Australasian Legal Business (OzLB) Issue 7.6

ISSUE 7.6

Cross-border M&A Influence of big-spending foreigners

Environment Firms jockey for position during ETS delay

ALB Special Report: Melbourne 09 Mid-tier firms remain buoyant despite downturn

Simply the best!

All the winners from this year’s ceremony n DEALS ROUNDUP n LATERAL MOVES n UK, US REPORTS n NEwS ANALySIS n MARKET STATS

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ISSUE 7.6

EDITORIAL >>

Cross-border M&A Influence of big-spending foreigners

Environment Firms jockey for position during ETS delay

ALB Special Report: Melbourne 09 Mid-tier firms remain buoyant despite downturn

Simply the best!

Waiting for the worst

T

hrough The Lucky Country’s recent decades of bull runs and buoyant property markets, the need for analysis about how our legal services market correlates with wider financial and economic downswings has, fortuitously, been minimal.

Market observers in jurisdictions a few hours north and west of ours, however, have been kept much busier by mega-shocks like the Asian Financial Crisis of 1997 and the SARS crisis of 2002. It was a wise man who noted that if you lay all the economists in the world head to foot you’d still never reach a consensus. But that having been said, the groundswell of opinion from Asia, and the anecdotal conventional wisdom, is that the legal services market lags behind the other markets: it goes unscathed for longer, and it remains depressed for longer.

Which brings us to the impressive achievements of the winners of the ALB Law Awards 2009, held in Sydney at the end of May (www.albawards.com).

Admittedly the temporal parameter of the awards was calendar year 2008, but the effects of the GFC were conspicuous only by their absence – particularly in the hard-fought deals categories, where at times huge amounts of high-level, high-expense legal advice was needed by clients busy listing, merging, raising capital or financing projects. This was definitely the unscathed period. The question is, will the Awards event next May reflect the depressed period… will it have to make do with lists of finalist firms who have spent most of calendar year 2009 engaged more on internal damage-limitation exercises around redundancies and the like rather than advising on high-end transactions?

If the first half of the year is anything to go by, the answer to that question for many firms will be a straight ‘no’. Deals like the A$2.7bn ANZ institutional share placement, the Woodside A$1.5bn debt financing, the A$1.7bn VitteraABB Grain acquisition and several other major M&A deals involving overseas bidders that have been announced over the past few weeks alone provide plenty of evidence for the argument that the hole left by the parched equity market has been filled by the other main transactional areas.

Sure, the big winners at next year’s awards might not be quite as big. But the likelihood seems to be that they’ll have plenty to shout about all the same.

All the winners from this year’s ceremony  DEALS ROUNDUP  LATERAL MOVES  UK, US REPORTS  NEWS ANALYSIS  MARKET STATS

www.legalbusinessonline.com

IN THE FIRST PERSON “The partners we are looking to recruit will be those with portable practices – in positive times, it would have been very difficult to get those” Fred Swaab, Swaab Attorneys

“More of the lawyers in Sydney actually know someone in the financial services industry who has been made redundant – so they feel the downturn in a more direct way” William Fazio, Herbert Geer

“Treat the Commission with respect – don’t play games. It pays to be honest and upfront” Peter Taylor, New Zealand Commerce Commission

It was a wise man who noted that if you lay all the economists in the world head to foot you’d still never reach a consensus

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7.4 Australasian Legal Business ISSUE 7.6

contents >>

contents

ALB ISSUE 7.6

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44

68

COVER STORY 44 Macquarie ALB Australasian Law Awards 2009 A full rundown of the winners from this year’s ceremony in Sydney, featuring the very best the Australasian legal market has to offer

ANALYSIS 12

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Emissions trading scheme delays Lawyers look to refine their approaches as government postpones Carbon Pollution Reduction Scheme Japanese acquisitions keep M&A afloat Japanese companies are still investing in Australia – a trend lawyers say is set to continue

FEATURES 26 ALB-LexisNexis Managing Partner Series: Fred Swaab, Swaab Attorneys Despite the gloomy economic outlook, Fred Swaab is still looking for growth. He talks to ALB about his plans to expand partnership by a third 30 ALB Special Report: Melbourne 09 While Sydney has been hit hard by dwindling levels of work, Melbourne’s strong mid-tier firms continue to tap into rich seams of client demand

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38 ALB Guide: Banking & finance 09 A comprehensive overview of the leading lawyers and firms in the banking & finance sector – plus market conditions and major deals

COLUMNS

64 In-house perspective: Peter Taylor, New Zealand’s Commerce Commission As the Commission steps up its drive against anti-competitive practices, its general counsel talks outsourcing and resources

21 Mergermarket M&A Update

68 Lifestyle The most luxurious accommodation New Zealand has to offer and test driving the stylish new Saab 9-3 Convertible

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UK Report

19 US Report 72 Sign Off

COMMENTARY 20 Buddle Findlay

REGULARS 8

DEALS

16 NEWS • CEO to step down as DLA Phillips makes lay-offs • Mallesons reshuffles practices after salary freeze • Duo plug into National Broadband Network deal • Gadens COO says firm is hiring, not firing Copyright is reserved throughout. No part of this publication can be reproduced in whole or part without the express permission of the editor. Contributions are invited, but copies of work should be kept, as Australasian Legal Business can accept no responsibility for loss.

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australasian legal business ISSUE 7.6

NEWS | deals >>

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Australasian Legal Business ISSUE 7.6

NEWS | deals >>

www.legalbusinessonline.com

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NEWS | deals >>

| M&A |

deals in brief | ENERGY/EQUITY | ►► Santos capital raising A$3bn

Firm: Mallesons Stephen Jaques Lead lawyers: David Friedlander, Mark Bryant, Jessica Hudson Clients: Citigroup, Deutsche, JP Morgan

Dave Friedlander Mallesons

Firm: Freehills Lead lawyer: Tony Sparks, Quentin Digby Client: Santos Firm: Sullivan & Cromwell Lead lawyer: Waldo Jones, Chris Beatty (US law) Clients: Citigroup, Deutsche, JP Morgan Firm: Sidley Austin Lead lawyer: Robert Meyers, Mimma Barila (US law) Client: Santos • Raising includes two-for-five accelerated pro-rata nonrenounceable entitlement offer • Comprises fully underwritten institutional component (A$1.65bn) and non-underwritten retail component (A$1.35bn) • Capital raised used to fund the Papua New Guinea LNG project and FUELS redemption

| BANKING/EQUITY |

Firm: Sullivan & Cromwell Lead lawyer: Burr Henly (US law) Client: ANZ • Placement involved careful timing due to difficult market conditions, and desire for banks and financial services companies to strengthen balance sheets and bolster regulatory capital positions • Deal one of series in equity capital markets in recent months, expected to continue to deliver strong workflow

| PROPERTY/EQUITY | ►► GPT Group capital raising A$1.7bn

Firm: Freehills Lead lawyer: Tony Sparks Client: UBS Firm: Allens Arthur Robinson Lead lawyers: Anna Lenahan, Vijay Cugati Client: GPT Group • Deal required very quick execution of transaction, comprising nonrenounceable one-for-one pro-rata entitlement offer to security holders • Institutional component of approximately A$1.1bn and placement are fully underwritten, with entitlement offer including non-underwritten retail component of A$470m • Freehills previously advised underwriters on GPT’s 2008 raising

►► Viterra-ABB Grain acquisition A$1.6bn Firm: Johnson Winter & Slattery Lead lawyers: John Keeves, Tim Bowley, Jim Hunwick Client: ABB Grain Firm: Freehills Lead lawyer: Philippa Stone Client: Viterra

Lead lawyer: Dauwood Malik (UK law) Clients: ANZ, Bank of Tokyo-Mitsubishi UFJ (joint coordinating arrangers) Firm: Freehills Lead lawyer: Chris Robertson Clients: ANZ, Bank of Tokyo-Mitsubishi UFJ (joint coordinating arrangers) • Deal involved 26 Australian and international banks in syndicated loan facility

John Keeves Johnson Winter & Slattery

• Deal involved mix of cash and share offer via scheme of arrangement • Transaction size and consideration consisting of share in foreign country made it unique • ABB directors unanimously recommended its shareholders vote in favour of proposed scheme of arrangement • Deal subject to shareholder and court approval

| FINANCE | ►► Woodside debt financing US$1.1bn (A$1.4bn)

Firm: Corrs Chambers Westgarth Lead lawyer: Megan O'Rourke Client: Woodside Firm: Allen & Overy Lead lawyer: Eugene Man (UK law) Client: Woodside

• About 80% of facility funded by Asian banks from Taiwan, Japan, China and Singapore • Corrs formerly advised Woodside on previous debt financing, including US$1bn US bond issue, US$1.5bn facility • Facility further underlines appeal of debt in Australian ASX 50 companies to Asian investors

| RESOURCES/EQUITY | ►► Alumina entitlement offer A$1bn

Firm: Allens Arthur Robinson Lead lawyers: Alex Ding, Greg Bosmans Client: Alumina • AAR recently involved in range of capital markets matters collectively worth more than A$1.6bn • Raising included legal and taxation aspects of offer to raise A$737m under institutional entitlement and further A$285m from retail entitlement

Firm: Clifford Chance

►► ANZ institutional share placement A$2.5bn Firm: Allens Arthur Robinson Lead lawyer: Robert Pick Clients: Deutsche Bank AG, JP Morgan, UBS AG Firm: Sidley Austin Elspeth Arnold Blake Dawson Lead lawyer: Robert Meyers (US law) Client: Deutsche Bank AG, JP Morgan, UBS AG Firm: Blake Dawson Lead lawyer: Elspeth Arnold Client: ANZ

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Australasian Legal Business ISSUE 7.6

NEWS | deals >>

| ENERGY/M&A | ►► Origin Energy-Pangaea Resources coal seam gas acquisition/JV A$660m Firm: Baker & McKenzie Lead lawyer: David Ryan Client: Pangaea Resources Firm: Clayton Utz Lead lawyer: Graham Taylor, Emma Covacevich Client: Origin Energy • Deal sees sale of ATP 788P, a Queensland coal seam gas tenement, to Origin Energy • Origin will acquire 100% interest in ATP 788P and establish JV with Pangaea Resources for exploration of the ‘Deeps’ area of tenement

| FINANCE/EQUITY | ►► Macquarie institutional placement A$540m Firm: Allens Arthur Robinson Lead lawyers: Robert Pick Client: Credit Suisse, Goldman Sachs JBWere, Macquarie Capital Advisers (lead managers) • Placement undertaken on 1 May

| FINANCE/M&A | ►► Aberdeen-Credit Suisse fund management acquisition GBP250m (A$497m) Firm: Allens Arthur Robinson Lead lawyer: Jeremy Low Client: Aberdeen Asset Management Firm: Mallesons Mark McFarlane Stephen Jaques Mallesons Lead lawyers: Mark McFarlane, Mina Hanna Client: Credit Suisse Group Firm: Maclay Murray & Spens Lead lawyer: Guy Norfolk (UK law) Client: Aberdeen Asset Management Firm: Freshfields Bruckhaus Deringer Lead lawyer: David Rouch (UK law) Client: Credit Suisse Group • Multi-jurisdictional M&A transaction www.legalbusinessonline.com

“The transaction involved some very interesting issues, particularly around the declaration of potential commercial areas over ATP 788P – the first PCAs declared under the 2004 Queensland Petroleum and Gas (Production & Safety) Act – and the joint venture arrangements implemented with Origin for exploration and development of the ‘Deeps’ area of ATP 788P” David Ryan, Baker & McKenzie in specialist funds management space • Deal includes acquisition of fund management assets and businesses of Credit Suisse Group in Europe, Asia and Australasia • Is second acquisition Allens has advised Aberdeen on in two years, following acquisition of Deutsche Australia's funds management businesses in 2007 • First closing of the Credit Suisse acquisition announced on 1 May 2009, while final close expected to take place end of June

| ENERGY/EQUITY | ►► SP AusNet capital raising A$415m

Firm: Freehills Lead lawyer: Robert Nicholson Client: SP AusNet • Raising involves one-for-four accelerated non-renounceable prorata entitlement offer, comprising A$330m institutional offer and A$85m retail offer • Singapore Power, the owner of SP AusNet, required Foreign Investment Review Board approval to take up 51% entitlement • Freehills has acted for SP AusNet since 2005 IPO

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NEWS | deals >>

►► Your month at a glance Firm

Jurisdiction

Deal Name

Allens Arthur Robinson

Australia, Asia, Europe

Aberdeen-Credit Suisse fund management acquisition

Australia

Alumina entitlement offer

1,000 Resources, equity

Australia, US

ANZ institutional share placement

2,500 Banking, equity

Australia, US

Aristocrat Leisure capital raising

275 Equity

Australia

Billabong capital raising

290 Manufacturing, equity

Practice 497 M&A

Australia

Charter Hall capital raising

Australia

GPT Group capital raising

Australia

Iluka Resources institutional placement

114 Resources, equity

Australia

Macquarie institutional placement

540 Finance, equity

Allen & Overy

Australia, UK

Woodside debt financing

Baker & McKenzie

Australia

Origin Energy-Pangaea Resources coal seam gas acquisition/JV

660 Energy, M&A

| energy |

Australia

Origin Energy-Wind Power acquisition

N/A Energy, M&A

Bell Gully

Australia, New Zealand

Fisher & Paykel capital raising

151 Manufacturing, equity

►► Project West Wind consent/appeal

New Zealand

Project West Wind consent/appeal

343 Project

Australia, US

ANZ institutional share placement

Australia

APN capital raising

Australia, New Zealand

Fisher & Paykel capital raising

151 Manufacturing, equity

Australia

Origin Energy-Pangaea Resources coal seam gas acquisition/JV

660 Energy, M&A

Clifford Chance

Australia, UK

Woodside debt financing

1,400 Debt, finance

Corrs Chambers Westgarth

Australia, UK

Woodside debt financing

1,400 Debt, finance

Deacons

Australia, China, Indonesia, Singapore

China Sci-Tech-OZ Minerals Martabe acquisition

Blake Dawson Clayton Utz

Australia, Middle East IFFCO Poultry-Australian Agricultural stake acquisition Freehills

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A$m

118 Property, equity 1,700 Property, equity

1,400 Debt, finance

2,500 Banking, equity 99 Media, equity

306 Resources, M&A 90 Manufacturing, M&A

Australia, China, Indonesia, Singapore

China Sci-Tech-OZ Minerals Martabe acquisition

306 Resources, M&A

Australia, New Zealand

Fisher & Paykel capital raising

151 Manufacturing, equity

Australia

GPT Group capital raising

Australia

Macquarie Media Group buy-back

Australia

Origin Energy-Wind Power acquisition

Australia, US

Santos capital raising

Australia

SP AusNet raising

Australia

Viterra-ABB Grain acquisition

1,600 M&A

Australia, UK

Woodside debt financing

1,400 Debt, finance

Freshfields Bruckhaus Deringer

Australia, Asia, Europe

Aberdeen-Credit Suisse fund management acquisition

Gilbert + Tobin

Australia, Middle East IFFCO Poultry-Australian Agricultural stake acquisition

Johnson Winter & Slattery

Australia

Viterra-ABB Grain acquisition

1,700 Property, equity 50 Media, M&A N/A Energy, M&A 3,000 Energy, equity 415 Energy, equity

497 M&A 90 Manufacturing, M&A 1,600 M&A

NZ$440m (A$343m) Firm: Bell Gully Lead lawyer: Andrew Beatson Client: Meridian Energy • Project West Wind launch came after lengthy and complex consent process that Bell Gully worked on since May 2005 • Consents granted by Wellington City and Greater Wellington Regional councils in December 2005, but decision was appealed • Appeals in Environment Court achieved successful decision allowing project to proceed with reduced number of turbines • Work began on development in September 2007, with first turbines installed in February this year

| RESOURCES/M&A | ►► China Sci-Tech- OZ Minerals Martabe acquisition US$218.5m (A$306m) Firm: Deacons Lead lawyers: James Stewart, Gary Thomas, Rick Beckmann Client: China SciTech (Australian, Singapore law)

James Stewart Deacons

Firm: Freehills Lead lawyers: John Tivey Client: OZ Minerals

Firm: Tung & Co Lead lawyers: Michael Tung Australasian Legal Business ISSUE 7.6

NEWS | deals >>

►► Your month at a glance (cont) Firm

Jurisdiction

Deal Name

Maclay Murray & Spens

Australia, Asia, Europe

Aberdeen-Credit Suisse fund management acquisition

A$m

497 M&A

Mallesons Stephen Jaques

Australia, Asia, Europe

Aberdeen-Credit Suisse fund management acquisition

497 M&A

Australia

Billabong capital raising

290 Manufacturing, equity

Australia

GrainCorp capital raising

60 Manufacturing, M&A

Australia, Middle East IFFCO Poultry-Australian Agricultural stake acquisition

• Despite complexity of asset and ownership history of project, sale agreement for the transaction was negotiated and signed, following completion of due diligence report – covering Australian, Indonesian and Singaporean legal matters – within two weeks of commencement

| MANUFACTURING/EQUITY |

Nestle-Fonterra ice cream brands acquisition

N/A IP, M&A

Australia

PacBrands capital raising

256 Manufacturing, equity

Australia, US

Santos capital raising

Middletons

Australia, UK

Shell Global Site System Project technology upgrade

N/A Energy, technology

Minter Ellison

Australia

Nestle-Fonterra ice cream brands acquisition

N/A IP, M&A

Australia, Japan

Sekisui House-Payce joint venture

190 Property, JV

Piper Alderman

Australia

Beach Petroleum-Drillsearch Energy takeover bid

Russell McVeagh

Australia, New Zealand

Fisher & Paykel capital raising

Sidley Austin

Australia, US

ANZ institutional share placement

Australia, US

Aristocrat Leisure capital raising

Australia, US

Santos capital raising

Simpson Grierson

Australia, New Zealand

Fisher & Paykel capital raising

Sullivan & Cromwell

Australia, US

ANZ institutional share placement

Australia, US

Aristocrat Leisure capital raising

Australia, US

Santos capital raising

Australia, China, Indonesia, Singapore

China Sci-Tech-OZ Minerals Martabe acquisition

►► Billabong capital raising A$290m

Firm: Allens Arthur Robinson Lead lawyers: Alex Ding, Vijay Cugati Client: Billabong Firm: Mallesons Stephen Jaques Evie Bruce Lead lawyer: Mallesons Evie Bruce Client: Goldman Sachs JBWere (underwriter) • Raising involved two-for-11 accelerated pro-rata, nonrenounceable entitlement offer, with institutional component of A$200m and retail component of A$90m • Close proximity of Billabong's management team in Queensland enabled Allens to achieve quick turnaround

www.legalbusinessonline.com

90 Manufacturing, M&A

Australia

Client: China Sci-Tech (Hong Kong law) • Deal involved competitive sale of entities in Australia, Singapore and Indonesia operating on the Martabe mining project in North Sumatra, Indonesia

Practice

Tung & Co

3,000 Energy, equity

50 Energy, M&A 151 Manufacturing, equity 2,500 Banking, equity 275 Equity 3,000 Energy, equity 151 Manufacturing, equity 2,500 Banking, equity 275 Equity 3,000 Energy, equity 306 Resources, M&A

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

Please contact

alb@keymedia.com.au

61 2 8437 4700

►► CORRECTION

In issue 7.4 it was stated that Corrs Chambers Westgarth was advising SA Water on the Adelaide Port Stanvac Desalinisation Plant bid. ALB has discovered that this is not the case, and the deal brief should have read as follows: Adelaide Port Stanvac Desalination Plant bid A$1.4bn Firm: Allens Arthur Robinson Lead lawyer: Emma Warren Client: Acciona Agua Firm: Minter Ellison Lead lawyer: Stewart Nankervis Client: United Utilities Australia Firm: Deacons Lead lawyer: Grant Ahearn Clients: McConnell Dowell, Abigroup Contractors Firms: Crown Solicitor’s Office, Corrs Chambers Westgarth Lead lawyer: Lena Grant (CSO) Client: SA Water AdelaideAqua consortium’s successful winning bid of A$1.4bn for desalination plant in Adelaide, involved combined effort from legal teams from three other consortium members Bid involved advising bidding parties on complex contractual documents, covering design and construction, operations and maintenance Consortium expected to design, build, operate and maintain plant at Port Stanvac for about 20 years.

In issue 7.5 the photo accompanying the Nuplex rights offer was that of Martin Thomson from DLA Phillips Fox. This should have been the photo of DLA Phillips Fox lead lawyer Martin Wiseman, as indicated in the deal text.

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NEWS | analysis >>

AnAlysis >>

Lawyers look to positives in ETS delays Although initially disappointed by their governments’ decisions to delay Carbon Pollution Reduction Schemes, firms in Australia and New Zealand now see it as a chance to take a more measured approach

W

hen the Australian Government announced in May that it would be postponing the introduction of its Carbon Pollution Reduction Scheme (CPRS) until mid-2011, lawyers were disappointed. Law firms, who had invested heavily over the past 12 months building emissions practices in anticipation of a spike in compliance advice, envisaged their investment would stagnate just when they could least afford it. Now it seems firms see an upside to the delay, particularly as a slower time frame for implementation offers lawyers the chance to provide clients with ongoing, measured advice rather than the frenetic and intensive burst of work first anticipated by the scheme’s introduction.

