn’t mean you can’t be good at all these things. You just can’t be

“The partner should maintain the primary relationship. But there is significant benefit in involving your team. They will learn business development and relationship management skills along the way” One clear, distinct advantage

“Running with a ‘me-too’ strategy simply won’t cut it in today’s competitive environment. You need to understand what your competitive advantage is, but in some firms it’s like a well-kept secret,” said Patterson.

“Why do you win work?

What keeps your clients with you?”

There are many ways to build a competitive advantage. The model presented was initially Robert Patterson developed in the US Parkin’s Lane Consulting Group

by Michael Treacey and Fred Weirsma.

It highlights three simple ways to determine a point of difference.

1. Process or organisational excellence: for example, a small firm who has great precedents, streamlined systems and processes and low overheads, and can deliver accurate documentation quickly and costeffectively.

2. Expertise or thought leadership: these are the top firms in 60

Terry Lyons

Macquarie Relationship Banking

the best in all three areas. “Accept that your processes will be OK and your people are good at what they do, but your core strength is having the best relationships in Melbourne, for example,” he concluded.

Among the discussion groups, it was clear that for many sole practitioners relationships were a key advantage. “We find the cost of getting our processes right is a challenge,” admitted one partner. “But we are really able to solve problems for our clients.”

Others plan to develop their relationships even more deeply, by getting out amongst their clients, visiting their place of business and really understanding what they do.

“We’ve recently opened another office in the CBD to network and build better relationships,” said one partner.

“There’s now a strong rivalry between the two offices, but it seems to be working positively, and we work well together as a team.”

Set the vision: growth will come

The uncanny truth is that once you define what you want to be and get your vision right, opportunities for growth Australasian Legal Business ISSUE 8.9

FEATURE | Macquarie Roundtable 2010 >>

will present. If you’re comfortable with your core client groups and practice areas, growth will happen organically.

But if you recognise your need to build a certain Terry Lyons practice area up, then Macquarie a lateral hire will fuel Relationship Banking your growth. Also, if you realise you need to expand geographically, a merger may be the way ahead.

Likewise, re-focusing on your core clients (and letting some go) will naturally attract more of the same.

Referrals will happen more easily once you focus on the groups you most enjoy working with. Developing a crossreferral process is an important part of any growth strategy, but it comes down to trust within the firm. “There’s a twoway obligation between the referee and referrer,” explained Patterson. “This includes the transfer of information, prioritisation of work and quoting.”

Retaining core talent

Staffing was also a big focus of discussion. “From a growth perspective, we’re a people business,” said Andrew Chen, principal at WHK Horwath.

“How do you motivate your talent to win new clients and manage relationships?”

One partner commented that “lateral growth can’t happen on its own, as the staff you bring in are more experienced you’ll end up with a firm full of older lawyers. You need young people too, and that comes through organic growth.

Fast-track people who are valuable and talented.”

It’s important for staff to feel they are part of a team. One way is to bring them into client meetings so they can also build relationships at all levels within the business. The risk, of course, is that they’ll leave, taking that client with them. “The partner should maintain the primary relationship,” said Macquarie Relationship Banking’s Lyons “But there is significant benefit in involving your team. They will learn business development and relationship management skills along the way.”

It’s also critical to understand staff aspirations and goals, and meet them where you can. “Not all lawyers want to be partner,” said a Sydney-based partner. “There are more options now. www.legalbusinessonline.com

And money is one factor, but it’s not everything.” Organic growth in itself is motivating. “We want to grow our client base in existing practice areas,” said another partner. “But we’re not interested in becoming another big firm. We want to keep the loyalty of our talented lawyers and lateral hires would undermine their motivation.”

When it comes to lateral hires, cultural fit is imperative. “A lateral hire is almost a mini-merger in the way firms should cover off due diligence.

Because if you get it wrong, it can be a cancer within the firm,” said Patterson.

Defining culture as you grow is an issue. “Equity partners have grown the firm from the ground up, but bringing in salary partners sometimes creates a conflict if they don’t understand what we really stand for,” said a Melbournebased partner.

Planning for growth

All growth needs to be funded, so think about your strategy as early as possible.

“Your bank needs to be your partner, a partner in your balance sheet,” said Adam Ortmann, senior credit manager at Macquarie Bank. “It should help you with forward planning.”

Organic growth requires a long-term focus. Think in dollar terms about what you need for the three, five and 10-year horizon. What will be your additional working capital requirements? For example, a firm with an asset base of $3 million, average lock-up of 150 days and forecast to grow by 10% each year, will need an additional $400,000 in working

“An external perspective can get partner discussions going.

It’s important for all partners to agree on what defines success for the firm, and for everyone to buy in to that vision, philosophically and emotionally” Stella Angelo

Macquarie Relationship Banking

capital over a three-year period.

“It’s not an ‘if’, it’s a ‘must’,” explained Ortmann. “This money can only come from debt, retained profits or new equity partners. And this can end up causing concern amongst some partners who’d prefer to distribute all profits at the end of the year.”

