The Lex 100: Archives

Zain & Co. is a full-service firm whose key practice areas include banking and finance, corporate, dispute resolution, real estate and intellectual property.

The combination gives Dentons clients access to lawyers working in 74 countries.

“Clients in South East Asia, and clients wanting to do business there, will benefit from high-quality legal service on a truly global scale that only Dentons can offer”, said Joe Andrew, Global Chairman of Dentons.

“The launch of this combination with a truly high-quality firm in Malaysia gives us an even stronger presence in South East Asia and will further allow Dentons to pursue its strategy to become a pan-Asian law firm that reaches more of Asia than its competitors”, said Elliot Portnoy, Global CEO of Dentons.

Guidance was published yesterday (13 September) by the Ministry of Justice (MoJ), with the main conclusion that if no arrangement is reached with the EU, the UK will have to rely on domestic common law rules currently applied to cases involving non-EU countries for cross-border European disputes.

Currently the UK applies reciprocal EU rules to determine the jurisdiction of a given civil dispute, which country’s laws apply in a dispute, how judgments may or may not be enforced in different countries, and how cross-border legal procedural matters are handled.

In a no-deal scenario these laws will be repealed, but the UK will continue to follow existing international agreements, such as the Hague Conventions, which outline some dispute frameworks but are less comprehensive than EU guidelines. The guidance note also stated that the UK would retain Rome I and II rules, which dictate the that law applies in both contractual and non-contractual matters and largely do not depend on reciprocity.

And in an announcement unlikely to inspire confidence, the MoJ recommended that those likely to be involved in civil cases on 29 March 2019, should seek legal advice: ‘Broadly speaking, cases ongoing on exit day will continue to proceed under the current rules. However, we cannot guarantee that EU courts will follow the same principle, nor that EU courts will accept or recognise any judgments stemming from these cases.’

Ed Crosse, dispute resolution partner at Simmons & Simmons and president of the London Solicitors Litigation Association, told Legal Business: ‘This “guidance” in effect provides no practical advice to parties in the UK who may be concerned about where their disputes may be heard, and whether a decision from the courts of England and Wales will be recognised and enforced in a member state court after Brexit.’

For others, there really is nothing to worry about. Stewarts commercial litigation lead Clive Zietman commented: ‘The idea that there will be no mutual enforcement between our country and Europe is fanciful. Something will be agreed. People forget there was a system in place before we were even in the EU.’

While a no-deal scenario is not a certainty, it is contributing to a sense of unease around the future status of London as a global disputes hub. To take advantage of the uncertainty, Paris introduced an English-language common law commercial court in the summer, offering lower court fees and guaranteed enforceability of judgments throughout the EU.

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UK insurer Legal & General is taking on £4.4bn of historic pension liabilities relating to the Airways Pension Scheme (APS) in a bulk annuity designed to reduce risk in the scheme.

A&O and Eversheds are advising the trustees, with A&O’s team led by insurance partner Philip Jarvis and counsel Kate McInerney. For their part, Anthea Whitton and Francois Barker are heading the Eversheds team.

The CC team advising Legal & General is being led by corporate partner Katherine Coates and pensions partner Sarah McAleer.

The deal also covers existing longevity reinsurance contracts of roughly £1.7bn entered into by APS via a captive insurer with Canada Life Reinsurance and PartnerRe, which were incorporated into the buy-in arrangement. Closing of the deal will mean that APS is now 90% hedged against all longevity risk.

‘This deal is very significant in the market and part of a trend of which there are push and pull factors,’ one City partner told Legal Business. ‘On the push side, there are trustees out there looking to de-risk and on the pull, market conditions are making deals like this economically viable transactions.’

APS was established in 1948 and it was closed to new members from 31 March 1984. The scheme had 24,196 members, of whom 1.4% were active members, 3.6% deferred members and 95% pensioners. At the end of March 2018, APS had assets totalling £7.6bn.

Elsewhere, the blistering private equity market saw A&O win the mandate to advise private equity giant Blackstone on its €1bn acquisition of a majority stake in Baltic bank Luminor. The deal involves funds managed by Blackstone and other institutional investors acquiring a 60% stake in the bank, with Nordic banks Nordea and DNB each retaining a 20% stake.

A&O’s private equity partner Karan Dinamani led on the deal – the Magic Circle firm’s inaugural deal for Blackstone on the buyout side – which builds on a long-standing relationship acting for Blackstone’s lenders on real estate transactions.

Commenting on the frothy PE market, Dinamani told Legal Business: ‘A lot of private equity players are looking to acquire right now and the London market is roaring. The fact that a private equity player is acquiring a majority in an European Central Bank regulated bank makes the deal interesting and complex.’

With €15bn of assets, Luminor was created in 2017 through a combination of Nordea and DNB’s operations in the Baltics.