It is something Clayton Utz partner Graeme Dennis notes. “Things will be less frantic, more measured and more considered,” he says. “It’s a good thing, because difficult issues can be resolved well with a little consideration. The deadline to have legislation passed in May was always going to be difficult to meet, meaning that it wouldn’t have had proper consideration.”

Dennis also thinks that the current delay and the accompanying debate in federal parliament (the Liberal Opposition opposes parts of the legislation in its

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current form and is looking to delay voting until early next year) means that some of the deficiencies that existed in the Bill’s original draft can be ironed out before it becomes law. In particular, he points to the “parent trap” provision, which in its current form imposes full liability on the parent operators of emission producing facilities. “It doesn’t work well for determining liability for emissions trading permits. An emitter could avoid hundreds of millions of dollars worth of liabilities, because its parent company – or 51% majority stakeholder – would be held fully responsible,” he says.

DLA Phillips Fox partner, Charmian Barton, also said that if and when the CPRS is passed by parliament, any disappointment with current workloads will soon evaporate. “The pushing back of the carbon pollution reduction scheme by another year, to 2011, means that potentially for us there will be less immediate work, particularly if it is not passed by parliament. But if it is, people will be looking for more guidance before it commences,” she says.

Kiwi lawyers a step ahead

Across the Tasman, lawyers are facing similar uncertainty about the future of the New Zealand Emissions Trading Scheme (NZETS), which is before a parliamentary review committee.

► The STaTe of play in new Zealand’S emiSSionS Trading Scheme NZETS is an economy-wide, all-gases scheme.

Participating businesses are required to surrender emission units equivalent to all emissions that arise from specific activities.

The primary trading unit of the NZETS is a New Zealand Unit (NZU), which can be converted into a Kyoto-compliant Assigned Amount Unit and traded internationally. Unlike most other schemes, emission units allocated to forestry owners can be exchanged like any other NZU. • January 2008 : The forestry sector becomes the first to enter the NZETS. Under the current timeline, stationary energy and industrial process sectors will assume unit obligations under the scheme in January 2010, followed by the liquid fossil fuels (mainly transport) sector in January 2011.

• November 2008: Incoming National Government announces parliamentary review of NZETS. While the review was expected to be completed by March 2009, it continues hearing submissions until May 2009. So far there has been no change to the proposed timetable.

• January 2013: The final sectors to enter the scheme – agriculture, waste and synthetic gases – assume obligations. All late-comers to the scheme are given an “on ramp” which allows voluntary reporting from two years before obligations commence, and mandatory reporting one year before obligations commence.

Australasian Legal Business ISSUE 7.6

NEWS | analysis >>

►► Emissions trading in Australia • November 2007: Rudd Government pledged to introduce CPRS when elected after previous Howard government refused to ratify Kyoto Treaty. Originally legislation intended to commence 1 July 2009.

• March 2009: Government releases the Carbon Pollution Reduction Scheme Bill 2009. The CPRS is a “cap and trade” scheme that limits the number of tonnes of greenhouse gases that polluters can emit and allows them to purchase permits up to that cap. CPRS is mandatory for Australia’s biggest polluters (the 1,000 “dirtiest” companies are responsible for around 75% of all emissions). These companies will be required to purchase a permit – or emissions unit – which relates to each ton of pollution they emit. However, certain emissions – intensive industries that are “trade exposed” – including coal the coal and electricity sectors – will receive some free units. Green and Liberal/National coalition sets up a Senate inquiry into the proposed legislation.

• 4 May 2009: PM Kevin Rudd announces CPRS will be delayed by 12 months to July 2011.

• 25 and 26 May 2009: First the Greens, then the coalition, oppose the Bill in its current form. They are supported by key independents.

• 25 June 2009: Last day parliament sits this financial year and the final chance to pass the scheme before 190 countries meet in Copenhagen to discuss new treaty on climate change. The government wants a scheme agreed on by this date.

• January 2010: Coalition hopes to defer further parliamentary debate of the scheme until this time.

• 1 July 2011: Proposed start date of the CPRS with price of tradeable Australian emissions units capped at A$10.

• 1 July 2012: Cap on the price of units is lifted and a “carbon trading market” established, similar to a stock exchange. Businesses covered by the scheme will be able to purchase units at the prevailing market price.

“The National Party has signalled its intention to make changes to the scheme. So while the committee will almost certainly recommend that the scheme be retained, it’s also likely to recommend that certain changes be made to it,” says Buddle Findlay partner Alistair Cameron. “The changes are likely to focus on smoothing-out the scheme’s implementation and easing the transition toward a fully functioning emissions trading scheme.”

The NZETS is already partly in force, with the forestry industry already trading under the scheme and other sectors – including stationary energy, industrial processes and liquid fossil fuels – due to enter from 1 January 2010. With no amending legislation passed at the time of writing, implementation of the scheme has continued. For example, drafts of the monitoring and reporting requirements for the stationary energy and industrial process sectors were released and consulted upon. What this means is that New Zealand’s lawyers have already had significant experience dealing with emissions trading law. However, as with Australia, recent uncertainty has been accompanied by a fall in work.

“Clients with forestry interests are coming to us for advice about their compliance obligations and are also seeking to understand better what the scheme means for their commercial position in the longer term,” Cameron says. “Others are looking for www.legalbusinessonline.com

opportunities in the forestry sector, particularly around the possibility of earning emissions units through investments in forestry projects and wanting advice about how to realise those opportunities. Also, firms in the energy and industrial sector that are likely to have compliance obligations under the NZETS have been in the marketplace purchasing emissions units. We’ve advised on a number of emission unit purchase transactions, but have already noticed a dropoff in this work due to the ongoing uncertainty about the scheme’s future.”

Bell Gully partner Simon Watt has experienced a similar pattern in his Wellington-based practice. “We’ve been working with businesses operating in this sector on a range of matters, such as gas supply contracts and preparing for the purchase of emission units [carbon credits],” he says. “There are a number of others that are preparing for the scheme, such as financial institutions looking at arrangements for security over emission units, and we have also been working with them. However, the delay has meant the growth in our practice that we anticipated would occur this year hasn’t happened but we expect it will in 2010 now.”

So it seems all is not lost for Australasia’s emissions trading practices, although the expected bonanza in legal work will take place over the next couple of years and not in the short space of time originally anticipated. aLB 13

NEWS | analysis >>

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Australasian Legal Business ISSUE 7.6

NEWS | analysis >>

AnAlysis >>

Japanese acquisitions keep M&A out of the drink Despite the global downturn, Japanese companies investing heavily in Australian assets – a trend that lawyers say looks set to continue

T

he global financial crisis might have hit most M&A practices hard, but Martin Shakinvosky, a partner at Freehills whose clients are often drawn from the beverage sector, has continued to work on big ticket deals.

Shakinovsky, along with fellow Freehills partner Kristin Stammer, recently led the team that advised Cadbury on its A$1.1bn sale of Schweppes Australia to Japanese brewing giant Asahi. It was a complex transaction – not least because Cadbury Schweppes had operated as a fully integrated company before offloading Schweppes, its beverages arm, and the dealings with Asahi were conducted through translators. It also involved significant contractual, IP, employee relations and information technology issues, all conducted over a time period Shakinovsky describes as “intensive”.

In August the firm acted for another Japanese brewer, Kirin Food Holdings Australia (as parent company of National Foods), in relation to National Foods’ A$784m acquisition of Dairy Farmers, while other firms, including Minter Ellison, Baker & McKenzie, Buddle Findlay and Bell Gully, have also worked on deals in the sector that have involved Japanese purchasers.

Shakinovsky believes it is no accident

that these acquisitions have taken place in the middle of a global recession or originated from Japan.

“The beverage and fast moving goods industry is, by nature, fairly recession proof and has probably seen moderate but consistent growth, and people are more interested in strong cash flow now than they were,” he says. “There are strong synergies between the Japanese and Australian economies, with high disposable income, and high consumption of soft drinks. They are probably the two most developed and sophisticated economies in the AsiaPacific region.”

Steven Glanz, a partner at Baker & McKenzie, advised Asahi on the Schweppes deal and says that Japanese interest in the Australasian market is growing. “The Japanese market is a very mature one. Many companies have traditionally been very domestic in their focus. Now Japan has an ageing population and very limited growth opportunities,” he says. “They need to look outside Japan to grow now.”

In the first quarter of this year, Japanese companies bucked the global trend by registering a 65% increase in the amount of M&A activity, giving it the highest volume of deals in the Asia-Pacific. That activity is dispelling

► Key recenT acTiviTy in beverage and fmcg SecTor Deal

Value (A$m) Firms advising

Kirin – Lion Nathan acquisition

3,300 Mallesons (Kirin); Blake Dawson (Lion Nathan)

Asahi acquisition of Schweppes from Cadbury

1,050 Baker & McKenzie (Asahi), Freehills (Cadbury)

Lion Nathan-Kirin bid for Coca-Cola Amatil

6,615 Blake Dawson (Kirin), Gilbert + Tobin (CCA), Mallesons (Lion Nathan)

National Foods acquisition of Dairy Farmers Suntory acquisition of Frucor (from Danone) George Weston acquisition of KR Castlemaine Foodstuffs www.legalbusinessonline.com

784 Freehills (National Foods), Allens Arthur Robinson (DF) 1.079 Bell Gully (Danone), Minter Ellison and Buddle Findlay (Suntory) 142 Freehills (George Weston), Gadens (KR Castlemaine)

several myths about the Japanese corporate psyche, especially with regards to its sluggish movement and reluctance to engage in M&A. It is something that Sacha Judd, a partner at Buddle Findlay Findlay, has also noticed. She acted for Japanese company Suntory on its NZ$1.3bn acquisition of Frucor from Danone Asia. The deal involved a number of bidders and, like the Schweppes sale, was conducted very quickly. “Suntory is principally a private company and more light on its feet,” she says. “We were dealing with an experienced deal team who had made a number of acquisitions. Japanese businesses are now used to making acquisitions in Western jurisdictions, so there were no significant cultural clashes.”

However, Shakinovsky says there are still some cultural differences in the way that Japanese companies approach an acquisition. For instance, when Asahi took over Schweppes, there was no culling of senior management.

“Schweppes’ entire management team was retained and Asahi made it quite clear that was going to happen from the start,” he says.

Glanz adds: “The Japanese… have a long history of doing M&A. They are very mindful and sensitive of the impact that it has on individuals, and the relationships in a company.”

Shakinovsky, Judd and Glanz are united in their view that the trend towards Japanese buyers entering the Australian and New Zealand market is one that is likely to continue – although the big deals in the beverage sector may be over for the time being.

“Consolidation and stratification in the industries will continue,” Shakinovsky says. “These major acquisitions are probably finished for the moment, but companies will still be looking at efficiencies and supply chains.” aLB 15

NEWS | news >>

news in brief >> blakes dismisses salary freeze claims Blake Dawson has denied rumours that accused the firm of considering a firm-wide salary freeze.

A spokesperson from Blakes said that there would be no salary freeze, but instead staff with “exceptional performance” would be recognised in a more focused way than in previous years. The strongest performing lawyers and support staff will be recognised primarily with bonuses, the spokesperson added.

An inside source at Blakes believes the move will see the marriage of performance and salary reviews.

This would clearly allow the firm to achieve the same outcome of a salary freeze without officially implementing one. spiderman scales minters sydney Minter Ellison’s Sydney CBD office recently received an unexpected visitor. World renowned French climber Alain Robert scaled the entire 41-storey RBS Tower in ‘Spiderman’ style, passing Minters’ levels 9–17 and 19 as he went.

Minters staff stopped work and gathered in the coffee room to watch the arachnid ascent. Private equity legal secretary Claire Mitchell said one of her lawyer colleagues thought it was a cleaner, but later saw TV crews down below.

Hundreds of spectators gathered at street level as police closed off the westbound lane of Bent Street.

After completing the climb, Robert entered an open window before turning himself over to police.

He said he made the climb to raise awareness of environmental protection.

debt drought leads firms to funders Australian law firms are countering difficulty in obtaining debt finance by seeking funding from specialist industry funders. AskFunding’s commercial director, Brendan Lyle, a former barrister and in-house lawyer, said that over recent months increasing numbers of firms have approached him for assistance.

The shift towards specialist funding is due to the bank lending pipeline drying up and pressure on lending limits. As a result, larger firms are beginning to explore the benefits of using private lenders to finance litigation – one of which is a PI product where plaintiffs borrow directly from AskFunding, lifting the burden of disbursement costs from firms.

AskFunding has seen a surge in demand, with a jump of about 30% in the number of firms approaching the company, mainly from IP litigation due to its noncyclical nature and immunity to the downturn.

16

industry >>

CEO to step down as second wave of redundancies hit DLA Phillips Fox

D

LA Phillips Fox has retrenched 20 fee-earners and 23 support staff, following the completion of its business strategic review. The move came six months after the firm’s November move to lay off 12 lawyers at its Australian and New Zealand offices.

The redundancies have touched all practice areas and retrenchment packages have been offered to all affected staff. The firm denied recent rumours suggesting that at least half of 2008 articled clerks in the Melbourne office were laid off. A DLA Phillips Fox spokesperson confirmed the permanent placement of 11 out of 14 articled clerks, while the remainder on permanent contracts were made redundant. They were included in the 20 legal redundancies.

The firm has introduced flexible working practices in order to retain staff in practice areas that have been affected by the economic downturn. The arrangement, expected to take effect in July and last for 12 months, involves staff agreeing to work reduced hours for a proportionate salary sacrifice.

“The firm has done everything it could to minimise the impact on staff affected.

However, the ongoing fall off in market place activity meant that we needed to

act in a way that was both strategically and commercially sensible,” said Tony Crawford, DLA Phillips Fox’s CEO. Crawford, himself, recently announced that he would step down in December after working at the firm for 29 years.

He will also resign from the firm in early 2010. “Every CEO role has a natural lifespan and, after 10 years in my role, the firm will benefit from fresh leadership and perspectives,” he said.

He said he is willing to consider a range of different employment opportunities, but would prefer to be in a leadership position at an organisation where there are “highly engaged people” who achieve “exceptional” results. “Leading a large law firm for over a decade has required organisational and people leadership skills that are transferable to any corporate environment,” he said.

Crawford began as a successful litigator and eventually rose through the ranks to oversee the integration of the firm’s six partnership federation, the strategic alliance with global law firm DLA Piper, and an overall strengthening of legal services notably in capital markets. DLA Phillips Fox was ranked sixth in ALB’s Australasia’s 30 largest firms. ALB

► Tony Crawford’s aChievemenTs a dLa aT a PhiLLiPs fox • Joined firm in 1980 • Admitted to partnership in 1986, specialising in commercial, insurance litigation, arbitration • Sydney managing partner (1993–1997) • Federation Board chairman (1996–1999) • Led merger of firm’s Adelaide, Brisbane, Melbourne, New Zealand and Sydney offices in 1999 • Chief executive (1999–2009) • Instrumental in establishing alliance with DLA Piper and firm membership with DLA Piper Group – the first exclusive alliance between an Australia/NZ firm and global law firm

Australasian Legal Business ISSUE 7.6

NEWS | news >>

industry >>

Mallesons reshuffle after salary freeze is confirmed

M

allesons Stephen Jaques recently confirmed that it would implement a firm-wide salary freeze, in line with other national top-tier firms.

The firm’s chief executive partner, Robert Milliner, told Mallesons staff that due to a “weaker market outlook” the firm has decided to freeze salaries for the next 12 months. Partner income levels are expected to drop during the course of the year, due to dwindling profits. However, certain staff may still receive pay rises. “There will be no increases due to CPI or band movement, but there will be some exceptions – graduates admitted as solicitors and lawyers who are promoted to senior associate level will continue to receive pay rises,” a Mallesons spokesperson told ALB. The firm’s ‘Legal Staff Bonus Scheme’ will largely remain unchanged, as the firm will continue to reward strong individual staff performance on a case-by-case basis.

The freeze will be subject to review on 31 December and a key point of consideration will be whether the firm is on schedule or ahead of its budget targets for the 09/10 financial year.

Mallesons has also announced that its competition, IP and technology practice groups will be subsumed under the “umbrella” of its M&A and dispute resolution groups, although this is not a new approach. A spokesperson said that internal reorganisation occurs every couple of years in response to the changing market. “A number of practice areas have already been integrated with other practice teams – for example, the M&A practice has included workplace & employee relations, energy & resources and funds, while banking & finance includes aviation,” the spokesperson added.

The latest reshuffle is expected to facilitate more cross-team contact between lawyers who have complementary skills. Combined teams will be co-located at the firm’s various offices. ALB www.legalbusinessonline.com

uk report ‘new World’ may cost linklaters millions Recent reports suggest Linklaters may have to dish out approximately £50m in compensation to partners who will be leaving the firm as part of the ‘New World’ restructure.

The move will see the firm streamlined into a smaller, more profitable business, but will see around 50 partners – nearly 10% of the global partnership – shown the door, albeit with an exit package rumoured to be one year’s pay.

With average earnings per partner around £1.1m in 2008, the firm could have a hefty bill on its hands. addleshaws implements four-day week Addleshaw Goddard recently asked its fee-earners to cut down to a four-day week on 85% pay, as the firm struggles to stay afloat amid the economic turmoil.

The proposed arrangement will operate for a 12month period from 1 July, pending approval from the majority of lawyers at the firm.

In addition, the firm is requesting fee-earners to volunteer to take additional leave on 30% of salary in blocks of four, eight, 12 and 26 weeks.

Flexi-working schemes and a salary freeze at 2008-09 levels for all fee-earners and business services staff until 2010 have also been introduced in an attempt to minimise redundancies. credit crisis continue to bite UK firms continue to crumble under the weight of the credit crunch, with DLA Piper, Berwin Leighton Paisner, CMS Cameron McKenna and Simmons & Simmons just some of the firms to report redundancies recently.

DLA’s redundancy consultation concluded with 124 jobs slashed, including 24 lawyers, while Berwin Leighton Paisner has launched a similar program, set to affect 85 people – 30 lawyers and 55 support staff – in its London office.

CMS Cameron McKenna has launched its first full redundancy consultation along with a flexible working scheme – dubbed ‘Flex’ – for remaining employees which allows staff to take part-paid secondments, sabbaticals and four-day weeks. The redundancies are likely to affect approximately 20 lawyers and 60 support staff.

Simmons & Simmons, Baker & McKenzie and Milbank Tweed Hadley & McCloy have also finalised redundancy consultations, laying off 91, 70 and 49 people respectively.

Shoosmiths launched a redundancy consultation in May that is likely to see 69 jobs cut, while Blake Lapthorn has launched its third redundancy consultation in nine months, with 33 positions on the line. a&o delays trainee start dates Allen & Overy is the latest Magic Circle firm to request its future trainee solicitors push back their start dates.

The firm is offering a grant of £9,000 for deferrals of 12 months and £4,500 for six months to its future joiners, who are due to start between September 2009 and September 2011.

An additional “good causes award” of £2,000 for 12 months or £1,000 for six months may also be offered to those who take part in pro bono work or further study.



roundup • Andrew Lilley is set to succeed former Travers Smith managing partner Chris Carroll • Mark Kirsch, global head of Clifford Chance’s litigation team, has resigned from the firm in the midst of it partnership restructuring. The reshuffle will alter the focus of the US litigation practice to regulatory matters, investigations and white collar crime, commercial litigation, antitrust, and arbitration • Taylor Wessing has formed an alliance with seven-partner Polish law firm BSJP. The exclusive alliance formalises a five-year-old referral relationship with the Warsaw-based firm • A four-partner litigation team from Clifford Chance’s New York office recently left the Magic Circle firm to launch Chaffetz Lindsey – a boutique that specialises in arbitration, reinsurance and litigation work • Linklaters has named Fabrice de La Morandiere as the firm’s new Paris head of corporate. He takes over from Marc Loy • Karen Abbott has succeeded London senior partner Sean Connolly as Mayer Brown’s new head of insurance and reinsurance in London

17

NEWS | news >>

news in brief >> tresscox confirms redundancies Tresscox Lawyers recently responded to rumours that at least a dozen of its staff were laid-off due to the global financial crisis (GFC).

A spokesperson from Tresscox said that in response to the GFC the firm was “realigning” and “refocusing” its practices to ensure it was in the best possible position. As a result the firm had made a “limited number” of redundancies, each of which were “very regrettable”.

There have also been rumours that the layoffs came in response to dwindling workflows and growing capacity, and largely affected junior M&A lawyers. However, spokesperson would not comment on this. fiji firm’s offices searched Lawyers from Fijian law firm Munro Leys were recently accused of involvement in an anti-government blog. The move comes months after Fiji’s governing military regime dismissed the constitution and judiciary.