“An external perspective can get partner discussions going,” agreed Angelo. “It’s important for all partners to agree on what defines success for the firm, and for everyone to buy in to that vision, philosophically and emotionally.”

“Physical limitations, such as office space, human resources and funding can all be stresses on growth,” Lyons concluded. “So build some capacity and flexibility into your strategy, and plan ahead before you get growing.” ALB

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MARKET DATE | M&A >> MARKET DATA | M&A >> In association with

M&A TRANSACTIONS AND STATISTICAL ANALYSIS Top 10 Announced Deals - Australasia (31 July, 2010 - 27 August, 2010) Announcement Date

Target Company

Target/Seller Legal Advisor

Bidder Company

Bidder Legal Advisor

Potash Corporation of Saskatchewan Inc

Jones Day; Stikeman Elliott;

BHP Billiton Ltd

Blake, Cassels & Graydon; Cleary Gottlieb Steen & Hamilton; Slaughter and May

27-Aug-10

Intoll Group

Mallesons Stephen Jaques; Stikeman Elliott

Canada Pension Plan Investment Board

Allens Arthur Robinson

3,305

23-Aug-10

Prime Infrastructure Group (60% Stake)

Freehills

Brookfield Infrastructure Partners LP

Mallesons Stephen Jaques; Torys

1,979

20-Aug-10

AWB Ltd

Freehills

Agrium Inc

Clayton Utz; McCarthy Tetrault

1,965

24-Aug-10

Sphere Minerals Ltd

Gilbert + Tobin

Xstrata Plc

Mallesons Stephen Jaques

26-Aug-10

P&N Beverages Australia Pty Ltd

Asahi Breweries Ltd

Norton Rose

02-Aug-10

Aevum Ltd (84.1% Stake)

Minter Ellison

Stockland Corporation Ltd

Mallesons Stephen Jaques

14-Aug-10

Optifashion Group

Advising seller: Allens Arthur Robinson

Luxottica Group SpA

Mallesons Stephen Jaques

16-Aug-10

NZ Farming Systems Uruguay Ltd

Union Agriculture Group Corporation

Minter Ellison

161

12-Aug-10

itX Group Ltd

Avnet Inc

Allen & Overy

66

18-Aug-10

Notes:

Advising financial advisors (Bank of America Merrill Lynch; Goldman Sachs; RBC Capital Markets): Skadden Arps Slate Meagher & Flom

Norton Rose

Seller Company

Deal Value (AUDm) 46,657

414 Robert Peter Brooks (Private Investor)

364

318

HAL Holding NV

252

Based on announced deals, including lapsed and withdrawn bids, from 31 July 2010 to 27 August 2010•Based on geography of either target, bidder or seller company being Australasia•Includes all deals valued over USD 5m. Where deal value not disclosed, deal has been entered based on turnover of target exceeding USD 10m•Activities excluded from table include property transactions and restructurings where the ultimate shareholders' interests are not changed•League tables are ranked by volume•Q3 10 * = 1 July 2010 to 27 August 2010

League Table of Legal Advisors to Australasian M&A (Jan 01, 2010 - August 27, 2010)

League Table of Financial Advisors to Australasian M&A (Jan 01, 2010 - August 27, 2010) Value (AUDm)

Deal Count

1

Stikeman Elliott

50,081

4

1

JPMorgan

65,352

11

2

Slaughter and May

47,863

5

2

Bank of America Merrill Lynch

61,301

9

3

Skadden Arps Slate Meagher & Flom

46,982

3

3

Goldman Sachs

60,564

22 4

Rank

House

Value (AUDm)

Deal Count

Rank

House

4

Jones Day

46,922

7

4

Barclays Capital

51,863

5=

Blake, Cassels & Graydon

46,657

1

5

Royal Bank of Scotland Group

47,510

3

5=

Cleary Gottlieb Steen & Hamilton

46,657

1

6

BNP Paribas

47,368

3

7

Mallesons Stephen Jaques

34,926

37

7

RBC Capital Markets

47,210

5

8

Allens Arthur Robinson

31,173

25

8

TD Securities

46,969

2

9

Freehills

30,721

44

9

Santander Global Banking and Markets

46,657

1

10

Blake Dawson

13,038

22

10

Macquarie Group

26,192

15

Australasian M&A Activity - Quarterly Trends 200

80,000

180

70,000

140

50,000

120

40,000

100 80

30,000

60 20,000

40

10,000 0

62

Number of deals

60,000

Value (AUDm)

160

Value (AUDm) Volume

20

Q1 03

Q2 03

Q3 03

Q4 03

Q1 04

Q2 04

Q3 04

Q4 04

Q1 05

Q2 05

Q3 05

Q4 05

Q1 06

Q2 06

Q3 06

Q4 06

Q1 07

Q2 07

Q3 07

Q4 07

Q1 08

Q2 08

Q3 08

Q4 08

Q1 09

mergermarket would like to make the following correction regarding to the Top Deals list in the July issue of ALB. Please note that Mallesons Stephen Jacques was acting on behalf of Champ Private Equity for its acquisition of ATF Services, instead of Blakes Dawson and Norton Rose; and Gilbert+Tobin did not represent Amcor in its acquisition of Ball Corporation’s plastic packaging assets.