Munro Leys partner Nicholas Barnes confirmed that police had executed a search warrant in the firm’s office and seized computers after two of its lawyers, Richard Naidu and Jon Apted, were accused of writing the blogs that criticised the regime.

However, Barnes denied claims that the lawyers were detained by police. He said police executed the search warrant in relation to blogging allegations and computers were seized. This is why Naidu and Apted were at the police station to ensure that the integrity of information on their computers was not interfered with, he added.

industry >>

McKean Park retrenches three as economic downturn cuts into workload

M

elbourne full-service firm McKean Park has confirmed three redundancies in its employment, commercial litigation and property practices.

The retrenchments included two lawyers and a clerk, according to senior partner Tony Rogers. “We had to make a decision late in the cycle to release three people after we saw there would be less work due to the economic downturn. Businesses are unlikely to spend more money on legal fees and [will] prefer to settle disputes. They are also not borrowing for commercial property, buying or selling businesses – that has definitely had an effect on our firm,” he said.

Multi-skilled staff have been moved to busier practice areas, such as tECHnOLOGy >>

Duo cash in as they plug into National Broadband Network deal

C firms freeze staff pay Holding Redlich has become the second mid-tier firm to introduce a salary freeze.

A spokesperson for the firm confirmed to ALB that the freeze has been in place since late May and affects all staff. The firm has retrenched nine staff, seven of whom were property lawyers, since July 2008.

Meanwhile, Clayton Utz also recently implemented a salary freeze. A Clayton Utz spokesperson told ALB that there would still be “discretionary” funds to reward strong staff performance – not unlike that seen in Freehills’ recent salary freeze. Freehills partners have been advised to expect a drop in income but that if the firm’s profit did not fall in 2010 the ‘upside’ would be shared in an “equitable way”.

orrs Chambers Westgarth and Minter Ellison have managed to secure decent fees from their advisory work on the Federal Government’s National Broadband Network plan (NBN).

A contract notice on the AusTender website reveals that for the period 21 April to 30 June 2009 the Department of Broadband, Communications and the Digital Economy awarded Minters A$330,000 for its legal advice on the Tasmanian Broadband Project.

Further details of the contract were subject to confidentiality.

Other notices reveal that Corrs

18

Chambers Westgarth’s team led by partner Andrew Messenger – a key legal advisor on the department’s independent expert panel – will be the biggest winner, reeling in up to A$5.6m for the period 24 April 2008 to 30 June 2009.

Firms that have missed out may still have a chance to capitalise on NBN since the Federal Government’s Budget has allocated A$53m to the NBN implementation study – due for completion in 2010 – which includes legal expenses. A law firm is also expected to be appointed to lead the study’s consultation process. ALB

► naTionaL BroadBand neTwork LegaL advisory fees Firm

Contract value

Nature of work

Period

Corrs Chambers Westgarth

A$5,600,000

Legal advice-National Broadband Network project

24 April 2008 to 30 June 2009

Corrs Chambers Westgarth

A$154,000

Additional Legal services relating to NBN Project

18 December 2008 to 30 June 2009

Minter Ellison

A$330,000

Tasmanian Broadband Project Legal Services

21 Apr 2009 to 30 June 2009

the latest legal news For all the breaking legal news and opinion go to our website at www.legalbusinessonline.com

property, construction, commercial litigation and owners corporation. The firm has also hired one additional lawyer to the owners corporation team.

The firm does not Tony Rogers expect to make further McKean Park redundancies because it is currently nearing its budget targets. However, Rogers did not rule out the possibility of a salary freeze.

“We are considering all cost-cutting options at the moment and are more conscious of how we spend and entertain ourselves. There may well be some decisions made to reflect the current economic conditions. Our people might become more reliant on bonuses rather than salary increases,” he said. ALB

Source: AusTender

Australasian Legal Business ISSUE 7.6

NEWS | news >>

industry >>

Gadens still hiring not firing, says outgoing COO

G

adens Lawyers has denied recent reports suggesting that the firm’s Sydney office had resorted to retrenching staff up to senior associate level due to the Jon Denovan global financial crisis.

Gadens Lawyers Chief operating officer Jon Denovan confirmed to ALB that two staff – one junior and one senior lawyer – had been “let go” from the recovery and banking practices. However, he said they were not retrenched due to the downturn. Denovan backed his claim by pointing to 10 staff the firm had hired since the beginning of the year. “Five of them were appointed in April and I’m now looking for a new banking partner, senior litigation partner and junior litigator,” he said.

Denovan has also been searching for a replacement for himself and was close to finding one. “I have a candidate in mind and, if all goes well, I will be moving to an internal banking & corporate partner role soon. I am probably going to look into doing some additional work in radio announcing, since I used to work for the ABC,” he said.

In response to claims that many staff have recently been consulted about working part-time, Denovan confirmed that he has spoken with the banking & corporate practice, and 10 staff had volunteered to go part-time.

As ALB went to press, the firm had not yet made a decision about whether to implement a salary freeze, but it could be up for consideration at the firm’s business review that is expected to end by 30 June. “No one knows what will happen for the business year ahead, but I’m optimistic because in April we had A$700,000 more revenue than forecast,” Denovan said. ALB

“no one knows what will happen for the business year ahead, but i’m optimistic” jon denovan, gadens laWyers

www.legalbusinessonline.com

us report dechert partners to take pay cut Dechert chairman Barton Winokur, along with 36 other Dechert partners, is set to slash his own wages, according to reports.

The pay cuts follow a fifth round of job cuts that were announced in March, with 125 lawyers and staff members laid-off worldwide.

The firm also suffered a revenue fall of 2% last year to US$816m, along with a decrease in profits per equity partner (down 9% from US$2.35m in 2007 to US$2.14m in 2008).

Wage cuts and compensation change at dla DLA Piper has announced it will be cutting the salaries of 550 of its US-based associates and shifting compensation to a more merit-based system.

The changes are to come into play around June and will see salaries for first-year associate salaries in major markets cut from US$160,000 to US$145,000, while first-year salaries in second-tier cities will drop from US$145,000 to US$130,000.

Pay cuts for all other associates will reportedly be made on a case-by-case basis, depending on performance and class year.

DLA follows a handful of US firms to have cut associate salaries recently, including Baker & McKenzie, Chadbourne & Parke and Nixon Peabody.

Reed Smith also revealed this month that it will be decreasing the pay of incoming first-year associates (whose start dates have been deferred until January 2010) to approximately 10% less than current levels. hunton makes 2% of lawyers redundant Hunton & Williams recently saw redundancies which affected 2% of the firm’s lawyers and 6% of its staff across all practice areas and offices.

Twenty-three associates and counsel and 64 staff in total were laid off in an effort by the firm to “better align itself with clients’ needs”.

Hunton reported a 2.2 %increase in revenue in 2008, but profits per partner dropped 3%. akin gump eyes london expansion Following one of the strongest financial results of any US firm, Akin Gump Strauss Hauer & Feld is reportedly looking at a London litigation launch later this year.

The Texas firm enjoyed an increase of 16% in PEP to US$1.4m and a 4% revenue rise to US$780.5m and has suggested that the move to cement itself as part of the UK legal landscape is part of a wider international push for Akin Gump. The firm has offices in London, Abu Dhabi, Moscow, Beijing and across the United States.



roundup • US firm Kilpatrick Stockton has closed its London office, following several partner departures from the City office over the past five years • Paul Maher, co-vice-chair of Mayer Brown, has officially resigned from the firm following an announcement in April that he would be taking a leave of absence to consider his options • Following an announcement in May, Clifford Chance has cut its US litigation group, with just six partners remaining at the firm’s New York office and seven in Washington DC • Cleary Gottlieb Steen & Hamilton has joined Clifford Chance in taking the lead role on the Bank of America’s (BoA’s) US$7.3bn sale of a 16% stake in China Construction Bank (CCB). BoA recently announced that it would sell its 3.5 billion shares of CCB in a bid to raise nearly US$35bn in capital • Dechert is set to launch in Moscow, following the hire of a five-partner team from US rival Chadbourne & Parke. The hires include the firm’s former Moscow and St Petersburg managing partner Laura Brank • Mayer Brown has elected the final five partners to its 12-member partnership board, completing the management team restructure. The quintet are: New York partner Jeffrey Gordon; Houston partner Bob Gray; Chicago partner Barry Machlin; and Nicholas Hunsworth and Patrick Wong from Hong Kong

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Firm Profile

>>

Buddle Findlay

NZ COMMENTARY

Creating a super city: keeping apace of the Auckland Council legislation

A

t the end of March this year, the Royal Commission on Auckland Governance recommended a new “super” council to replace Auckland’s existing 8 councils. Its weighty report was delivered after 18 months of consideration and deliberation.

In contrast, the government has been fast to act on the Commission’s recommendations. The government’s decisions were announced within 2 weeks of the Commission’s report. It is planning to have 3 new Acts in place by May 2010 to implement its super city vision for Auckland.

The first of these, the Local Government (Tamaki Makaurau Reorganisation) Act, has already been passed. In keeping with the cracking pace set by the government so far, the Act was passed under urgency, bypassing the select committee process.

The Act deals with the transition period for moving to the new Auckland Council.

It establishes the Auckland Council from 1 November 2010, and dissolves the existing councils on that date. This timeframe is driven by the local government elections that are due to be held in October 2010.

Auckland Transition Agency The Act has been passed in haste in order to establish the Auckland Transition Agency. The 5 members of this new body must hold the reins of the transition process. The Act requires the Transition Agency to plan and manage all reorganisation matters to ensure the Auckland Council is ready to function from 1 November 2010. It confers significant powers and functions on it for that purpose, including powers to scrutinise decisions made by councils and council organisations that could prejudice the reorganisation or the Auckland Council’s future operations. The Act also demands that the Transition Agency ensure that key projects, such as the Rugby World Cup 2011, are not hindered or interrupted by the reorganisation.

The Transition Agency’s task is considerable, and its timeframe is tight.

There will be no let-up in pressure on the Transition Agency. The government will be seeking regular progress reports, the existing councils will want attention,

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and the media will be watching intently.

Auckland ratepayers will be watching not only the Transition Agency’s results, but also its costs, given that they will be footing the bill.

Local Government (Auckland Council) Bill The second piece of proposed legislation is the Local Government (Auckland Council) Bill, which establishes the governance and electoral arrangements for the new Auckland Council. It has been referred to a special select committee set up to consider the Auckland Council legislation, and is expected to be enacted by 24 September 2009.

The tight turnaround on this Bill is presumably driven by the Local Government Commission needing the powers and guidance given to it under the Bill in place so that it has sufficient time to determine local area, ward and regional boundaries in time for next year’s elections.

Expect the select committee process for this Bill to be intense. A couple of issues are shaping up to be the hot topics for the committee’s consideration. The first of these is Maori representation on the new Auckland Council. The government rejected the Royal Commission’s recommendation for 3 dedicated Maori seats on the Council. The recent Hikoi (protest march) across Auckland and up Queen Street demonstrated the strongly held views of many Maori on this issue.

Another likely hot topic will be the shape of the second tier of governance that will sit under the Auckland Council.

The government rejected the Royal Commission’s recommendation of 6 local councils. Instead, it favours having 20 to 30 local boards, with its reasoning being that it is important to keep the ‘local’ in local government. The practical result, however, is that such a multitude of local boards will not be able to provide the service delivery or local policy development that the Royal Commission’s 6 local councils might have done. Some submitters to the select committee are likely to call for greater powers and smaller numbers in this second tier

of governance, to ensure there is an effective check and balance on the new and very large Auckland Council.

More legislation in pipeline The government has also indicated its intention to introduce a third bill in October 2009 and have it passed by May 2010. The third bill will presumably provide for other establishment matters for the Auckland Council and affected council organisations, including necessary transitional measures for existing bylaws, policies and plans. The government will be looking to the Transition Agency to advise it on any additional transitional matters that need to be covered off in this third piece of legislation, meaning the Transition Agency will need to get its house in order quickly.

The government is cracking the whip, the Transition Agency is marshalled, and Aucklanders are stirred up. Roll on the new Auckland Council.

This article was written by Kathryn McLean, a senior associate in the Wellington office of Buddle Findlay, one of New Zealand’s leading law firms.

Kathryn is a member of Buddle Findlay’s public law team and works for central and local government clients, advising on decision-making requirements, statutory compliance, and the legislative process.

Kathryn can be contacted by phone +64 4 498 7343 or email: kathryn.mclean@buddlefindlay.com.

Australasian Legal Business ISSUE 7.6

NEWS | news >>

mergermarket M&A deals update

www.legalbusinessonline.com

21

NEWS | appointments >>

Chapman Tripp

appointments ►► LATERAL HIRES Name

Area of law

Organisation coming from

Organisation going to

Brendan Coady

Commercial, IP

Gilbert + Tobin

Maddocks

Lisa Collier

Family

Clancy & Triado

Kliger Partners

Sarré Cousens

Corporate

Clarendon Lawyers

Johnson Winter & Slattery

Rebecca Farrell

Corporate

Clarendon Lawyers

Johnson Winter & Slattery

Jill Milburn

Banking & finance

Thomson Playford Cutlers

Duncan Cotterill

Chris Monahan

Transactions, real estate, construction, engineering

Morgan Miller Blair

URS

James Morrison

Dispute resolution

International Court of Arbitration

Bae, Kim & Lee – Korea

Hillel Nagel

Corporate

Clarendon Lawyers

Johnson Winter & Slattery

Michael Neylan

Transport

HWL Ebsworth

Middletons

Brad Swebeck

Employment, workplace relations

Swebeck Legal

Hicksons Lawyers

Stephen Walmsley

Corporate

Clarendon Lawyers

Johnson Winter & Slattery

Jenny Willcocks

Financial services, superannuation

Turks Legal

Holding Redlich

►► Promotions

22

James Burt

Justin Graham

Cathryn Barber

Jarrod Walker

Matthew Ockleston

Chris Dann

Chapman Tripp defies credit crunch to embark on hiring spree Chapman Tripp has appointed six new principals and six new senior solicitors. The move comes despite the global financial crisis leaving many major law firms with little choice but to retrench staff.

The newly appointed principals are Chris Dann (corporate & commercial); Matthew Ockleston (property & construction); Cathryn Barber and Jarrod Walker (finance); and James Burt and Justin Graham (litigation). The new senior solicitors are Joanna Bain (environment), Angela Foster (investment), Jo Ritchie (corporate & commercial), Anne Shirley (employment), Jennifer Tunna (finance) and Marie Wisker (litigation).

When asked about the appointments, managing partner Andrew Poole said the firm had thought hard about it, but decided that despite the economic circumstances it was important to promote people who met the criteria. There have been no pay rises for promoted staff, but the firm has not implemented a salary freeze as they are reviewed annually in December.

Name

Area of law

Organisation

Joanna Bain

Environment

Chapman Tripp

Cathryn Barber

Finance

Chapman Tripp

Mark Bland

Financial services

Clarendon Lawyers

James Burt

Litigation

Chapman Tripp

Chris Dann

Corporate & commercial

Chapman Tripp

Angela Foster

Investment

Chapman Tripp

Justin Graham

Litigation

Chapman Tripp

Lisette Hood

Corporate commercial

Buddle Findlay

Shane Johnstone

Banking & finance

Buddle Findlay

Matthew Ockleston

Property & construction

Chapman Tripp

Jo Ritchie

Corporate & commercial

Chapman Tripp

Anne Shirley

Employment

Chapman Tripp

Jennifer Tunna

Finance

Chapman Tripp

Stephen Walmsley

Jarrod Walker

Finance

Chapman Tripp

Marie Wisker

Litigation

Chapman Tripp

Clarendon founder takes practice to JWS One of the founders of Clarendon Lawyers, Stephen Walmsley, recently moved his practice to Johnson Winter & Slattery (JWS) as a corporate advisory partner.

Hillel Nagel Formerly a Freehills partner and founding director of corporate and commercial firm Clarendon Lawyers, Walmsley joined

Clarendon Lawyers

Rebecca Farrell

JWS

Sarre Cousens

Australasian Legal Business ISSUE 7.6

NEWS | appointments >>

JWS with his team of seven, including special counsel Rebecca Farrell and senior associates Sarré Cousens and Hillel Nagel. He said that after nearly two years at Clarendon he felt that the firm’s practices were moving in different directions.

After considering a range of firms and speaking with his clients, Walmsley decided that JWS would be the best fit due to its low-leverage model and reliance on senior lawyers to provide the bulk of the advice. He had known a number of former Freehills colleagues at JWS, such as Peter Rose, Rohan Madders and Catie Burdett, making for a smooth transition.

Swebeck Legal

Hicksons

Swebeck Legal founder jumps ship to join Hicksons Lawyers For the past eight years, Brad Swebeck has been busy running his own Sydney employment law firm called Swebeck Legal.

However, he recently joined Brad Swebeck Hicksons Lawyers as a workplace relations partner in response to client demand for a “greater service offering”.

Swebeck was attracted to Hicksons’ expertise in workers compensation OH&S and corporate legal advice.

He set up a meeting with Hicksons’ managing

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partner John Markos with the help of a friend, who is the director of a headhunting firm, and soon realised the firm was a young experienced partnership that “held people together” for a long time.

He previously advised Fiserv on industrial relations and labour issues, following its successful bid for outsourced cheque processing for Commonwealth Bank, National Australia Bank and Westpac.

Buddle Findlay

Buddle Findlay duo take up ‘special’ roles Buddle Findlay has promoted corporate commercial senior associate Lisette Hood as one of its first ‘special counsels’. The move comes follows the firm’s Lisette Hood decision to introduce the role to recognise seniority, achievement and expertise. Simpson Grierson and Minter Ellison Rudd Watts are other major Kiwi firms to have such a role.

Hood was attracted to the position because it offered responsibility and recognition Shane Johnstone – minus the after-hours business development commitments, giving her a

better balance between family and professional commitments. She believes that she was promoted for her seniority and proficiency, having acted for Auckland City Council and Chevron NZ on corporate commercial aspects, and Vector’s NZ$785m (A$612m) sale of its Wellington Electricity Network to Cheung Kong Infrastructure.

Banking & finance partner Shane Johnstone has also moved into a special counsel role as he believed would be a better fit for his specialised expertise.

Clarendon Lawyers

Bland on the up at Clarendon Clarendon Lawyers’ Mark Bland has been promoted to the financial services partnership. The formal appointment comes just 15 months after his move from Mark Bland Melbourne finance specialist law firm Greenfields.

Bland’s continuing success was one of the reasons for his promotion. He had also brought his client base to the firm, built on it and contributed to the financial services team’s growth in meeting client needs, and attracting start-up financial services companies.

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NEWS | appointments >>

Some of his clients include institutional investors, who he advised on replacing the Allco responsible entity and restructuring an unlisted property trust.

Bland plans to rollout Australian Credit Licensing services that focus on SME credit brokers and mortgage brokers – an area with potential for growth under the Federal Government’s anticipated National Consumer Credit regime.

Turks Legal

Holding Redlich

Holding Redlich super work lures Turks Legal partner Financial services and superannuation partner Jenny Willcocks has moved to the Holding Redlich partnership from Turks Legal.

Jenny Willcocks Formerly a superannuation and financial services partner at Turks Legal and an in-house lawyer for the BHP Superannuation Fund and AXA Australia’s superannuation business, Willcocks was approached by managing partner Chris Lovell about a role in leading the firm’s superannuation and financial services practice. She said it was apparent from the first meeting that the two practices would be a good fit and that the firm would allow her to take her practice to a “new level”.

The working culture also appeals to her, as it has a “collegial approach”, she added.

Willcocks previously advised BHP management on superannuation issues concerning the divestment and merger of its businesses.

TPC

Middletons

HWL Ebsworth transport partner takes the road to Middletons HWL Ebsworth transport partner Michael Neylan has moved to Middletons’ Sydney office.

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Morgan Miller Blair

Urs

Morgan Miller Blair partner goes in-house at URS Morgan Miller Blair partner Chris Monahan has recently taken up an in-house role as regional counsel of URS. Before joining the engineering Chris Monahan and environmental professional services firm, Monahan had lived in the US and worked as a transactional real estate and construction attorney in California. He said he was moved by Australia, its people and its emphasis on sports and athletics – as it made him feel right at home. When the opportunity arose for him to work at URS, Monahan said he could not believe it since it was an opportunity to relocate and utilise his experience in accounting, engineering and law.

Monahan began his career as a structural engineer, where he worked on multi-million dollar private and public sector property projects.

Duncan Cotterill

TPC partner chooses ‘entrepreneurial’ boutique Thomson Playford Cutlers (TPC) partner Jill Milburn has joined Duncan Cotterill’s Sydney office as a banking & finance partner.

Jill Milburn Milburn said the partners from the firm impressed her with their partnership values and collegiality. They were also of “high-calibre”, had overseas experience and portrayed an “entrepreneurial boutique firm”.

Clients that have already confirmed their move to Duncan Cotterill include Volkswagen Financial Services and the State Bank of India, which Milburn advised on its acquisition financing of Chubb security businesses.

Hwl Ebsworth

Neylan said the opportunity to join a large, experienced team, and give his clients access to the broad range of services was ultimately what attracted him.

His clients have been supportive of the move, among them Sydney Michael Neylan Ferries, which he advised on the disposal of jet cat ferries, DP World (stevedoring businesses disposal and joint ventures) and international ship owners.

His senior lawyer Adam Jacobs and personal assistant have moved with him.

ICC

Bae, Kim & Lee

Bae, Kim & Lee snaps up Australian ICC counsel In what is being billed as an unprecedented move, former International Court of Arbitration Secretariat counsel James Morrison has moved to Korean James Morrison firm Bae, Kim & Lee (BKL).

Morrison said that while the appointment of an ICC counsel to a domestic Asian firm may be considered unprecedented for now, the likelihood of this remaining to be the case is low.

“I’m sure in the future more lawyers working in the major international arbitration institutions will move to emerging markets in Asia, Latin America and the Middle East, rather than remaining in the [usual] destinations of choice like Europe or North America,” he said.

Morrison’s career path is also a positive sign for former lawyers of recently dissolved firms such as Heller Ehrman and Wolf Block. Prior to his role with the ICC, Morrison was a solicitor in the Sydneybased dispute resolution practice of the nowdissolved international firm Coudert Brothers.

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NEWS | appointments >>

Maddocks

Gilbert + Tobin

Partner makes Maddocks move for peace of mind Brendan Coady likes to avoid conflicts of interest – and that is one of the reasons he decided to move from Gilbert + Tobin (G+T) to Maddocks’ IP team, as a Brendan Coady commercial partner.

Coady had been in the G+T partnership for eight years and was attracted to Maddocks for the opportunity that it presented to build his practice in the commercial, IP, telecommunications and IT sectors. He has always had a “soft spot” for G+T, but conflict of interests caused by its presence on panels affected his ability to act for his telco clients. He had known Maddocks partner Peter Shaw for several years and set up a meeting with CEO David Rennick.

Most of his current or previous clients – which include PBL Media, AGL, NRMA Motoring and Services, Tenix and the Australian Nuclear Science and Technology Organisation – have been supportive of the move. Both Aristocrat and Macquarie Telecom have agreed to move to Maddocks.

Chapman Tripp

Chapman Tripp partner to help Tax Working Group Chapman Tripp tax partner Casey Plunket is the only legal advisor to have been appointed to the new Kiwi Tax Working Group. The group, coordinated Casey Plunket

by Victoria University’s Centre for Accounting, Governance and Tax Research, was established to help the New Zealand Government decide the future of the Kiwi tax system through engaging tax policy discussion with ministers and the general public.

Plunket was asked to take the role by people he dealt with at the Inland Revenue Department. He believes that he was chosen for his submissions on bills and interest in tax policy.

In his role he will address hot topics, such as whether tax should move from being focused on income and GST to more immobile sources, such as property. The group will present its findings in December at a one-day conference at Victoria University to encourage further public discussion.

PSC

Wa Government

Former Clayton Utz lawyer snaps up information commissioner role Former Clayton Utz senior associate Sven Bluemmel has recently been appointed as the Western Australian Government’s new Information Commissioner.

Bluemmel – who has also worked for the Federal Department of Employment, Workplace Relations and Small Business and most recently the WA www.legalbusinessonline.com

Public Sector Commission – was attracted to the role, because he believed that working for government would be both interesting and satisfying. He said he wanted to be involved in policy formulation rather Sven Bluemmel than just transactions, and felt that FOI was a critical area to government transparency of decision-making.

The information commissioner position was advertised nationally and a panel recommended Bluemmel to a five-year term. In his new role, he is expected to make legally binding decisions on disputes under current legislation, encourage greater awareness of freedom of information rights and obligations.

Minter Ellison

Minters partner gets rugby league position Sydney-based Minter Ellison partner David Garnsey has been appointed CEO of the Rugby League Player’s Association, replacing outgoing Matthew Rodwell.

Garnsey has been at Minter Ellison for nearly 20 years, specialising in retail and commercial property disputes. However he has worked on a number of high profile sports cases, including acting for Soccer NSW in the disputes that arose when they restructured the Premier League.

Clancy & Triado

Lisa Collier

Kliger Partners

Gesualda Li Rosi

Geoffrey McNaught

Clancy & Triado director joins Kliger Partners Melbourne boutique firm Clancy & Triado director Lisa Collier has moved to Kliger Partners as a special counsel.

After working for 10 years at Clancy & Triado, most recently as a director, Collier wanted a change and to move to the CBD, so that she was closer to the courts. She also wanted to be able to offer family law clients the benefit of a larger full-service firm. She chose Kligers for its reputation and the seniority of its family law team.

After meeting with principal Aitan Schmideg, Collier – who has acted on highly complex property settlements and financial matters – was convinced that Kligers would be a good fit.

In addition to her appointment, Kligers has promoted Gesualda Li Rosi to special counsel level and appointed Geoffrey McNaught, formerly of Melbourne firm Lampe Family Lawyers, as a consultant.

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Photo: Thilo Pulch, www.pulchphotography.com

profile | managing partner >>

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profile | managing partner >>

alb/LEXISNEXIS 2009 managing partnerS series

Fred Swaab, Swaab Attorneys:

A harmonious balance Who says law firms aren’t hiring? Swaab Attorneys managing partner Fred Swaab is on the hunt for talent – and he’s got plans to expand his partnership by a third. ALB investigates

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he light, airy Swaab offices in Sydney’s Hunter Street are a symphony of white – and feng shui compliant, ALB is assured. Metallic paint has been applied to strategic surfaces to ward off destabilising influences. A water painting, commissioned by the firm to provide an aquatic balance to the ambience, hangs in the boardroom.

Managing partner Fred Swaab explains the method behind the medium. “We want an office which our lawyers can be proud of – an office which says something about the firm and our harmonious environment,” he says.

From the beginning, Swaab has had to work harder than most to create the right environment. The firm, which started out with just two partners in the 1980s, had by 2001 formed an ambition to take on the top tier in its chosen specialist areas. There was an imperative to recruit top talent – senior associates and junior partners who were at a career crossroads and could develop a practice with Swaab or bring a practice with them. It was a tall order in a market where talent was at a premium.

“I would make personal visits to headhunters to get them to consider www.legalbusinessonline.com

referring lawyers to us,” Fred Swaab recalls. “The general reaction was: ‘Well, you guys at Swaab seem nice enough, but why would we bother to hard sell you if we can place lawyers at firms like Henry Davis York or Gilbert + Tobin without the effort?’”

It took the firm nearly three years to gain some momentum in the recruitment stakes – assisted by a string of industry awards, including most recently being named an Employer of Choice in ALB’s 2009 survey. “Once we succeeded in getting the first few placements, word of mouth spread about what the firm had to offer and we gained some momentum,” says Swaab. The firm has since recruited a host of lawyers from firms such as Freehills, Deacons, Minter Ellison, DLA Phillips Fox and the now subsumed Ebsworth & Ebsworth.

Post-GFC

Global financial crisis or global financial clichés? The economic downturn has spawned its own lexicon of hackneyed phrases, uppermost of which must be the old chestnut about crisis bringing opportunity. But at Swaab Attorneys, the upbeat talk is matched by action, with the firm planning to increase its partnership by a third over the next

15 months alongside a corresponding addition of lawyers.

“It’s a counter-cyclical move,” Fred Swaab says. “The partners we are looking to recruit will be those with portable practices – in positive times, it would have been very difficult to get those.” This raises the question of whether such partners would not also be sought after by other firms even now, given their capacity to bring in business. “Most firms don’t have the same attractive culture or environment,” Fred Swaab says.

“In addition, the firm is well placed financially as the partners have put aside resources over a number of years to fund this growth plan.”

The firm is aiming for an optimum size of 15–20 partners and up to 60 lawyers. Swaab says that expanding beyond this size would tamper with culture and service levels. Needless to say, a merger is not on the cards at the moment. “We’re continually improving our current business and profile in the industry and any merger would dilute those opportunities,” Fred Swaab says. However, the firm is considering an invitation to join an international law firm network and formalising the relationships it already has with other firms.

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profile | managing partner >>

Swaab Attorneys is one of only a few commercial law firms with an offering in personal services areas, such as family law and succession.

The practice is aimed at high-networth individuals who are more likely to be comfortable with using a commercial firm rather than the suburban firms typically associated with such areas of law.

It is a niche area that has provided a neat counterbalance against the economic downturn, making up about a sixth of the firm’s practice.

Many of the firm’s clients are medium-sized businesses that frequently do not have any in-house lawyers. Fred Swaab says this has a major impact on the service the firm provides. “The advice needs to be comprehensive. The client might have a vision but not know how to accomplish that vision, so we might be brought in to develop a business plan for them or develop a litigation strategy,” he says.

That is indicative of one of the key differentiating factors of the firm: “We consider ourselves to be more than just lawyers – we are advisors, mediators, consultants, even strategic partners with our clients. We are deal makers who can also project-manage opportunities.”

Like many firms, Swaab believed emissions trading was set to become a major source of work and in July last year the firm hired a UK-trained climate change lawyer. However, subsequent economic events – indeed, the same events which have recently resulted in the Rudd Government deferring the introduction of the scheme – have caused the firm to discontinue this initiative. It’s the only redundancy the firm has made to date. “The partners are committed to a staff retention policy and we are not considering any redundancies,” Fred Swaab says.

Key practice areas include commercial and corporate transactions, commercial litigation, insolvency, property, IP, employment law, and private client services. “We don’t handle matters such as the merger and acquisition of ASX companies, but in our particular areas of specialisation we believe we are a genuine alternative to the top tier,” Fred Swaab says. ALB 28

Photo: Thilo Pulch, www.pulchphotography.com

Practice areas

“We don’t handle matters such as the merger and acquisition of ASX companies, but in our particular areas of specialisation we believe we are a genuine alternative to the top tier” Australasian Legal Business ISSUE 7.6

New Zealand 0909 >>>> ALB special report | Melbourne

ALB

melbourne09 AUSTRALASIAN LEGAL BUSINESS

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Australasian Legal Business ISSUE 7.6

ALB special report | Melbourne 09 >>

Mid-tier safe haven As the Sydney market continues to take a battering, expansionist Melbourne firms can take heart from the fact that things are more positive back home

W

hile many major companies, such as the ANZ and NAB, are headquartered in Melbourne, Sydney still has a greater share of large listed companies and international businesses. Many of the legal panels, particularly in the banking sector, are also run out of Sydney. Although that means less opportunity for Melbourne firms during boom times, it also means that the Melbourne market has not been as badly hit by the economic downturn as Sydney.

Peter Kennedy, managing partner of Madgwicks, says that business has been “steady”. “There’s not much growth, but we’ve Peter Kennedy, maintained revenues Madgwicks at a steady level,” he says. And Kennedy notes the mix of work coming into his firm has shifted.

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“The commercial group is quiet, but workplace relations, litigation and insolvency are all busy,” he says. It’s a not uncommon story for firms across all markets.

Melbourne has been, to an extent, buffered from the worst of the downturn to date, according to Mills Oakley CEO John Nerurker.

“Melbourne plays to the mid-tier more than Sydney, and the mid-market space has not been as badly affected,” he says.

ALB Melbourne Firm of the Year 2009 winner Hall & Wilcox has experienced a slight drop in growth since last year, but still has 15% projected revenue growth for 2009.

Managing partner Tony Macvean says that counter-cyclical practice areas – such as dispute resolution & litigation, restructuring & turnaround and insurance – and continued activity in employment, banking & finance, IP, technology and tax practices

“There’s not much growth, but we’ve maintained revenues at a steady level. The commercial group is quiet, but workplace relations, litigation and insolvency are all busy Peter Kennedy, Madgwicks

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have both contributed to the firm’s strong position. “We believe there are opportunities for strong, highquality mid-tier commercial firms in the current environment to increase market share,” he says.

It is a theme echoed by Herbert Geer managing partner Bill Fazio, who says that while there are variations across the practice areas, the net result is that Herbert Geer’s Melbourne office has been less affected by the downturn than its other eastern seaboard counterparts. He nominates industrial relations – particularly advising on WorkCover matters – and telecommunications as particularly robust areas.

Fazio has also noted a shift in confidence and morale among the lawyers he meets in Sydney. “More of the lawyers in Sydney actually know someone in the financial services industry who has been made redundant – so they feel the downturn in a more direct way. And clearly the Sydney market has more lawyers working on areas such as

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ALB special report | Melbourne 09 >>

securitisation and private equity, which have been hit hard,” he says.

Holding Redlich managing partner Chris Lovell contrasts “flat” revenues in the firm’s Sydney office with steady growth in Melbourne. However, he notes that the Melbourne growth is partly due to Holding Redlich’s strong personal injury practice. “That might not be a factor applicable to all firms across the Melbourne market,” he says.

Charge-out rates

Fazio says that in his experience, firms in Sydney charge around 10% more than their Melbourne counterparts.

“Our rates are a little higher in Sydney and that reflects the William Fazio, additional costs of Herbert Geer running an office in Sydney. Salary is generally higher and rent is also a big expense,” he says.

Damian Paul, managing director of Macpherson + Kelley Lawyers, has noticed the same discrepancy in fees,

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and estimates Sydney’s mid-tier rates to be 10–25% higher than Melbourne.

He offers another explanation: the proliferation of small, two to sixpartner specialist practices in Sydney.

“Typically, the founding partners of these firms have at one time practised in a larger commercial firm. [The fees] are partly due to higher operating costs but I think they are also a reflection of the rate at which the partners were once charged out at their previous firm,” he says.

Expansion

The big story for Melbourne firms in recent years has, of course, been East Coast expansion. “It is possible to remain as a Melbourne-only firm, but your client base would not be of the same stature – you would be limiting your market,” Nerurker says.

And despite the growing number of firms venturing beyond the Victorian border, Kennedy says that Madgwicks has no plans to open offices beyond Melbourne. “We get asked that question every couple of years,” he says. “But

“Our rates are a little higher in Sydney and that reflects the additional costs of running an office in Sydney. Salary is generally higher and rent is also a big expense William Fazio, Herbert Geer

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ALB special report | Melbourne 09 >>

we don’t need an office in Brisbane or Sydney. We have a very good stream of work coming to us through our membership of Meritas – we have on average five to 10 new matters referred to us a month. We have made our niche in the market in sectors such as aged care and hospitality, and we are happy with that.”

A niche specialisation can be a complicating factor in an expansion.

Holding Redlich, renowned in Melbourne for its labour law practice, has over the years managed to reinvent itself as a full-service firm, partly due to its expansion into Sydney, where there were no preconceptions about the nature of the firm. “The ‘labour law firm’ tag has Damian Paul, still stuck in Melbourne M+K Lawyers though,” Lovell says.

Different strategies

It is interesting to compare the expansion trajectory of different Melbourne firms. HWL Ebsworth

34

“We would never completely exclude the possibility of a merger. But we would want a firm which was well led and profitable, and has the right kind of client synergies. But then there is the downside and the risk: would a merger jeopardise what we already have?”

John Nerurker, Mills Oakley has grown through the aggressive merger or acquisition with firms such as Abbott Tout and Ebsworth & Ebsworth; Herbert Geer’s growth has been largely organic in Sydney, while its Brisbane operations are largely the result of a merger with NRH; Macpherson + Kelley has thus far acquired two small commercial Sydney practices in Peter Kemp Lawyers and Musgrave Peach Lawyers and there is more expansion to come. “We are in the process of recruiting for these two practices. And we are also in discussion with firms, and partners of other firms, to join us in Sydney,” Paul says.

Mills Oakley has concentrated on organic growth to date. “We would never completely exclude the possibility of a merger,” Nerurker says. “But we would want a firm which was well led and profitable, and has the right kind of client synergies. But then there is the downside and the risk: would a merger jeopardise what we already have?”

Hall & Wilcox is also on the organic growth trail, pursuing opportunities to win increased work from larger organisations that want topnotch client service, relationships, experience, expertise and value for money. “The firm is considering

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strategic lateral hires in a number of practice areas to both complement and enhance our service offering to clients,” Macvean says.

“Internal promotions Juan Martinez, are still occurring, at HWL Ebsworth partner, special counsel and senior associate levels.”

The HWL Ebsworth story in particular has caused some raised eyebrows along the way, not least because of the rapidity of its expansion.

Most recently it was Ebsworth & Ebsworth which joined the fold, but there have been many others conquests along the way, including Abbott Tout in 2007 and Michell Sillar in 2005. HWL Ebsworth has been expanding since 2003, when it entered the NSW market via a merger with boutique commercial firm Heaney Richardson & Nemes.

The Ebsworth merger at first glance seemed to lack any of the natural synergies one might expect between the firms. Ebsworth & Ebsworth was best known for its insurance and

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ALB special report | Melbourne 09 >>

maritime law practices, two areas not generally associated with their suitor-to-be.

“We [HWL] didn’t have insurance, and that’s what Ebsworth & Ebsworth gave us,” says managing partner Juan Martinez. “You don’t add to what you’ve already got – you add to the mix and you diversify.” It’s a strategy that has heightened significance in tough economic times and Martinez says that the firm has not regretted its decision.

“Insurance does do well in more difficult times and having that practice has really strengthened the firm,” he says. Martinez says the firm has been able to attract new clients because of the broader range of services it is now able to offer.

Revenue spread

There may come a time when the use of terms such as “Melbourne law firm” and “Brisbane law firm” becomes anachronistic – even now, the landscape is shifting towards firms identifying themselves as “east coast” rather than with any particular city.

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However, Melbourne operations continue to provide an important revenue base for firms.

Seventy per cent of Mills Oakley’s revenue comes from Melbourne, while John Nerurker, at Herbert Geer the Mills Oakley corresponding figure is 60–65%.

Ninety-seven per cent of Macpherson + Kelley’s revenue last year originated from its Melbourne and Dandenong offices, but Chris Lovell, the firm is expecting Holding Redlich this to drop to about 83% this year. “In financial year 2010, we are projecting it to be around 70%,” Paul says. “Over the next three to five years, as Sydney grows and firms join us in other states, I expect Victoria to contribute closer to 40% of our revenue.”

Fazio is also predicting a more even revenue spread, to the point where Melbourne will account for

about half of Herbert Geer’s revenue.

Part of this will be attributable to the fact that Fazio is not looking for further expansion to Herbert Geer’s 27 partner Melbourne office – he sees the firm’s size as an important point of difference. “We don’t want to get to a point where the partners don’t know each other or people within the same office don’t know everyone else there,” he says. Fazio says the ideal target size for Herbert Geer would be between 60–70 partners, with most of that growth to come from Sydney and Brisbane.

Holding Redlich has had a considerable head-start on most of its rivals in the expansion stakes, having arrived in Sydney 14 years ago. This is reflected in the firm’s revenue spread, 45% of which is derived from Melbourne. Sydney contributes 35% and the remaining 20% comes from Brisbane.

Hall & Wilcox expects to remain a Melbourne-headquartered firm, but continues to generate revenue from clients across Australia. ALB

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ALB special report | Melbourne 09 >>

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banking & finance law state of the market INTRODUCTION ALB Guide: Banking & Finance Law 2009 is the latest in an exciting series of detailed insights into specific practice areas and the leading firms and lawyers operating within them. By combining specific new research (among client companies, peers and barristers) with the ALB Deals Centre and third-party market information, ALB Guides arrive at lists of ‘leading firms’ and ‘recommended firms’ as well as ‘leading lawyers’ in each practice area covered.

METHODOLOGY In the preparation of this report, ALB conducted telephone interviews with Australian and New Zealand companies and law firms. In addition, ALB sought opinions from Australian and New Zealand partners. Please note that in the state of the market local firms are listed first followed by national firms, arranged according to feedback received. Interviews were mainly conducted in the two-week period from 13 April to 24 April 2009.

CONTENTS 38.

State of the market

39.

Leading and recommended firms

40.

Leading lawyers

38

The global financial crisis (GFC) has created significant hurdles for borrowers looking to obtain finance for larger deals, which in turn has implications for their legal advisors.

Deal values have dwindled and more financial institutions are required to bring in the same level of financing.

Many lawyers are now pondering on whether the economic ice age created by the GFC could spell the extinction of highly levered ‘dinosaur’ deals, such as CVC’s purchase of PBL Media (A$4.16bn) and Telecom New Zealand’s sale of Yellow Pages (NZ$2.24bn).

Baker & McKenzie partner Bryan Paisley believes that the days of giant financing deals are gone for the foreseeable future. “A lot of the deals that were achievable in the past will not be seen in the present market. In the leveraged finance space the very large transactions done on PBL Media and Coates will probably not be seen for a considerable period. It’s almost a question of whether lawyers will ever see buyout deals of that scale again,” he says.

Kiwi lawyers are also facing greater challenges in assisting their clients to obtain finance from banks because of the reduced amount of available credit. The banks are in a stronger bargaining position than they were 12 months ago. Convincing financiers of the asset value that a client intends to acquire has become more difficult since there is uncertainty over earnings and their ability to be sustained. Simpson Grierson partner Andrew Harkness says that asset values are “under pressure” and there is now a general aversion to too much leverage. “The NZ market was at its peak back then, but I couldn’t see how those deals could go ahead now. The global financial crisis has taken everybody by surprise. There

are signs of recovery offshore but we are all in unchartered waters,” he says.