Q2 09

Q3 09

Q4 09

Q1 10

Q2 10

Q3 10*

0

Australasian Legal Business ISSUE 8.8 Australasian Legal Business ISSUE 8.9

MARKET DATA | capital markets >>

EQUITY CAPITAL MARKETS TRANSACTIONS LIST Australia, New Zealand Aug 8-Sep 4 NB: Does not include transactions valued at less than than USD10m, best efforts transactions and private placements Issuer

Proceeds (USDm)

Issue date

Currency

Bookrunner(s)

Sector

AUSTRALIA Macarthur Coal Ltd

386.516

08/24/10

AUD

JP Morgan Australia Ltd

Materials

Ivanhoe Australia Ltd

242.077

08/11/10

AUD

UBS Australia Ltd Morgan Stanley Australia Ltd

Materials

ESG

89.390

08/11/10

AUD

Credit Suisse Australia Ltd RBS Morgans Ltd

Energy and Power

Cromwell Group

56.555

08/13/10

AUD

RBS Morgans Ltd

Real Estate

ING RE Entertainment Fund

32.517

08/11/10

AUD

Commonwealth Securities

Real Estate

Multiplex Acumen Property Fund

27.103

08/23/10

AUD

Brookfield Finl RE Grp

Real Estate

Select Harvests Ltd

19.463

08/25/10

AUD

Bell Potter Securities Ltd

Consumer Staples

Marengo Mining Ltd

19.246

08/11/10

CAD

Paradigm Capital Inc Fraser Mackenzie Ltd

Materials

Altura Mining Ltd

15.136

08/20/10

AUD

Patersons Securities Ltd

Materials

Ceramic Fuel Cells Ltd

12.955

08/19/10

GBP

Nomura Code Securities Ltd

Energy and Power

31.906

08/12/10

NZD

Goldman Sachs & Partners NZ

Real Estate

Bookrunner(s)

Sector

NEW ZEALAND DNZ Property Fund Ltd Source: Thomson Reuters

DEBT CAPITAL MARKETS TRANSACTIONS LIST Australia, New Zealand Aug 8-Sep 4 Issuer

Proceeds (USDm)

Issue date

Currency

AUSTRALIA Series 2010-2 REDS Trust

1,437.280

08/18/10

AUD

National Australia Bank

Financials

National Australia Bank Ltd

1,000.000

08/13/10

USD

Barclays Bank PLC

Financials

586.900

08/27/10

JPY

Citigroup Global Markets Japan Daiwa Sec Capital Markets Nomura Securities

Financials

National Australia Bank Ltd

251.582

08/19/10

AUD

Nomura International PLC

Financials

Westpac Banking Corp-New York

249.994

08/13/10

USD

Credit Suisse

Financials

Macquarie University

220.374

08/31/10

AUD

ANZ Banking Group Commonwealth Bank of Australia

Consumer Products and Services

Westpac Banking Corp

176.070

08/27/10

JPY

Citigroup Global Markets Japan Daiwa Sec Capital Markets Nomura Securities

Financials

Commonwealth Bank of Australia

127.551

08/13/10

EUR

Goldman Sachs International

Financials

National Wealth Management

115.011

08/26/10

AUD

National Australia Bank

Financials

National Australia Bank Ltd

100.000

08/17/10

USD

Morgan Stanley

Financials

National Australia Bank Ltd

97.140

08/20/10

CAD

TD Securities Inc

Financials

ANZ Banking Group Ltd

63.597

08/26/10

EUR

Barclays Bank PLC

Financials

Commonwealth Bank of Australia

50.000

08/18/10

USD

Barclays Capital Group

Financials

ANZ Banking Group Ltd

50.000

08/31/10

USD

Morgan Stanley

Financials

Commonwealth Bank of Australia

49.497

08/20/10

NZD

Deutsche Bank AG

Financials

Commonwealth Bank of Australia

46.143

08/11/10

AUD

TD Securities Inc

Financials

Westpac Banking Corp

33.269

09/02/10

AUD

Morgan Stanley

Financials

National Australia Bank Ltd

26.105

08/26/10

HKD

HSBC Holdings PLC

Financials

National Australia Bank Ltd

13.854

08/19/10

NZD

Nomura International PLC

Financials

Commonwealth Bank of Australia

12.883

08/10/10

HKD

Credit Suisse

Financials

Commonwealth Bank of Australia

11.318

08/10/10

AUD

Barclays Bank PLC

Financials

Westpac Banking Corp

10.000

08/11/10

USD

Barclays Capital Group

Financials

ANZ National (Intl) London

242.982

08/10/10

CHF

Credit Suisse UBS Investment Bank

Financials

BNZIF-London Br

100.000

08/20/10

USD

Deutsche Bank AG

Financials

Westpac Banking Corp

NEW ZEALAND

Source: Thomson Reuters

www.legalbusinessonline.com

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MARKET DATA | M&A >>

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Australasian Legal Business ISSUE 8.9

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