In the leveraged or private equity (PE) buyout space, Australian lawyers are typically looking at top-end deals ranging from A$400m–A$500m.

However, Paisley believes that this is “pushing it”, referring to how eight banks were recently needed to provided financing for Solution 6’s bid for MYOB (A$233m). “Any sizable straight buyout is now going to involve a large group of banks. Banks are going to be very careful with their capital allocation, which means that all borrowers will really need to justify why they deserve to borrow money. There’s going to be a battle for capital allocations,” he says.

At first glance, the recent Dexus Property entitlement offer (A$749m) seems to offer a glimmer of hope that large equity raisings may still be possible. However, Gilbert + Tobin partner John Schembri believes that lawyers should proceed with caution.

“The Dexus raising was actually a sign of how bad the market is. It didn’t involve debt being financed, rather debt being effectively converted to equity – ultimately a negative impact on funding as the cost of equity is much higher than debt, and it’s very expensive.

Currently the banks are waiting for equity sources to be exhausted before they step in to refinance an over geared asset,” he warns.

Terms for repayment of funding have also reduced in New Zealand. There has been a significant increase in funding costs and this has been heightened with facilities maturing and borrowers wishing to secure on going liquidity.

Australian PE sponsors have just about hit a dead-end when it comes to debt availability. Paisley recalls that prior to the crunch, six years was the usual period for full repayment – now it is just

three years. This is creating significant challenges to carry out leveraged buyouts that provide a sufficient return to the sponsors, he said.

Nevertheless, there are still buyers sitting on capital who are waiting for the right opportunity to make an investment.

Harkness points to some PE houses with good balance sheets who are likely to be in a better bargaining position than they were a few years ago. “Before the multiples were pushed out to the extent that only PE houses were only able to acquire. But now asset multiples are rolling back, this should make it a more attractive proposition for trade players,” he says.

After global insurer American International Group’s 2008 collapse, many financial institutions have been “crawling out of their foxholes”, but there are still some signs of hope.

Syndications for high-end corporate, such as Woolworths and Woodside, are still oversubscribed, showing that there is still life in the syndicated loans market. PE sponsors are also showing that deals can be done without banks providing leverage, such as CHAMP Private Equity’s acquisition of Alleasing.

Equipment financing schemes are another possible avenue, but Paisley remains sceptical about how well these will satisfy vendor expectations.

Acquisition financing is tipped to make a comeback once the M&A market rebounds. Schembri says that this has already started because the expectations of buyers and sellers are coming closer together. Other areas are booming as well, such as asset finance, because corporate clients are looking to finance their assets off their balance sheet, and lease out their own assets. The infrastructure PPP area is also busy as the state governments have a significant pipeline of projects Australasian Legal Business ISSUE 7.6

20 09 for hospitals, prisons and schools.

The debt restructuring and workout area is yet another boom area where banks and sponsors are looking to do early restructuring. “It’s a real trend at the moment since highly leveraged businesses are currently under stress and exploring ways to restructure and recapitalise their transactions,” Paisley says.

There is significant interest in New Zealand’s retail debt capital markets as well. Harkness says retail debt capital markets have provided corporate issuers with access to longer terms and better pricing than is on offer in the wholesale market. “Corporate issuers with a strong household name that are well rated have been able to secure repayment terms up to seven years at competitive rates. Most issues have been well received and some heavily over subscribed – I believe that NZ is unique in this regard. This has allowed those corporate clients to secure a large portion of their term funding requirements from retail investors who are interest rate driven,” he says.

So the outlook for lawyers will be “challenging” but not “gloomy”, according to Paisley. The GFC has created an opportunity for lawyers to offer legal advice that provides a fresh look at the global economy.

“We need to be open-minded and creative, and accept there will not be the same level of competition to lend, as the banks’ requirements are more rigorous. Smaller deal sizes will still be achievable,” he says.

Harkness agrees that lawyers are facing a challenging market with never before seen economic conditions.

Although the crisis is complex there are good opportunities for clients who have a good balance sheet and are nimble in their thinking. www.legalbusinessonline.com

SYDNEY Sydney took the brunt of the banking and finance work and generally speaking most clients were pleased with their legal advisors. They told ALB, they looked for individual lawyers rather than firms. Most of the time clients preferred well-known lawyers, although a few believed that wellknown lawyers did not always equate to the best service.

Lawyers interacting with the other side could try to stick to the transaction, according to one client. “They should not see negotiation as a chance to be opportunistic, or to take advantage of the other side, with the intention to get something out of it,” the client said.

Corrs Chambers Westgarth received the highest praise in Sydney.

Patrick O’Grady did the bulk of credit documentation, indemnities, securities, general commercial advice. Clients “never had a problem with him” and thought he was commercial in his legal advice, omitting the “esoteric technical legal jargon” that other lawyers tended to get bogged down with. His service was quick, effective, cost efficient and personal. One client called him the “head honcho for general banking and finance matters, with a special focus on the property sector”.

Robert Ritchie, who recently moved from Clifford Chance, brought longstanding international clients with him to Corrs. He was widely regarded as an experienced lawyer who is good at combining documents on both sides of the deal table.

Shawn Wytenburg was rated for his financing work for PPPs, with a good understanding of all commercial issues.

Trevor Danos was a top pick for a range of matters because he understood the history of his clients and, equally importantly, the structures that lenders

leading firms

f l

NB: Firms are listed alphabetically under each subheading

MelBOUrne

sydney

• BAKER & MCKENZIE • CORRS CHAMBERS WESTGARTH • DEACONS • THOMSON PLAYFORD CUTLERS

• BAKER & MCKENZIE • CORRS CHAMBERS WESTGARTH • DEACONS • GILBERT + TOBIN • JOHNSON WINTER & SLATTERY

adelaide • FINLAYSONS • JOHNSON WINTER & SLATTERY • THOMSON PLAYFORD CUTLERS

perth • BLAKISTON & CRABB • COCHRANE LISHMAN • CORRS CHAMBERS WESTGARTH • DEACONS • JACKSON MCDONALD

BrisBane • COOPER GRACE WARD • DEACONS • DLA PHILLIPS FOX • MCCULLOUGH ROBERTSON • THYNNE & MCCARTNEY

canBerra • SPARKE HELMORE

natiOnal tOp-tier FirMs • ALLENS ARTHUR ROBINSON • FREEHILLS • MALLESONS STEPHEN JAQUES • MINTER ELLISON

neW Zealand • BUDDLE FINDLAY • CHAPMAN TRIPP • MINTER ELLISON RUDD WATTS • RUSSELL MCVEAGH • SIMPSON GRIERSON

other recommended firms

NB: Firms are listed alphabetically under each subheading

f r

sydney

adelaide

• DLA PHILLIPS FOX • HENRY DAVIS YORK • MIDDLETONS • THOMSON PLAYFORD CUTLERS • TRESSCOX LAWYERS

• GADENS LAWYERS • KELLY & CO • PIPER ALDERMAN

perth

MelBOUrne

• DLA PHILLIPS FOX • GADENS LAWYERS

• ARNOLD BLOCH LEIBLER • DLA PHILLIPS FOX • MADDOCKS • MIDDLETONS • TRESSCOX LAWYERS

BrisBane • COOPER GRACE WARD • PIPER ALDERMAN • REDCHIP LAWYERS

• TRESSCOX LAWYERS

natiOnal tOp-tier FirMs • BLAKE DAWSON • CLAYTON UTZ

neW Zealand • ANTHONY HARPER • BELL GULLY • DLA PHILLIPS FOX • KENSINGTON SWAN • MAYNE WETHERELL

39

alb guide: banking & finance law 2009

leading lawyers NB: Lawyers are listed alphabetically by surname

ANDREW BOOTH Firm: Freehills Location: Melbourne • Head of national debt capital markets team • Practice areas: banking & finance, debt capital markets, leveraged & acquisition finance, derivatives & structured products, securitisation, asset finance • Clients: Citigroup, National Australia Bank, Westpac, Barclays, Royal Bank of Scotland

DOMINIC BORTOLUZZI Firm: Mallesons Stephen Jaques Location: Sydney • Practice areas: banking & finance, project finance, energy & resources, climate change • Acted on financings for Brisbane A$1.9bn North South Bypass Tunnel, Beach Petroleum and various Babcock & Brown funds • Special focus on financing for gas, electricity and toll road sectors in Australasia

DAN BREALEY Firm: Freehills Location: Melbourne • Practice areas: banking & finance, turnaround & insolvency, structured & asset finance • Spent 10 years at Credit Suisse in Zurich and London as member of senior management • Clients: Department of Foreign Affairs, Commonwealth Bank, McMahon, Telstra

GILLIAN BROWN Firm: Minter Ellison Location: Brisbane • Head of Queensland finance practice • Practice areas: banking & finance, property finance, project finance, infrastructure, mining & metals • Extensive corporate and project experience in acting for lenders and borrowers, particularly in construction financing and in resources project financing

GEOFF BUSCH Firm: Russell McVeagh Location: Auckland • Practice areas: finance, capital markets, insolvency & debt restructuring, structured finance, private equity, securitisation, land transport • Acted on syndicated financing of Fisher & Paykel Appliances, financing of PGG Wrightson, syndicated leveraged financing of Ezibuy

40

cOnT. ►

work within. He was a sensible and commercial-minded lawyer, who did not negotiate with clients as to what they should do, rather representing them on what they wanted.

John Munton was known to many as the “old wise man of the floor”, experienced in trustee-based work and general finance. Tim Barton had a derivatives and debt capital markets focus, while Andrew Galvin was a products and payments specialist.

Gilbert + Tobin impressed clients with its timeliness and variety of lawyers who were “on top of things”.

John Schembri simply could not be praised any higher for his “excellent, practical and highly experienced” performance. He was not only commercially minded, but also able to avoid arguing for hours, thus ensuring speedy progress. One client said he had no hesitation in using Schembri because he “had a wealth of experience when he represented the banks… was extremely good at dealing with other side”, and was very efficient at project finance and understanding all the commercial issues involved.

James Lewis was predominantly chosen for his debt restructuring and leverage finance work.

Tim castle was “the man” for insolvency financing matters, while Robert McDonnell was the project finance specialist. Johnson Winter & Slattery (JWS) was considered highly for its nationwide work, which often required flying lawyers from several different offices to handle a particular matter.

Jim Hunwick was good at finance, structured finance, syndications, capital markets and derivatives. He was knowledgeable and professional in his dealings, managed files very effectively and at a reasonable cost.

Clients said that Shelley Hemmings was good at structured transactions and using leverage in retail financial products.

Baker & McKenzie was “fantastic” for international private placements and other capital markets work, some long-standing clients said. The firm knew the players and syndicates well enough to bring satisfactory outcomes for both parties.

Bryan Paisley was considered an “excellent” banking & finance partner, who leads an “excellent” team to be very commercial in their outlook. Tim O’Doherty was bright, knowledgeable conscientious and responsive when it came to banking, restructuring and

insolvency work. One client found him particularly helpful in negotiating and drafting bank facility agreements.

Eric Boone was one of the first lawyers clients turned to for US placements and securitisation financing.

George Harris was liked for his broad practice that encompassed both corporate lending and property.

Deacons was also a firm that clients thought highly of. nino Di Bartolomeo was very profressional at matters that transpired in multiple Australasian jurisdictions. John Holmes was also praised and recognised as the “talented” head of the firm’s practice – acclaimed for his own banking and insolvency work as well. Alison Deitz was the regulatory expert for financial matters, Dan Marjanovic was the project financing ‘champion’, while Bill Farrow was versatile in his advice for banks but was noted for his property financing skills.

Thomson Playford Cutlers’ Michael George was chosen for the front-end finance work, while Adam Pope handled litigation for financial services clients.

Middletons handled a range of banking & finance matters, with Ben Burney, Rowan McDonald, Peter West and Brendan Wyhoon all highly regarded.

Henry Davis York’s John currie, Roger Dobson, Ben Emblin, caroline Harkins, Simon McSweeney and Alex Mufford were all mentioned.

Sidley Austin’s Bruce Dailey was often chosen for US placement deals.

Tresscox Lawyers’ Michael Bracken, Ron Heinrich, Derek Hilliard, Robert Mccormack, Philip Mitchell and Robert Tomlinson were mentioned. DLA Phillips Fox’s Bill chapman, David East and Peter Faludi were singled out for praise, while Maddocks’ Geoff charnock and Sean Rush were mentioned.

Piper Alderman’s Alan Jessup and Robert Postema were mentioned, as were Arnold Bloch Leibler’s Paul Rubenstein and Gadens Lawyers’ Paul Armstrong. Allens Arthur Robinson left clients impressed with its timeliness, human resources,and range of lawyers who were “on top of things”.

Diccon Loxton was commended for his depth of experience. Clients said he knew document clauses “off by heart”, and had already dealt with most situations that he came across. As the “head bloke”, he was “top-tier” in his Australasian Legal Business ISSUE 7.6

work for just about anything, notably syndicated bilateral facilities.

Phillip cornwell has also been around long enough to understand all commercial issues, and how to be constructive in his advice, according to one client. Alan Maxton was very hardworking – often doing all-nighters to get a deal done. Richard Gordon was very commercial in his outlook, excellent, practical and highly experienced at having a good grasp of all issues.

Andrew Boxall was known for his syndicated banking work and Tom Highnam was a “strong” lawyer for project and corporate matters.

Matthew Allchurch was known for his capitalisation and securitisation finance work. John Warde was practical and highly experienced. Robert Pick was proactive and diligent, while Ian Wallace was a hard worker. catherine Parr was chosen for retail or consumer finance and Mark Kidston was chosen for corporate or leverage finance. Mark Wormell and Andrew Jinks were chosen for their securitisation and capital markets know-how.

Mallesons Stephen Jaques received a top recommendation for its client service that was timely, well staffed, and superior when it came to the firm’s banking & finance team.

Dominic Bortoluzzi was praised for his knowledge, commercial legal advice and practical approach. His wealth of experience helped ensure that no time was wasted. Ken Astridge was called “top-tier” for banking work and was well-known outside his client base for his hard working ethic and ability to handle many deals at once.

Yuen-Yee cho was “certainly up there” and noted for doing considerable banking and finance work at the deal table. Both David Friedlander and Shannon Finch were proactive, diligent and experienced. Ian Edmonds-Wilson was noted for his securitisation work, nuncio D’Angelo was praised for his finance, stocks and syndication work, while Katherine Forrest was also singled out for praise. Peter Doyle, Mark Upfold, Scott Gardiner and Scott Farrell were also praised.

Freehills was “tops” for all commercial issues and the best in the market for service, time and knowledge of transactions. John nestel was praised for his corporate and banking advice, and noted for his competence at negotiating documentation. Richard Gray, who recently retired, was www.legalbusinessonline.com

considered to be “smart” and a “tough” negotiator. Both Philippa Stone and Tony Sparks were proactive, diligent and experienced at capital markets matters. John Angus was smart on complex aircraft financing matters, while Patrick St John was also praised.

Minter Ellison was called the “best in the market” for its broad range of banking, finance and property advisory services. John Mosley was mentioned for his hard work on leveraged finance, general banking and corporate finance. Tony Berriman was a specialist in financing for property, construction and retail. Keith Rovers and Paul Paxton were well-known for property financing. Stewart Robertson was chosen for his leveraged and acquisition finance experience. Daniel Marks was an expert in property and construction finance. Alex Halliday was the “lead guy” who “ran the show”, and both John Elias and Ralph Ayling were mentioned for structured finance.

Clayton Utz’s Sydney office was mentioned for banking facilities work and built up a good rapport with clients.

Michael Riches was very dynamic, proactive, understood issues was mentioned for leveraged finance. Jason Huinink’s particular expertise was in asset finance, corporate finance, syndicated lending. Angela Flannery was the one clients turned to for structured finance and syndicated lending work. John Moutsopoulos was a funds management expert, having acted for major shopping centre clients. Stuart Byrne was mentioned for his capital markets expertise. Sonia Goumenis and Karolina Popic were praised in securitisation finance. Zein El Hassan was a superannuation expert for advice on regulations.

Blake Dawson’s Sarah Dulhunty was an experienced operator at equity and finance. Matt Stott was a “young” and “talented” partner. Paul Jenkins, David Mason and Steve Smith were all mentioned for debt work.

MELBOURNE Bakers was a strong performer in the Victorian capital. Ashley Poke was proactive, diligent, and experienced in handling acquisition financing, equity and capital markets matters.

Clients recognised Simon De Young as an “up and coming junior partner”, who has been busy developing his corporate equity and private equity skills.

Stephen Watts was considered to be

leading lawyers JULIE CALLEA-SMYTH Firm: Thomson Playford Cutlers Location: Melbourne • Head of national banking & finance group and head of Melbourne dispute resolution & litigation team • Practice areas: banking & finance, dispute resolution & litigation, insolvency, recovery & restructuring • Experienced in enforcement of guarantees, bankruptcy & insolvency, and advising on security documentation

RANDAL DENNINGS Firm: Clayton Utz Location: Brisbane • Head of national compliance division • Practice areas: banking & finance, retail banking, compliance, privacy, climate change • Memberships: Law Council of Australia, Queensland Law Society banking & finance committees

NINO DI BARTOLOMEO Firm: Deacons Location: Sydney • National head of corporate and institutional finance service • Practice areas: banking & finance • More than 20 years’ experience in high profile, difficult project and structured finance transactions

SARAH DULHUNTY Firm: Blake Dawson Location: Sydney • Head of equity capital markets practice • Practice areas: equity capital markets, REITs, corporate, M&A • Extensive experience in corporate restructuring, fund raising by way of equity, hybrid security issues and buy-backs

ANDREW HARKNESS Firm: Simpson Grierson Location: Auckland • Head of banking & finance • Practice areas: banking & finance, capital markets, financial services • Acted on Fisher & Paykel’s NZ$400m asset-backed master trust securitisation, Alleasing’s NZ$200m receivables financing and securitisation

cOnT. ►

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alb guide: banking & finance law 2009

leading lawyers JIM HUNWICK Firm: Johnson Winter & Slattery Location: Sydney • Practice areas: capital markets, acquisition finance, derivatives • Acted on Envestra’s A$220m credit-wrapped capital indexed notes and acquisition financing of Allco Equity Partners’ acquisition of Baycorp and Wattyl • Acted for international and domestic financial institutions and corporations

DICCON LOXTON Firm: Allens Arthur Robinson Location: Sydney • Head of finance practice • Practice areas: banking & finance, capital markets, project finance, securitisation, infrastructure • Acted on Telstra’s A$2.2bn financing and Boral’s syndicated financings worth A$300m and A$200m

STEPHEN LYONS Firm: Thomson Playford Cutlers Location: Adelaide • Head of national financial services team • Practice areas: banking & finance, funds management, aviation • Considerable experience in advising corporates, such as National Jet/ Cobham Group and Next Generation, on dealing with financiers

JOHN MOSLEY Firm: Minter Ellison Location: Sydney • Practice areas: banking & finance, financial services, health, leveraged finance, manufacturing, private equity, tourism • Advised on acquisition funding of Rinker Group, acquisition financing of Veda Advantage, leveraged financing for acquisition of Sulo Waste Management

PATRICK O’GRADY Firm: Corrs Chambers Westgarth Location: Sydney • Head of national banking & finance practice • Practice areas: corporate, finance • Acted on bonding and financing arrangements for the Wembley Stadium project

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a “pure banking lawyer”, who was good for debt or regulatory issues. craig Andrade was proactive and diligent.

Thomson Playford Cutlers’ Julie callea-Smyth was efficient, met deadlines and kept clients up to date.

Her most loyal clients also valued her mediation skills. neil Hannan and norman Fryde were chosen for their insolvency finance skills. Siew Ling Lian was mentioned for front-end acquisition finance work.

One client praised Deacons’ Melbourne office as having the best banking & finance lawyers. Gillad Dalal was good at structured finance and did the “big-end” work, Andrew Bretherton was a specialist in property and lending finance, while Quentin Solomon did the “high-end” lending and insolvency finance work.

Corrs’ John Walter, David Warren and Roy Weitzman handled the financing for large government-funded projects and bidding consortiums.

Brad Husband was “great” for general banking and finance.

Cornwall Stodart’s Ed Gurgiel was respected for his 28 years-plus experience in mortgages, securities and property financing. Elpis Korosidis was often turned to for structured transactions, and Gino Potenza was an insolvency and debt financing expert.

Maddocks’ Ian Beattie, Michael Johns, Philip Jones, Geoff Musgrove and craig ng were mentioned for banking & finance. chris Beeny, Shahriar Mofakhami and Bernie O’Sullivan were chosen for their funds management work.

Tresscox’s Ian Ferres, Alfonso Grillo, Trevor Lloyd, John Petts and nigel Watson were all praised.

Middletons had a sizeable practice consisting of talent, such as Jim Bulling, Andrew chambers, Roger Perrins, Armando Scenna and Paul Sroka. DLA Phillips Fox’s Tom cantwell, Greg clayton, Stephen Sawer and Monique Stella were mentioned. As were ABL’s Henry Lanzer, Philip chester, Stephen Sharp and Ben Mahoney. Piper Alderman’s Michael Lhuede was praised, as was Gadens’ Danny Moore.

Among national top-tier firms, Freehills was the cream of the crop in Victoria, noted for its “outstanding” banking and borrowers work.

Dan Brealey was good at breaking down complex issues and “distilling them down into a clear

path forward”. Andrew Booth had long-standing borrowers and banking clients, was commercial in his legal advice, and did not waste time on the small aspects.

James crowe was chosen for his equity expertise. Sarrah coffey was “strong” on project matters. Bill Glover was the first choice for financing.

Minters had a prominent banking & finance practice. David Eterovic was often chosen for project finance, acquisition finance and workouts. Theo Kindynis was chosen for acquisition and property finance.

Clayton Utz’s Marcus Davenport was a pure banking lawyer who did a lot of corporate or project finance work.

Dan Fitts was a top pick for project finance, while Graeme Gurney was a property finance expert.

Allens’ Simon Lynch was good for general banking. Blakes’ John Field, Bruce Whittaker and Elspeth Arnold were mentioned for debt finance.

BRISBANE Deacons’ Brisbane office advised the most extensively for business banking.

David Lyons was mentioned for his work on secured financing agreements, craig chapman for general banking and Scott cameron for property financing.

McCullough Robertson had its share of banking & finance expertise.

Peter Stewart and Peter Kennedy were the main point of contact for general advice, while Scott Butler handled insolvency financing.

DLA Phillips Fox’s Brisbane office was home to the firm’s largest number of banking and finance lawyers. Rod Besley, James Daniel, Ron Eames, Eugene Fung, Martin McEniery, chris O’Shea and Jane Seawright were some of the “shining stars”.

Large banks and small credit unions tended to turn to Thynne & McCartney’s Paul Wong and Michael Goss for “upper scale” work.

Cooper Grace Ward was active in the banking & finance area, with Greg Thorne, David Roberts and Graeme Roberts the main points of contact.

Clayton Utz had a significant slice of the Brisbane market. Randal Dennings was a pre-eminent compliance lawyer who also advised on retail banking and lending. Alan Maguire was a major project finance specialist, acting on wellknown Queensland infrastructure deals.

Minters was also a strong player in Queensland. Gillian Brown was praised Australasian Legal Business ISSUE 7.6

for her work on documenting financial transactions for banks and corporates.

ADELAIDE Thomson Playford Cutlers’ Stephen Lyons had a solid reputation as “one of the top two or three lawyers” in South Australia, especially for front-end banking assessment work. David Gasmith was also highly regarded for his front-end banking assessment work.

JWS has acted for clients across the country. Philip Laity had particular expertise in stamp duty and was technically competent. Gordon Radford had the finance and business know-how for the wine and resources industries.

Kelly & Co was an Adelaide firm with a range of domestic and offshore capabilities. Lachlan Andrews, Paul Bear and John Brimacombe were the first lawyers clients turned to.

PERTH Jackson McDonald was one of the firms that clients chose for finance, loan and security documentation work. Greg Wheatley, Gregory Boyle, June Bartlett, Rachel Webber and Stephen Doyle were the main people.

Blakiston & Crabb had considerable strength in equity raisings. Michael Blakiston, Tony Burton, Marcello cardaci, claire Boyd, Mark Gerus and Julie Athanasoff were mentioned.

Cochrane Lishman was another good firm for capital raisings. Justin Harris and Tracey Renshaw were the “equity gurus”. Corrs was a choice for resources finance advisory work. Megan O’Rourke and Philip Wilson did financing for heavy gas & oil projects.

Freehills had long-standing clients because its lawyers knew the players and syndicates well enough to help both two sides find satisfactory outcomes.

Gemey Visscher, David Walton and Doug Stipanicev took on major project and natural resources financing.

NEW ZEALAND Buddle Findlay was an increasingly popular choice, especially for government clients. Peter Owles headed the team and had a broad practice, encompassing high-end transactional banking, structured finance, securitisation and leveraged finance. Jason Boyes stood out as a “real star performer” for managed funds products, debt capital markets issues, and acquisitions. Gene Turner was capable and practical at developing www.legalbusinessonline.com

documentation. Scott Barker was an expert at insolvency and fraud work. Paul Farrugia was a specialist in banking and acquisition finance.

Russell McVeagh’s Geoff Busch was mentioned for his broad skillset in acting on bilateral transactions, syndicated lending, debt matters and capital markets. Guy Lethbridge had a “broad” practice, including debt capital markets, acquisition finance, corporate finance, financial services, regulatory compliance, derivatives and investment products.

Prue Flacks had an “extensive” finance practice, with a specialisation in capital markets, acquisition finance and structured finance.

John Powell was a “specialist” in insolvency and debt restructurings, asset, project and structured finance, and debt securities issuance. Ross Pennington had international experience and was mentioned for banking and capital markets work.

Simpson Grierson’s Andrew Harkness was the first point of call for external financial related advice about debt issues, restrictions around “incidental relationships” and bond issues. Peter Eady was mentioned for bilateral transactions, syndicated lending, debt matters and capital markets. Wayne Brown was good at acquisition or leveraged finance matters.

Chapman Tripp’s Michael Anderson was known to act on club deals, lending, debt capital markets and structured finance, among others. John Sproat was chosen for capital markets and syndicated facilities, while both Dermot Ross and Derek Parker were appreciated for their broad skillset.

Minter Ellison Rudd Watts’ Tom Fail was mentioned for his work on syndicated lending, debt and capital markets, Michael Langdon for insolvency, property and construction finance, and Kate Lane for corporate and structured finance.

Lloyd Kavanagh was the “expert” when it came to managed funds.

Mayne Wetherell was considered to be one of the “A-team”, when it came to banking and finance law firms. Dave Wetherell led the pack in New Zealand for all banking and finance work.

DLA Phillips Fox’s Michael Bos, Jeremy Steel and nigel Stranaghan all mentioned. Bell Gully’s Mark Freeman was good at securities and commercial law, while Murray King was the “key man”.

leading lawyers PETER OWLES Firm: Buddle Findlay Location: Auckland • Practice areas: banking & finance, capital markets, project & infrastructure financing, structured finance, private equity, securitisation, energy & resources, infrastructure, M&A • Advised Wellington International Airport on bond issues, lenders providing finance to bidders for Kiwi Yellow Pages Group, Pilkington Glass, Blue Star Print Group and Carter Holt Harvey forest assets

BRYAN PAISLEY Firm: Baker & McKenzie Location: Sydney • Practice areas: acquisition finance, private equity • Advised on debt side of Ironbridge-mining services acquisitions (A$200m) and banking and finance aspects of Australian Drilling Solutions’ acquisitions of Colby and Peak Drilling

ASHLEY POKE Firm: Baker & McKenzie Location: Melbourne • Practice areas: acquisition finance, capital markets, private equity, corporate counselling, M&A • Advised on Commonwealth Bank’s A$2bn placement to acquire Bankwest and St Andrews • Membership: Australian Venture Capital Association

MICHAEL RICHES Firm: Clayton Utz Location: Sydney • Practice areas: banking & finance, debt finance, private equity • Acted on project finance for government and infrastructure, particularly transport and PPP projects • At forefront of Australia’s largest private equity LBO and MBO transactions, acting for private equity consortiums and financiers

JOHN SCHEMBRI Firm: Gilbert + Tobin Location: Sydney • Practice areas: structured, project, construction, property, resources, acquisition and leveraged financing • Acted on R&D syndications, lease-tail transactions, financing of asset acquisitions, funding general working capital, syndicated and club loan arrangements

43

>>

And the winners are…

On 21 May the Westin Hotel in Sydney was once again host to a gathering of the best and brightest the Australian legal industry has to offer as the Macquarie Bank ALB Australasian Law Awards 2009 showcased the region’s most outstanding firms, lawyers and deals

W

hile the overall value and volume of deals has decreased globally amid the economic downturn, a large number of high-profile, innovative and complex deals were nevertheless nominated and short-listed for this year’s awards.

The Westpac-St George merger was the biggest winner on the night – taking home not just M&A Deal of the Year but also Australasian Deal of the Year as well.

The Commonwealth Bank of Australia legal team also made their mark on the In-house awards categories, taking the Banking & Financial Services InHouse Team of the Year and Australian In-house Team of the Year awards, not least because of their work on the Bank West merger and the headline A$2bn equity placement against a background of extreme market volatility.

However, Mallesons Stephen Jaques was again the big winner overall, taking home a total of six trophies 44

across a number of categories, followed closely by Gilbert + Tobin and Allens Arthur Robinson, which each claimed five awards on the night. (For more information on the firms who won the largest amount of awards, see table, right.)

A couple of new categories made their debut at this year’s ceremony, with Minter Ellison claiming the award for Innovative Use of Technology, in part for their interactive, engaging and user-friendly website, Construction Law Made Easy.

The guest of honour, retired High Court Justice Michael Kirby, was presented with the award for Outstanding Contribution to the Legal Profession for his years of dedication to the legal practice, receiving a standing ovation as he collected his trophy.

The finalists in each deal category were assessed against a range of criteria – size, complexity, breadth and innovation – while law firms and inhouse teams were recognised for their

► ALB LAw AwArds 2009 – the Big winners Firm

No. of awards

Mallesons Stephen Jacques

6

Gilbert + Tobin

5

Allens Arthur Robinson

5

Freehills

3

Minter Ellison

3

Skadden

3

work on transactions as well as general excellence in serving clients (whether external or internal) throughout the calendar year 2008.

NB: What follows is the result of ALB research. Although all due care is taken, the omission of a firm from a transaction does not mean that the firm did not play a part in the transaction. Finally, everyone at ALB and Key Media would like to once more congratulate not only all the winners but also all the finalists.

Australasian Legal Business ISSUE 7.6

FEATURE | ALB Awards >>

►► The full list of winners Deal awards Debt Market Primary Health Care- Symbion Health Acquisition Financing Energy & Resources Chinalco/Alcoa Acquisition of Stake in Rio Tinto Equity Market Commonwealth Bank of Australia Equity Placement Insolvency & Restructuring Allco Finance Group Restructuring and Receivership M&A Westpac-St George Merger Project Finance Energy Infrastructure Investments Group Asset Sale NZ Dealmaker Pat Bowler, Russell McVeagh NZ Deal Team Corporate/M&A, Bell Gully Australian Dealmaker Philippa Stone, Freehills Australian Deal Team Corporate/M&A, Mallesons Stephen Jaques Deal of the Year Westpac-St George Merger In-house awards Banking & Financial Services Commonwealth Bank of Australia Insurance IAG Investment Bank UBS New Zealand Team of the Year Fonterra Australian Team of the Year Commonwealth Bank of Australia In-House Lawyer of the Year Kerry Gleeson, Incitec Pivot Firm awards Employment Harmers Workplace Lawyers Insurance Wotton + Kearney IP Davies Collison Cave Corporate Citizen Gilbert + Tobin CSR Mallesons Stephen Jacques Innovative Use of Technology Minter Ellison International Skadden Adelaide Thomson Playford Cutlers Brisbane McCullough Robertson Perth Jackson McDonald Melbourne Hall & Wilcox Sydney Gilbert + Tobin Outstanding Contribution to the Legal Profession Hon Michael Kirby AC CMG (retired) Managing Partner of the Year Robert Milliner, Mallesons Stephen Jaques www.legalbusinessonline.com

deal awards DEBT MARKET DEAL OF THE YEAR

ENERGY & RESOURCES DEAL OF THE YEAR

WINNER Primary Health CareSymbion Health Acquisition Financing

WINNER Chinalco/Alcoa Acquisition of Stake in Rio Tinto

Firms: Minter Ellison, Clayton Utz, Mallesons Stephen Jaques, Baker & McKenzie Banks: Caliburn Accountants: Deloitte • Debt financing negotiated, underwritten, funded and syndicated over 12 months against backdrop of hostile takeover battle, deteriorating global financial and share markets and looming credit crisis • Successful syndication at the subunderwriting phase of A$2.3bn acquisition debt showed accuracy of lead banks’ modelling and strength of innovative finance package • Complex and large-scale deal conducted against hostile takeover background

Firms: Mallesons Stephen Jaques, Clifford Chance, Allens Arthur Robinson Banks: N/A Accountants: N/A • Chinalco acquired 12% of Rio Tinto for US$14bn • Acquisition was one of largest market raids, executed outside market trading hours and involved complex UK and Australian legal and regulatory issues arising out of Rio Tinto’s DLC structure • 600 pages of executed agreements (lodged with ASIC) by 12 February, • Less than six weeks from start to finish for a very complex arrangement involving no less than nine joint ventures

sponsors Swaab Attorneys Swaab Attorneys - Great people. Great clients. Exceptional work. Swaab Attorneys are a multi award winning, mid sized commercial law firm offering legal services across a number of core practice areas and industry groups. Our commitment to our clients encourages them to treat us as an integral part of their team.

Paula Gilmour, business development manager P: 02 9233 5544 E: mail@swaab.com.au W: www.swaab.com.au

Moray & Agnew Moray & Agnew is a national law firm specialising in insurance, commercial and workplace legal services.

The firm comprises 300 people, including 52 partners. Moray & Agnew’s client base includes Australia’s major insurers and self-insurers, large corporates, as well as federal and state government agencies.

Moray & Agnew was established in 1948 and has offices in Sydney, Melbourne, Brisbane, Canberra and Newcastle.

Michael Pitt, national chairman P: 02 9232 2255 E: mpitt@moray.com.au W: www.moray.com.au

John Mosley, Minter Ellison; Lynne Saunder, IBM; Stuart Fuller, Mallesons Stephen Jaques

Finalists • Ozcar-Auto dealers Securitisation • Apex Minerals Convertible Notes • Incitec Pivot-Dyno Nobel Acquisition Financing • Project Apple

Richard Kriedemann, Allens Arthur Robinson; Tim Bednall, Mallesons Stephen Jaques

Finalists • Origin Energy-ConocoPhillips Joint Venture • Sinosteel Acquisition of Midwest Corporation • Santos-PETRONAS Gladstone LNG Partnership • BG Group-Queensland Gas Company Acquisition • Aceh Province Carbon-Deforestation Avoidance Deal

Gilbert + Tobin Gilbert + Tobin are a leading corporate law firm and a key player in the Australian legal market.

They work on transactions and cases that define and direct the market. The firm’s reputation for expert advice extends across: mergers and acquisitions, private equity, capital markets, banking and finance, real estate and projects, tax, competition and regulation, communications and technology, intellectual property and litigation.

Danny Gilbert, managing partner P: 02 9263 4000 E: email@gtlaw.com.au W: www.gtlaw.com.au

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sponsors Hudson Gavin Martin Created in November 2007, this boutique firm has securely established itself in the market. All three partners, Wayne Hudson, Mark Gavin and Simon Martin have come from major New Zealand law firms. They have opted to provide a service that allows them to focus on all aspects of intellectual property and technology law including the commercialisation of IP, trade mark infringement, copyright, brand protection and development, the acquisition and sale of technology businesses, capital raising, technology licensing and telecommunications advice.

Since its creation the firm has continued to grow and has been involved in a number of significant transactions and developments in the IP and technology sector.

Simon Martin, partner P: + 64 9 308 7305 E: simon.martin@hgmlegal.com W: www.hgmlegal.com

Mallesons Stephen Jaques Mallesons Stephen Jaques is Australia’s most successful commercial law firm. They focus on advising major corporations and financial institutions in Australia and Asia, resourced by approximately 2000 employees, including over 1000 legal staff. The firm is recognised for its ability to combine consistently rigorous analysis with astute judgement, giving clients a competitive edge. Mallesons have offices in all Australian main business centres, Hong Kong, Beijing, Shanghai and London, as well as an associated office in Port Moresby.

Kris Barry, head of communications P: 02 9296 2000 E: syd@mallesons.com W: www.mallesons.com

Legaljobscentre.com Legal Jobs Centre offers a wide range of employment opportunities for interested jobseekers in the legal sector and aims to provide legal professionals with a specialised portal within which to find new employment avenues.

Featuring employment opportunities from a range of experienced and well-known recruiters and firms, plus a CV database to search for the perfect candidate, Legal Jobs Centre will help match employers with qualified employees in the Australian legal sector.

Benn Sykes, sales manager - legal products P: 02 8437 4745 E: benn.sykes@keymedia.com.au W: www.legaljobscentre.com

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EQUITY MARKET DEAL OF THE YEAR WINNER Commonwealth Bank of Australia Equity Placement Firms: Baker & McKenzie, Freehills, Sullivan & Cromwell, Sidley Austin Banks: Credit Suisse, Citi, JPMorgan, CommSec Accountants: N/A • A$2bn placement was largest placement in history of Australian market at time • Capital raising took place during week of unprecedented global market volatility and just after horror run of losses on markets

Waldo Jones, Sullivan & Cromwell; Philippa Stone, Freehills; Craig Andrade, Baker & McKenzie

Finalists • Wesfarmers AREO • National Australia Bank Capital Raising • GPT Group Accelerated Nonrenounceable Entitlement Offer • Maui Capital Indigo Fund Limited Partnership • Primary Health Care Capital Raising

INSOLVENCY & RESTRUCTURING DEAL OF THE YEAR WINNER Allco Finance Group Restructuring and Receivership Firms: Allens Arthur Robinson, Blake Dawson, Corrs Chambers Westgarth, Deacons, Henry Davis York, Gilbert + Tobin Banks: Citi Accountants: McGrath Nichol, Ferrier Hodgson

Tony Ryan, Blake Dawson; Guy Alexander, Allens Arthur Robinson; Scott Atkins, HDY; Tim Barton, Corrs; Sam Riley, Ansarada; Katy Anderson,Corrs; Duncan McGrath, Gilbert + Tobin; John Stragalinos, Corrs;Dominic Emmett, Corrs; James O’Mahoney, Deacons

• One of three largest restructurings undertaken in Australia during 2008 • Extremely complex deal involving restructuring, refinancing and enforcing against group comprising more than 850 companies

• Involved myriad of on- and offbalance sheet tax structures in jurisdictions across globe Finalists • Centro Property Group Restructuring • Hanover Group Debt Restructuring • Retravision Deed of Company Arrangement

M&A DEAL OF THE YEAR WINNER Westpac-St George Merger Firms: Allens Arthur Robinson, Gilbert + Tobin, Skadden Arps Banks: UBS, Caliburn Partnership, Grant Samuel Accountants: KPMG, PricewaterhouseCoopers

Gary Lawler, Gilbert + Tobin; Ewen Crouch, Allens Arthur Robinson; Nicole Morath, Skadden Arps; Victoria Poole, Allens Arthur Robinson; Sam Riley, Ansarada

• Largest corporate merger in Australia’s history

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• Regulatory clearance for merger also particularly complex because of government’s ‘Four Pillars’ policy, which regulates competition in banking industry • Merger created Australia’s largest financial services organisation and one of largest companies in Australia Finalists • Primary Health Care Takeover of Symbion Health • Sinosteel Acquisition of Midwest Corporation • BG Group-Queensland Gas Company Acquisition • Crown Acquisition of Toll NZ Rail and Ferry Operations • Commonwealth Bank of AustraliaBankWest Acquisition

Finalists • Royal North Shore Hospital Redevelopment • Brisbane Airport Link PPP • AGL Sale and Management of Hallett 2 Wind Farm • Worsley Steam Plant Project Financing

NZ DEALMAKER OF THE YEAR WINNER Pat Bowler, Russell McVeagh

PROJECT FINANCE DEAL OF THE YEAR WINNER Energy Infrastructure Investments Group Asset Sale Firms: Allens Arthur Robinson, Chang Pistilli & Simmons, Gadens, Mallesons Stephen Jaques, Minter Ellison, Freehills Banks: N/A Accountants: Deloitte

Michael McCormack; Nevenka Codevelle); Ros Bickford; Sandra Dureau, all APA Group (client)

• Transaction involved spin out by APA of various energy infrastructure assets, including Bonaparte and Telfer pipelines, and DirectLink and MurrayLink interconnecters, into separate unlisted fund • Novel structuring techniques employed to ensure equity investors into fund receive annuity-style return • Various structured financing solutions also employed to maximise debt sizing

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Charles Spillane, General Counsel, Auckland International Airport; Pat Bowler, Russell McVeagh

• Acted for New Zealand Government on one of landmark deals of 2008 – purchase of Toll Holdings’ rail and shipping businesses in New Zealand, and other associated deals including selldown of Toll’s trucking business • Original member of team advising on deal structure and negotiations, including competition law, access contracts, property restructure, public law, corporate governance, due diligence and the specific requirements of New Zealand Railways legislation

• Corporate Advisory, Kensington Swan • Finance, Russell McVeagh

AUSTRALIAN DEALMAKER OF THE YEAR WINNER Philippa Stone, Freehills • Advised on some major deals in Brian Smith, Director of Technology & Lead Architect of Caseflow; Phil Taylor, Bell Gully; Torrin Crowther, Bell Gully

first investment into New Zealand by associates of the Abu Dhabi Investment Authority (ADIA) – world’s largest sovereign wealth fund • Also advised AMP Capital Investors (New Zealand) Limited on purchase and subsequent sale of units in AMP NZ Office Trust to entities associated with ADIA – a complex two-leg transaction with a combined value of approximately US$248m Finalists • Commercial/Corporate, Simpson Grierson • Restructuring/Insolvency, Chapman Tripp

Terry Lyons, National Insolvency and Legal Partner – Macquarie; Philippa Stone, Freehills

2008, including Bupa’s innovative A$2.4bn acquisition and demutualisation of MBF through a guarantee company scheme

Finalists • John Strowger, Chapman Tripp • Kevin Jaffe, Simpson Grierson • Chris Gordon, Bell Gully

NZ DEAL TEAM OF THE YEAR WINNER Bell Gully Corporate/M&A • Team advised on Cheung Kong Infrastructure and Contact Energy/ Origin Energy deals as well as

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sponsors Hays Legal Hays Legal recruits lawyers at all levels from paralegals and first year solicitors to senior partners and in-house counsels and compliance. They operate across six offices in Australia and New Zealand, and are supported by a global network including offices in Hong Kong, Europe and the UK. Hays Legal is part of Hays an international leader in specialist recruitment with 32 offices in Australia and New Zealand and 352 offices in 25 countries.

Lynne Beggs, regional director P: 02 8226 9704 E: lynne.beggs@hays.com.au W: www.hays.com.au/legal

of arrangement • Also advised on CBA’s opportunistic A$2.1bn acquisition of BankWest, CBA’s A$2bn capital raising and AQBE’s $8bn merger proposal for IAG Finalists • Ewen Crouch, Allens Arthur Robinson • Tony Damian, Freehills • Gary Lawler, Gilbert + Tobin • Tim Bednall, Mallesons Stephen Jaques • Craig Semple, Mallesons Stephen Jaques

AUSTRALIAN DEAL TEAM OF THE YEAR WINNER Mallesons Corporate/M&A • Headline deals worked on in 2008 included Chinalco’s and Alcoa’s acquisition of 12% interest in Rio Tinto, BG’s alliance with Queensland Gas Company (QGC) and BG Group’s A$5.6bn takeover of QGC from AGL

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Tim Bednall, Mallesons; Jeff Wareing, Charter Mason

• Team recognised by benchmark industry M&A information services as leader in the field

Banks: UBS, Caliburn Partnership, Grant Samuel Accountants: KPMG, PricewaterhouseCoopers • Largest corporate merger in Australia’s history • Regulatory clearance for merger particularly complex because of government’s ‘Four Pillars’ policy, which regulates competition in banking industry • Merger created Australia’s largest financial services organisation and one of largest companies in Australia

Finalists • M&A, Deacons • M&A, Freehills • Capital Markets, Mallesons Stephen Jaques

DEAL OF THE YEAR WINNER Westpac-St George Merger Firms: Allens Arthur Robinson, Gilbert + Tobin, Skadden

(Back row from left) Nicole Morath, Skadden; Margaret Cole, Babcock & Brown; Jason Lambeth, Gilbert + Tobin; Victoria Poole, Allens; (front row from left) Gary Lawler, Gilbert + Tobin; Ewen Crouch, Allens Arhtur Robinson

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sponsors Gina Kim In 1999, Gina Kim laid the foundations for her future career and began studying and designing fashion. The Gina Kim couture label was launched in Australia in 2003 followed by her daywear range in 2007. Gina has since built a reputation for her glamorous evening wear and her modern take on daywear.

This multi-award winning label has gained much recognition both nationally and internationally, designing for Miss World Australia 2004, Miss Global International 2005 and worn by myriad of celebrities like Danni Minogue and Natalie Bassingthwaithe.

Her debut collection, “Pump up the Volume” was showcased at the Australian fashion week in 2007 with interest from international fashion media and buyers.

Gina Kim designs are now sold in Australia, Dubai, Spain and US with support and exposure of the label continuing to grow from season to season.

Gina Kim, director/designer P: 07 3358 6697 E: info@ginakim.com.au W: www.ginakim.com.au

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in-house awards BANKING & FINANCIAL SERVICES IN-HOUSE TEAM OF THE YEAR WINNER Commonwealth Bank • Handled A$2bn BankWest acquisition with contemporaneous A$2bn capital raising • Acted on acquisition of stake in Aussie Home Loans

• Acted on acquisition of Wizard loan book from GE Finalists • APA • Westpac • HSBC Bank Australia

INSURANCE IN-HOUSE TEAM OF THE YEAR WINNER IAG • Managed acquisition of 26% stake in a new GI business in India, partnering State Bank of India (A$170m) • Worked on approximately A$550m capital raising • Handled acquisition of 49% of IAG’s Malaysian GI joint venture

David Absolum; Siddhartha Maharaj; Sonja Nanevski; Michael Pitt, all IAG (Insurance Australia Group)

Finalists • Suncorp-Metway • Legal Practitioners Liability Committee (Melbourne) • Colonial First State Investments and Comminsure

Ian Cambourn, Commonweath Bank Australia; Fergus Kennedy, Commonweath Bank Australia; Fred Swaab, Managing PartnerSwaab Attorneys; Derek Culey, Commonweath Bank Australia

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INVESTMENT BANK IN-HOUSE TEAM OF THE YEAR WINNER UBS • Supports leading investment banking franchise in Australia • Worked on some of largest most complex capital market transactions in Australia • Provided legal support and advice for wide variety of innovative products including warrants, prime broking, custody and UBS Global Access Fund

Lindel House; Desiree Baldacchino; Antony Rumboll; Annette Spencer; Tania Black, all UBS

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Finalists • Goldman Sachs JB Were • Deutsche Bank

NEW ZEALAND IN-HOUSE TEAM OF THE YEAR WINNER Fonterra • Team works tirelessly, providing support that covers many jurisdictions and timezones • Managed issues including recent San Lu experience • Worked on significant debt raisings including A$800m retail debt issue

Simon Martin, Hudson Gavin Martin; David Matthews, Fonterra

Finalists • Toll NZ • Rank • Maui Capital

AUSTRALIAN IN-HOUSE TEAM OF THE YEAR WINNER Commonwealth Bank • Worked on A$2bn BankWest acquisition

Fergus Kennedy, Commonwealth Bank Australia; Leif Gamertsfelder, Commonwealth Bank Australia; Derek Culey, Commonwealth Bank Australia; Kim Perry, Commonwealth Bank Australia; Scott Fuller, Mallesons

sponsors ADERANT ADERANT, headquartered in Atlanta, GA, is a leading provider of integrated business management software for law firms and other services organisations. The global company offers a comprehensive suite of solutions, consisting of financial, resource and practice management software that enables services organisations of all sizes to maximise operational efficiencies.

ADERANT provides solutions to the largest and most prominent firms in the world, including Clifford Chance, Greenberg Traurig, Clayton Utz, Deloitte Consulting, Macleod Dixon LLP, Mayer Brown, Skadden Arps, and Winston & Strawn.

ADERANT has major offices in Asia Pacific and across Europe. Within Asia Pacific, ADERANT partners with the regions most respected firms with more than 90 law firm clients.

Linda Bretherton, marketing and event manager APA T: 02 8507 1600 E: linda.bretherton@aderant.com W: www.aderant.com

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sponsors Commercial Law Association of Australia Ltd For over 44 years the Commercial Law Association Ltd (CLA) has been serving the interests of practitioners in law and commerce. The Association’s key roles include, providing quality continuing legal education including seminars, workshops and conferences and encouraging knowledge and understanding of law usages and practices in Australia and overseas. For over 22 years, the CLA has published ‘The Commercial Law Quarterly’, a refereed journal which is recognised as a major reference source within the legal profession.

Max Wilson, chief executive officer P: 02 9979 1364 E: maxwilson@cla.org.au W: www.cla.org.au

• Managed A$2bn capital raising during week of unprecedented global market volatility • Worked on the acquisition of stake in Aussie Home Loans Finalists • Telstra • Primary Health • Wesfarmers

IN-HOUSE LAWYER OF THE YEAR WINNER Kerry Gleeson, Incitec Pivot Limited • Managed major acquisition of Dyno Nobel • Coordinated restructuring of Incitec Pivot’s financing arrangements with various lenders Finalists • David Simpson, United Group Limited • Sandra Dureau, APA • Ursula Hogben, Merrill Lynch • David Cohen, Commonwealth Bank of Australia

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Kerry Gleeson, Carl Piesse

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firm awards EMPLOYMENT SPECIALIST FIRM OF THE YEAR WINNER Harmers Workplace Lawyers • Acted for Christina Rich against PricewaterhouseCoopers in largest sex discrimination claim in Australia • Represented several blue chip companies including James Hardie, Telstra, Roche, Sydney Airport Corporation and Cochlear

• Selected for government legal panels of DEEWR and the Workplace Ombudsman Finalists • Australian Business Lawyers • FCB – Workplace Lawyers and Consultants • Kiely Thompson Caisley • Shanahan Tudhope Lawyers

INSURANCE SPECIALIST FIRM OF THE YEAR WINNER Wotton + Kearney

Justin Kennedy, Key Media; Michael Harmer; Lesley Maclou; Joydeep Hor, all Harmers Lawyers

• Specialises exclusively in insurance law and recently expanded to Melbourne with one-partner branch office • Has strong client base, including US-based insurers AIG and Liberty International in Australia • Experienced more than 50% growth in revenue in 2008

Duncan Ramsay, QBE Insurance Group; Phillip Wotton; Andrew Moore; Catherine Osborne; Adam Chylek; and David Kearney (all Wotton Kearney)

Finalists • DLA Phillips Fox • Moray & Agnew Solicitors • TurksLegal • Lander & Rogers

IP SPECIALIST FIRM OF THE YEAR WINNER Davies Collison Cave • Des Ryan, Trevor Stevens, Marion Heathcote and Ian Pascarl all recognised in the Australian

Forensic Materials and Mechanical Engineering Services ATTAR’s team of engineers conduct expert witness evaluations providing engineering analysis, accident investigation, litigation support, expert witness testimony and evaluation of conformance to relevant Australian Standards.

Evidence has been presented in the Supreme, Federal, County, District, Magistrates and Coroners Courts with emphasis always placed on the continuity or logical chain of evidence.

ATTAR specialises in the analysis of failed components, forensic and accident investigation. Our skilled engineers can determine failure mechanisms, causes and contributing factors towards a failure or incident.

ATTAR services a wide range of industries with a variety of material types to determine compliance with occupational health and safety, industry and world standards. Forensic materials analysis and investigation by ATTAR has involved steel, aluminium, composites, plastics, ceramics and many more.

ATTAR’s failure prevention services include the application of non destructive and non intrusive www.legalbusinessonline.com

technologies such as Acoustic Emission Monitoring, used to determine corrosion, erosion or fatigue in pressure vessels and storage tanks, thereby providing life extension through more efficient and targeted maintenance inspections.

ATTAR‘s team of engineering materials and mechanical failure analysis experts have provide their services to the Insurance Industry and the Legal Profession in the following areas:-

Building Materials

Concrete, mortar and plaster failures.

Ceramic failures, including cracked, lifting, worn and slippery tiles, and damaged glass.

Blisters, porosity and cracks in fibreglass pools.

Adhesives and sealants for masonry, tiles and other surface finishes on buildings and pools.

Corrosion of pipes and structural steel.

Tiling failures, ceramic or vinyl tiles on the floor or wall.

Paint system problems, thickness, peeling and durability.

Motor Vehicles Mechanical failure of all components, including suspension, engine components, including pistons and connecting rods, transmission and braking systems.

Tyre failure, including determination of the cause of blow-outs.

Windscreen failure analysis.

Engineering Failures Structural and component failures in cranes, machines and aircraft including determination of mechanism and cause.

Non-destructive testing failures, explanation and assessment of suitability of inspection.

Assessment of corrosion mechanisms.

Determination of compliance with Occupational Health and Safety as well as Engineering Standards.

Public Liability Bottle breakages, assessment of cause.

Slip incidents, measurement of the slip-resistance of the surface to AS/NZS 3661.1, AS/NZS 4663.

Mechanical failure of products and equipment, such as ladders, chairs,

L-R: Giuliano Di Napoli (presenter), Liz Lawson; Chris Carter; Kimberley Evans; Richard Jarvis; Gavin Recchia (all Davies Collison Cave)

Financial Review survey of Australia’s 100 Best Lawyers • Acted for Black & Decker in successful patent infringement claim against rival power tool company GMC • Acting for Hansen, successfully appealed to Full Federal Court of Australia against Bickfords Finalists • FB Rice & Co • Griffith Hack • Truman Hoyle • Hudson Gavin Martin

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racking systems, motorised scooters and trolley systems.

Incident investigations involving machines and equipment, determination of contributing factors, including compliance with Occupational Health and Safety and other Standards About ATTAR: ATTAR provides leading practice Engineering Training & Consulting services. Established in 1985, ATTAR offers a variety of consulting services including Metallurgical Services, Acoustic Emission Testing, Slip Resistance Testing, Failure Analysis, Expert Witness and other tailored services.

As an Authorised Qualifying Body and Industry leader, ATTAR also provides Non-Destructive Testing (NDT) Training, including customised courses and specialised Level 3 services.

All ATTAR services are available both nationally and internationally.

Contact our team :Advanced Technology Testing and Research 03 9574 6144 www.attar.com.au

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sponsors

CORPORATE CITIZEN FIRM OF THE YEAR WINNER Gilbert + Tobin

CSR FIRM OF THE YEAR WINNER Mallesons Stephen Jacques

INNOVATIVE USE OF TECHNOLOGY AWARD WINNER Minter Ellison

Murdoch Law School Murdoch Law School provides a rigorous and intellectually challenging legal education. It seeks to develop the research, writing and advocacy skills of its students and combines a tradition of excellence in legal education with new innovative programs which prepare students for the practice of law in a rapidly changing world.

Professor Gabriel Moens, Dean of Murdoch University Law School P: 08 9360 6064 E: G.Moens@murdoch.edu.au W: www.murdoch.edu.au

Speech Recognition (Aust) Pty Ltd The unique and revolutionary WordScribe®/ Dataworxs and ELPedium “Server Based and, Auto Updating” (Dragon 9 engine) Speech Recognition integration has had 70% of authors’ work ready for typist and/or self editing after only a few days. ELPedium works in the background processing the voice files without the text going to the secretaries in the initial part of the install.

Once up and running, ELPedium sites consistently attain an average of 98% accuracy for the vast majority of authors; allowing self editing by authors and typist editing, with no great strain on typists and/ or secretaries. This technological ‘Invisible Miracle’ allow authors to maintain their traditional ways of working.

Evelyn Levin, Lit Support; Jane Stratton, Gilbert + Tobin

• In 2008, nearly 80% of staff participated in pro bono practice • Became Organisational Stakeholder of globally recognised Global Reporting Initiative (GRI) • Launched Reconciliation Action Plan premised on an Indigenous Employment Strategy to recruit and retain more Aboriginal & Torres Strait Islander law students, lawyers and operational staff Finalists • Henry Davis York • Blake Dawson • Mallesons Stephen Jaques • Minter Ellison • Russell McVeagh

Brad Gabriel, Lit Support; Jane Farnsworth, Mallesons Stephen Jaques; Robert Milliner, Mallesons Stephen Jaques

• Recently opened sustainability enterprises practice to advise on climate change, sustainable development and carbon financing • Specialises in climate change advice including carbon abatement and emission reduction strategies, carbon funds, carbon derivatives • Has Human Rights Law Group to ensure lawyers at firm can effectively advise clients when human rights issues arise Finalists • DLA Phillips Fox • Baker & McKenzie • Blake Dawson • Freehills

John Mosley, Minter Ellison; Don Howren, ADERANT

• Launched www. constructionlawmadeeasy.com – a free, membership-based, online portal to construction law concepts, real life case studies and current cases • Developed liift – an award-winning technology platform developed by multi-disciplinary team of lawyers and business analysts at Adelaide office Finalists • Mallesons Stephen Jacques • DLA Phillips Fox • Baker & McKenzie • Blake Dawson • Freehills

Howard Hutchins, managing director P: 03 9347 5555 E: hutchinsh@divsys.com.au W: www.elpedium.com

David Talalla & Associates David Talalla & Associates is a niche legal and executive recruitment company which offers a unique alternative to law firms, corporations and government organisations. They have offices in Melbourne, Brisbane, Kuala Lumpur and have placed lawyers in Singapore, Hong Kong, Mainland China, the Middle East and the United Kingdom.

David Talalla & Associates takes pride in their knowledge of the legal market and on their understanding of what is important to firms, in-house legal teams and candidates.

David Talalla, director/consultant P: 03 9029 6303 E: david@dtassociates.com.au W: www.dtassociates.com.au

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sponsors Naiman Clarke Naiman Clarke was established in 1999, and since that time has grown to become the leading legal recruitment firm in Australia.

Naiman Clarke seek to become a valued and trusted partner of their clients and candidates by continually striving to achieve excellence through continuous improvement, teamwork and fairness. Their high ethical standards also ensure that integrity and respect are never sacrificed for short term gain.

Elvira Naiman, managing director P: 02 9233 7977 E: nc@naimanclarke.com.au W: www.naimanclarke.com.au

LitSupport One of the largest contributors to global warming is deforestation. Law firms should switch to recycled paper if they are serious about corporate social responsibility and want to minimise their impact on the environment.

LitSupport is certified by Good Environmental Choice Australia and is the only copying company that uses recycled paper as standard.

Val Pitt, director P: 03 9621 1333 E: val_pitt@litsupport.com.au W: www.litsupport.com.au

The Law Society of NSW The Law Society is the professional organisation for solicitors in NSW with two primary areas of responsibility, namely that occupied by its statutory obligations to regulate solicitors and that which comprises its representative functions under its Memorandum of Association. The objectives of which include; the promotion of law reform, representation on the views of the profession; preservation of its integrity and status and suppression of dishonourable conduct or practices.

Bridget Sordo, large law firm relationship manager P: 02 9926 0344 E: bts@lawsocnsw.asn.au W: www.lawsociety.com.au

INTERNATIONAL LAW FIRM OF THE YEAR WINNER Skadden

David Tonkin, Austrade; Nicole Morath; Adrian Deitz; Cécile Baume; Michael Gentry, all Skadden

• Represented clients on 14 crossborder equity capital raisings worth combined amount of more than A$11.25bn • Advised St George Bank on US legal issues linked to acquisition by Westpac • Acted for BHP Billiton in connection with withdrawn takeover bid for Rio Tinto Finalists • Baker & McKenzie • Sidley Austin • Sullivan & Cromwell

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noisiest table WINNER HSBC Awards ceremonies are always boisterous events – and there is always one table who take it slightly further than the others.

Step forward and take a bow HSBC. This year, despite missing out in the main categories, they left everyone else trailing in their wake when it came to making themselves heard.

(Back row, left to right) Matthew Fuentes, Stewart Chandler, Peter Quirk, Darren Rowbotham, (Front row, left to right) Amanda Parshall, Shelagh Donnelly, Samantha Ho, Bridget Powell & Maria Lu

ADELAIDE LAW FIRM OF THE YEAR WINNER Thomson Playford Cutlers • Acted for Catholic Church Endowment Society in relation to development and construction of A$140m VS1 Building tenanted by SA Water • Acted for ANZ Capital on management buy out of RideOn! Entertainment • Acted for SA’s largest IVF specialist Repromed in relation to share sale investment to facilitate the equity for further developments and expansion

Back row (left to right) Steve McMahon, CLA; John Martin; Melinda Graham; Tom Boyce; David CampbellWilliams; Craig Powell, all Thomson Playford Cutlers Front row (left to right) Jane Button, Millie Telan; Loretta Reynolds; Katrina Lamaro, all Thomson Playford Cutlers

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sponsors Ansarada Ansarada is a trusted virtual data room specialist. Ansarada is commonly utilised for facilitating M&A, fundraising, tenders and other due diligence projects.

Ansarada’s clients include Blake Dawson, Minter Ellison, Gilbert + Tobin, Deloitte, KPMG, UBS, Caliburn and various Government departments.

Finalists • Finlaysons • Wallmans Lawyers • Piper Alderman

BRISBANE LAW FIRM OF THE YEAR WINNER McCullough Robertson

Michael Doherty, director P: 02 9264 6574 E: sales@ferrarimenswear.com.au W: www.ferrarimenswear.com.au

Finalists • Carter Newell Lawyers • HopgoodGanim Lawyers • MacDonnells Law • Thynne & Macartney

PERTH LAW FIRM OF THE YEAR

Joel White, director of sales P: 02 8090 8443 E: joel.white@ansarada.com W: www.ansarada.com

Ferrari Suit Hire and Sales Ferrari Suit Hire and Sales is located in the CBD and specialises in formal suit hire and sales, particularly black tie events. Supplying business people all over Sydney, Ferrari Suit Hire and Sales make it their business to ensure their customers look their absolute best whatever the occasion.

Come in, meet the team and step out in style.

Newcastle office and taking on 14 new graduates • Acted for Queensland Gas Company Limited in Australia’s largest onmarket bid, as well as for Whitehaven

WINNER Jackson McDonald

• Delivered fee growth of 13% in 2008 despite slowing market • Implemented a new “best practice” parental leave policy in 2008 developed by firm’s female practitioners • Established green energy practice which assisted wind farm to negotiate grid connection, advised new market entrant with an innovative solar photovoltaic service and advised on bio sequestration and mini hydro project Finalists • Pullinger Readhead Lucas • Cochrane Lishman • Blakiston & Crabb

Brett Heading, McCullough Robertson; Howard Hutchins, Speech Recognition Australia

• Provided employment advice to major players in health sector, including Queensland Health, Principal Aged Care and Suncorp • Expanded team through opening up

Gabriel Moens, Murdoch University School of Law; Basil Georgiou, Jackson McDonald

Caseflow Caseflow, a full featured Case and Matter Management System that produces documents, manages workflow and ensures that deadlines are accurately tracked and achieved. It is scalable from a five person department to several hundred users over multiple locations and integrates seamlessly with your e-mail, practice management and document management systems.

Brian Smith, director - technology & development P: 03 9017 0511 E: brian@caseflow.com.au W: www.caseflow.com.au

CharterMason CharterMason is an execution management consultancy providing management and IT consultancy and services. They are the trusted executor of businesses dealing with complex change and performance improvement in the areas of people, processes or systems.

CharterMason services include program management, project management, organisational change management, business analysis, application development, ERP systems and IT consulting. They commenced operations in 2006 and through strong organic growth, quickly extended their reach across all Eastern seaboard capitals, currently employing over 100 staff.

Jeff Wareing, partner-business development P: 03 9595 6090 E: jeff.wareing@chartermason.com W: www.chartermason.com

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sponsors

MELBOURNE LAW FIRM OF THE YEAR WINNER Hall & Wilcox

Macquarie Bank Macquarie Bank’s Relationship Banking division has been providing banking and lending products and services to the legal industry since 1985. With 24 years of experience working with the legal industry, Macquarie Relationship Banking’s specialist legal segment team focuses on working closely with clients to understand the challenges and opportunities for their businesses, developing tailored banking solutions to help legal firms achieve their business goals.

Terry Lyons, associate director Macquarie Relationship Banking P: 03 9635 8213 E: terry.lyons@macquarie.com W: www.macquarie.com.au/legalindustry

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Finalists • Mills Oakley Lawyers • Herbert Geer • Maddocks

SYDNEY LAW FIRM OF THE YEAR WINNER Gilbert + Tobin

David Tallalla, David Tallalla & Associates; Tony Macvean, Hall & Wilcox

• Named as Second Fastest Growing Law Firm by ALB and equal Fastest Growing Law Firm by BRW • The firm’s tax and FB&WM practice grew 49% in revenue, with 31% growth in number of staff • Employment practice achieved increase of 45% in revenue

Vincent Dwyer, Gilbert + Tobin; Jodene Jackson, Gilbert + Tobin; Bill Spain, Gilbert + Tobin; Elvira Naiman, Naiman Clarke

• In 2008 firm’s partnership grew by 29%, market share went up by 20% and revenue increased by 18%

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sponsors Cicero Cicero is an Australian owned specialist legal executive search, selection and training firm with a reputation for honesty and responsiveness. Their focus is assisting lawyers progress their careers and working closely and strategically with clients to build their businesses. Cicero has national reach within Australia, and with associated offices internationally.

Jonathan Gill, managing director P: 02 9222 2922 E: jgill@cicero.com.au W: www.cicero.com.au

• Acted as sole legal adviser to Westpac on A$47bn merger with StGeorge Bank – the largest ever corporate merger in Australia • Advised Sanofi-aventis on its A$560m acquisition of Symbion CP Holdings Finalists • Chang, Pistilli & Simmons • Henry Davis York • Truman Hoyle Lawyers

MANAGING PARTNER OF THE YEAR WINNER Robert Milliner, Mallesons Stephen Jaques

Finalists • John Denton, Corrs Chambers Westgarth • Gary McDiarmid, Russell McVeagh • Danny Gilbert, Gilbert + Tobin • Margaret Fitzsimons, Thynne & Macartney • Bill Fazio, Herbert Geer

OUTSTANDING CONTRIBUTION TO THE LEGAL PROFESSION WINNER Justice Michael Kirby

Robert Milliner, Mallesons; Jon Gill, Cicero

• Led firm to highest revenue of any Australian law firm again in 2008 • Board membership at Business Council of Australia (BCA), chairing the BCA’s Business Reform Task Force • Chairs Large Law Firm Group (LLFG) asleading advocate of national legal uniformity Mary Macken, Law Society of NSW; Justice Michael Kirby;

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Australasian Legal Business ISSUE 7.6

FEATURE | ALB Awards >>

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FEATURE | interview >>

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Australasian Legal Business ISSUE 7.6

FEATURE | interview >>

in-house perspective

In the spirit of fair play As New Zealand’s Commerce Commission steps up its campaign against anti-competitive conduct, general counsel Peter Taylor talks about resourcing and the outsourcing of work

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general counsel with a burgeoning litigation workload? It’s enough to make any managing partner prick up their ears in today’s counter-cyclical environment. But as Commerce Commission general counsel Peter Taylor points out, outsourcing is not the only viable option available.

The Commission

The Commerce Commission, like its Australian counterpart the ACCC, is responsible for the enforcement of competition and consumer protection legislation. Its influence also extends to legislation specific to particular industries such as telecommunications, dairy and electricity. The Commission also examines sectors not currently subject to regulation with a view to establishing whether any is required.

These reviews can be initiated by either a request from the government or the Commission.

New Zealand saw a change of government last year, with the more conservative National Party coming to power. It’s still early days, but Taylor says there is no sign of a change in direction from www.legalbusinessonline.com

the government on the issue of competition policy. “We can’t see any major change – there doesn’t seem to be an appetite for reform,” he says.

“The expectation seems to be that we’ll continue to do our job under the current legislation.”

Core functions

In contrast to private companies, where legal work might comprise only a small part of the business, the Commission’s core operations as an enforcement agency have a strong legal focus. Taylor has 30 lawyers in his team advising on a number of different issues, such as use of the Commission’s statutory powers by investigative teams, merger queries and industry regulation. But in recent times it is litigation work that has come to the fore as the Commission steps up its enforcement activities.

“The Commission has an enforcement program which has a focus on the major cases that involve conduct of the most potential detriment to New Zealand,” Taylor says. Litigation, with the everpresent potential for lengthy appeals, is a costly process and Taylor says that the renewed emphasis on

“We can’t see any major change – there doesn’t seem to be an appetite for reform.

The expectation seems to be that we’ll continue to do our job under the current legislation”

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“Litigation is a core area of work and we’re trying to build a high quality team in-house – so why outsource the work? It’s a strategic reason for giving lawyers a compelling reason to stay”

enforcement has been underpinned by a significant increase in funding.

When Taylor joined the Commission in 2000, there was a budget of NZ$1.5m to fund litigation. That annual figure is now NZ$10m.

“The enforcement work has become increasingly complex – pursuing international cartels, for example,” Taylor says, noting the increasingly serious nature of cases which are coming before the body. Is this a sign of companies becoming more brazen in their flouting of competition legislation?

Taylor notes that there is another potential inference, namely that it is the exposing of cartels, rather than cartel activity itself, which is on the rise.

And, as in Australia, there is always an incentive for parties to come clean – the first member of a cartel to break ranks can apply for leniency and immunity from Commission initiated proceedings, on the condition of full cooperation.

“There are a greater number of cartels being disclosed,” Taylor says.

Outsourcing

Litigation work might seem an obvious candidate for outsourcing, but at the Commerce Commission there has been an attempt to perform at least part of this work in-house.

It’s a way of managing cost and also managing the skill level of the team.

“Litigation is a core area of work and we’re trying to build a high-quality team in-house – so why outsource the work?” Taylor says. “It’s a strategic reason for giving lawyers a compelling reason to stay.” There’s also another important reason for building up expertise in-house – ironically, at a time when firms are scrambling for work, they are frequently precluded from acting for the Commission for conflict reasons. “It is hard to find firms which have the requisite capacity that 66

are not conflicted,” Taylor says. “It’s a major issue for us. Frequently, the decisions [of what firm to use] are made for us because of the conflict issue.” That said, the Commission is not shopping around for a new deal, with Taylor describing its relationships with external advisors as “reasonably settled”.

The Commission does not have a formal system for internal billing, but Taylor flags this as an issue of interest now that it is performing more work in-house. “When you’re working with a firm, you can be creative with the negotiations and give the firm an incentive to get the work done at an appropriate delegated level – but where is the incentive to do that internally?” It comes down to an issue of productivity rather than cost and – as Taylor points out – the cost of doing work in-house is always significantly lower.

Time and place

Taylor has been general counsel at the Commission for nearly nine years, prior to which he practised in London with Denton Wilde Sapte and in Wellington with Simpson Grierson. “It was a question of place and time,” he says of the move to the Commission in 2000. “There were a number of partners and work was dwindling. I’ve always been interested in competition law and it seemed an interesting opportunity.”

And what advice does he have for lawyers who are advising clients on compliance with the legislation administered by the Commission?

“Make sure you have the right expertise,” Taylor says. “If you need assistance, seek it out.”

Ultimately, he says it’s a question of respect: “Treat the Commission with respect – don’t play games. It pays to be honest and upfront.” ALB Australasian Legal Business ISSUE 7.6

FEATURE | interview >>

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lifestyle >>

Luxury living in New Zealand Kauri Cliffs & The Farm at Cape Kidnappers

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wo luxury lodges – Kauri Cliffs and its sister property, The Farm at Cape Kidnappers – have brought New Zealand recognition as a Mecca for discerning global travellers in search of boutique hideaways and for their “must play” golf courses.

Kauri Cliffs, located in the Bay of Islands region, is just a 40-minute flight from Auckland. Set on more than 6,500 acres near Matauri Bay, it enjoys spectacular 180-degree views of the Pacific Ocean and overlooks the championship golf course. The beautiful lodge is built in the grand colonial style and hosts a range of breathtaking, spacious living and dining rooms, which are ideal for relaxing and taking in the views. Many open on to covered verandahs providing options for al fresco dining next to outdoor fireplaces as you take in the mesmerising views.

Eleven outlying guest cottages, each with two guest suites, provide the accommodation at Kauri Cliffs. Each suite has its own private porch, comfortable bedroom and sitting area with gas fireplace, walk-in wardrobe and spacious bathroom. The two-bedroom Owner’s Cottage is another step above and recently graced the cover of American design bible Architectural Digest.

There is a world-class championship golf course, rated the Best New International Course in 2001 by Golf Digest, but nongolfers need not despair. Kauri Cliffs is

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also named in Tatler magazine’s 101 Best Spas for 2009, and a host of other popular activities can keep you occupied, such as beautiful walks to the giant Kauri Tree, relaxing at Pink Beach and exploring the Cavalli Islands.

The Farm at Cape Kidnappers has brought a five-star experience to New Zealand’s Hawke’s Bay wine region. Set on

►► Kauri Cliffs and The Farm • Kauri Cliffs’ golf course was named #1 International in Golf Digest’s World’s 50 Best Golf Hotels; The Farm’s was named 13th Best International Course outside the US by the same magazine • Tariffs at both properties includes pre-dinner drinks with hors d’oeuvres, a la carte dinner and full breakfast • Prices at Kauri Cliffs start from A$459 a night, at The Farm they start from A$354 – depending on the time of year • The Winter Special, just for Australian residents, on accommodation at Kauri Cliffs and The Farm at Cape Kidnappers runs from 1 May–31 October and includes a day of unlimited golf or a 50-minute massage for every night you stay.

There is also a special Stay Six Nights, Pay for Five Package (sixth night free) for stays at both Cape Kidnappers and Kauri Cliffs • For more visit www.capekidnappers.com or www.kauricliffs.com ; Kauri Cliffs Reservations: Phone 64 9 407 0010; Cape Kidnappers Reservations: Phone 64 6 875 1900

a 6,000-acre sheep and cattle farm with breathtaking views of the Pacific Ocean, The Farm is like no other and offers a range of luxury accommodation, including 24 comfortable and spacious suites and rooms, and a four-bedroom Owner’s Cottage.

The suites have large porches with stunning views of the sea and the idyllic farm. A traditional rural farm design theme runs through the property, creating a clever blend of rustic materials with state-of-the-art amenities.

The focal point of the property, the lodge resembles a cluster of farm buildings on the exterior, yet inside this gives way to a beautifully appointed and graciously scaled lounge and dining rooms.

Food and wine are highlights of any visit. Conde Nast Traveller magazine listed The Farm at Cape Kidnappers on its 2009 Gold List and named it Best for Food.

There is also a wine tasting room.

The golf course is a “must play“ destination for golfers from around the world. It is tempting not to venture off the property as there is much to do with spectacular walks and farm tours, lovely picnic spots, and a day spa where you can have a facial or massage while gazing out across the stunning farm landscape to the Pacific Ocean beyond. But for those who choose to explore, Hawke’s Bay is one of New Zealand’s best wine regions, so it is great for a day of touring and tasting at local cellar doors. ALB Australasian Legal Business ISSUE 7.6

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lifestyle >>

To PePPers oN The PoiNT, Lake roTorua

► peppers on The poinT • Is built on the site of a former Maori pa (village), the remnants of which can be found on the headland • Prices for accommodation start from A$535 a night, depending on the time of year • Has a private beach, gymnasium and tennis courts • For more information and bookings phone +64 7348 4868 or visit www.peppers.com.au.

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o city encapsulates the heart of New Zealand quite like Rotorua. Set on the shores of a sparkling lake and built upon a geothermal wonderland, it is steeped in Maori history and culture.

Set on 2.8 hectares on the edge of Lake Rotorua, Peppers on the Point is a 1930s mansion that has been transformed into an exclusive boutique lodge.

Its reception rooms, including a quiet reading room/library with computer, pool room, large entertaining rooms and several dining rooms, are all tastefully decorated to the highest standard, and feature beautiful antiques that provide an unbroken link to the mansion’s history.

Nine spacious and individually decorated suites, including two selfcontained cottages, all have their own unique charm – and all but one have panoramic views over the lake, making www.legalbusinessonline.com

them perfect for a private, romantic dinner for two as the sun goes down over the water.

Indeed, world-class dining is one of the features of a stay at Peppers on the Point. The restaurant prides itself on using the best, freshest local produce to create modern New Zealand cuisine.

Pre-dinner drinks and canapés are enjoyed around a cosy fire in winter and on the terrace during balmy summer evenings, before guests adjourn to the dining room where a decadent four-course gourmet dinner is served, complemented by an exceptional wine list.

Or, if you’ve had a particularly successful day’s fishing on the lake and have landed a rainbow trout, the kitchen will cook your catch just for you. Superb fishing is just one of many activities available to guests wanting to experience the great New Zealand

outdoors in style and comfort. A helicopter flight to an active offshore volcano or jet-boating are among the activities that can be arranged for those who enjoy a touch of adrenaline with their relaxation.

Guests who enjoy more sedate sightseeing can visit the geothermal fields, take in a day of Maori culture, visit the Rotorua Museum of Art and History or take in a casual round of golf.

But if you enjoy your relaxation taken slowly, Peppers offers a range of spa treatments from massage and aromatherapy to volcanic mud body wraps.

Peppers on the Point truly offers guests the best of all worlds – peace and quiet in a stunning geographical setting, but just minutes from a city bursting with culture and life and providing all the luxuries that make your stay the escape of a lifetime. ALB

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lifestyle >>

Great expectations Road test: Saab 9-3 Convertible Reviewer: Jeff Wareing

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rom the day it was launched, the latest incarnation of the Saab 9-3 Convertible had plenty of critics to win over. Its predecessor was well equipped, comfortable and stylish, yet the motoring media bagged it mercilessly for its lack of structural rigidity. It flexed, creaked and groaned, and in the words of a certain Mr J Clarkson “the old drop top flexed like a rabbit’s ears”. “Cornering was a joke, and woe-betide the driver who inadvertently ran over a pothole, because the whole thing would shudder.

You could actually see the dash moving on its mountings. It was terrible,” he said.

So, what has Saab done to silence the critics? For starters, the new model is much stiffer. Saab claims that the body is three times more rigid than its predecessor and it certainly feels that way. The additional rigidity translates into vastly improved road-holding and levels of handling

finesse. However, this is by no means a sports car. When pushed it understeers and it is possible to catch the electronics napping and induce unwanted wheelspin. Generally speaking though, the ride is smooth and composed.

Our test vehicle was a 2.0t Vector in ‘Saffron’ (bright yellow to you and me).

The four-cylinder power-plant is capable, but only starts to hit its straps once in third gear with the turbo wound up.

This is evidenced by the relatively sedate 0-100kph time of around 10 seconds.

The exterior styling is evolutionary and instantly recognisable as a Saab. The design is attractive although the rump can look a little heavy from some angles. The frontal styling is bold and the five-spoke alloys give the car a purposeful stance.

The soft-top is easily raised or lowered in around 20 seconds with no manual intervention. It has a triple layer cloth construction and when raised is surprisingly quiet. When lowered, there is very little wind noise of buffeting in the cabin. One of the best design features is how the exterior colour is

brought “inside” the vehicle along the top of the doors, rear side trims and the tonneau cover.

The interior is generally of a very high quality. The seats are wonderfully comfortable and tastefully covered in high-quality leather. To some eyes the dashboard is a little plain, but it is supremely functional and intuitive, unlike some other vehicles on the market that require a university degree before operation. Attention to detail is high, but there are a few signs of cost cutting.

The handbrake feels flimsy (as does the blank that fills the space where the LHD handbrakes are installed), the indicator stalk is GM at its worst. Apart from these minor transgressions, the cabin is a really good place to be.

Overall, this is a vastly improved offering from Saab, but it must be accepted for what it is. The 9-3 convertible is not a hairy-chested, cutand-thrust performance machine. It is a smooth, sophisticated, well built, comfortable vehicle. It engenders a feeling of well being and calmness. ALB

►► saab 9-3 Convertible • Prices start at a little over A$65,000 and top out at more than A$90,000 • Eight different engines available – three different 2.0-litre turbo petrol engines, two different 1.9-litre turbo diesels, two different 2.0-litre turbo biodiesel engines or a 2.8-litre turbocharged V6 • Four different models – Linear, Linear Sport, Vector and Aero • For more information visit www.saab.com.au

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lifestyle >>

www.legalbusinessonline.com

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Sign off >> Japanese mid-market M&A industry volume by target sector 5%

3.4% 19.9%

6.9%

8.8%

19.1%

9.6%

12.2%

13%

Energy and Power

Consumer Staples

Healthcare

Industrials

Telecommunications

Materials

Media and Entertainment

Financials

Retail

High Technology

Consumer Products andrvSe ices ts and Services Source: Thomson Reuters

Real Estat Real Estat

Taylor Wessing gets creative T

aylor Wessing recently unveiled a handful of cost-cutting initiatives, in an effort to brave the financial crisis – and found a few new measures with a difference.

In addition to making up to 20 redundancies, and offering sabbaticals and voluntary redundancy to all staff, the firm has also offered all employees an extra two weeks of holiday in return for a 3.85% reduction in salary.

The sabbaticals suggested are on 10% pay, with client secondments and the transfer of lawyers between practice groups also an option for practitioners to consider.

The firm has also followed the lead of other UK firms and will be freezing staff salaries at current levels until the end of the 2010 financial year, culminating in a reduction in salary bands across the firm. ALB 72

Eversheds chief shows off firm’s green credentials E

versheds senior partner Cornelius Medvei recently showcased the firm’s London headquarters on Wood Street in a CoreNet Global New York presentation at Manhattan’s Time-Life Building.

The presentation, entitled ‘Workplace Innovation: Changing the Rules in the Legal and Banking Industries’, heralded the firm for being successful in fostering a flexible workplace culture through what could prove to be potentially revolutionary architecture, design and technology.

In addition to encouraging workplace flexibility, Evershed’s London headquarters reportedly minimises

environmental impact and promotes sustainability through the use of green roofing; chilled beam air conditioning; sustainable and recyclable building materials – which include recyclable carpet; certified timber veneer; intelligent lighting; recyclable furniture; and locally sourced products and finishes.

The building also has a BREEAM (Building Research Establishment Environmental Assessment Method) “excellent” rating and won the 2009 British Council for Offices regional award for Best Corporate Workplace in April. ALB

Sensitive information is rubbish C

lients of US law firm Frenkel Lambert Weiss Weisman & Gordon were shocked to find that personal information, such as addresses, medical records and Social Security numbers, had been dumped in bins outside the firm.

The client files had been disposed of as part of a firm clean-up in preparation for an office move in June. Under New York law, businesses must dispose of private information in a safe manner. ALB Australasian Legal Business ISSUE 7.6