Meanwhile, a £1.5bn deal that saw Blackstone Property Partners and Telereal Trillium acquire Network Rail’s commercial business estate sealed roles for Kirkland & Ellis, CC, Eversheds and Gowling WLG.

CC and Eversheds acted as legal advisors to Network Rail, with CC’s team comprising partners Franc Peña, Angela Kearns and Adrian Levy and Nick Bartlett leading for Eversheds.

Kirkland and Gowling advised buyers Telereal and Blackstone, with the Kirkland team led by corporate partner Michael Steele and including corporate partner Carlos Gil Rivas. Mike Twinning led the Gowling team.

The portfolio includes 5,200 properties, the majority of which are converted railway arches.

The sites are being sold on a leasehold basis, with Network Rail retaining access rights for the future operation of the railway. The proceeds are being put towards the UK railway upgrade plan.

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Revenue at the top 25 firm for the year to 30 April, announced today (13 September), was £236m, up from £199m last year. The firm also said profit per equity partner (PEP) increased, without specifying a figure, but this year’s LB100 estimates it rose 9% to £327,000.

DWF announced in June it was eyeing up an initial public offering (IPO) on the London Stock Exchange. Eyebrows were raised at the reported £1bn price tag, with a more realistic valuation seen to be in the £400m-£600m range.

Chief executive Andrew Leaitherland (pictured) commented: ‘We are already positioned positively for the next phase of our development, but we believe an IPO would be one of the options that would allow us to achieve our strategic objectives, notably by further increasing our capacity to invest in IT and Connected Services, while also enhancing our ability to attract and retain the best talent.’

DWF’s recent history has been marked by a spate of office openings in Europe, North America and Asia-Pacific, as well as the acquisitions of legal cost business NeoLaw last June and claims management firm Triton Global. It also brought in the man who spearheaded DLA Piper’s meteoric rise from regional upstart to global giant, Sir Nigel Knowles, as chair in September last year.

More recently, it hired the brains behind Freshfields Bruckhaus Deringer’s Manchester services hub, Anup Kollanethu, to head a new managed services role. Former DLA chief information officer (CIO) Daniel Pollick also came in to a newly created CIO role.

DWF said it had recruited more than 35 partners, although overall partner numbers have only increased from 279 to 289. The firm also formally launched its Connected Services arm, a division of independent businesses which work alongside the firm’s legal teams to help clients manage risk, reputation, cost, time and resources.

‘This has been another very strong year for DWF, with growth across all of our businesses,’ Leaitherland said. ‘We have prioritised making significant investments which will drive the long-term success of our business and enable us to transform the way legal services are delivered.’

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Topping the list was a permanent restriction on Green drawing on any privileged information seen during his six-year SFO stint.

There were also conditions stating that he must not deal with the SFO on behalf of Slaughters, advise Slaughters on any work related to the SFO or be involved in lobbying the government or the SFO on behalf of the Magic Circle firm for two years.

The letter was published on Wednesday 12 September by the Advisory Committee on Business Appointments (ACoBA), the government body which delayed Green’s hire over the summer to complete its process of vetting ministers and civil servants for conflicts when they move into commercial roles.

There had been concerns over a conflict of interest, as Slaughters advised the SFO on a dispute triggered by a botched raid against the Tchenguiz brothers, in addition to representing Rolls-Royce on its deferred prosecution agreement (DPA) with the SFO. Notably, the letter stated that Slaughters received ‘circa £15m’ for the instruction on the Tchenguiz matter.

It seems the SFO had a number of options available to them for the mandate, with the letter revealing: ‘The SFO also confirmed that 4 City firms were approached but that Slaughters were selected… as they had no conflicts preventing them from acting; and they offered a lower rate.’

To prevent any conflicts of interest, the Magic Circle firm has agreed to form what it termed an ‘information barrier’ to prevent Green from accessing any information on matters relating to the SFO. However, Slaughters noted that Green would be free to work on SFO cases which were ‘completely new after 21 April 2018’, the date Green left the agency.

Green is set to join Slaughters on 22 October, six months after he stepped down from the SFO. Former FBI general counsel Lisa Osofsky was named as Green’s permanent replacement on 4 June.

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A merger would be good for a partner headcount of 80, while overall staff numbers would be 404. A combined revenue of about £52m would put the merged firm close to the UK’s top 60 by revenue. A vote is set for 27 September.

BDB recorded a 3% revenue drop last year to £33.7m, while profit per equity partner (PEP) fell by 10% to £222,000. Its revenue has only increased 8% since 2013. Pitmans, similarly, saw its revenue fall 3% in the year to 30 April 2017, down to £18.7m from £19.2m.

A merger would look to reverse the flagging revenue figures at both firms. Thames Valley-based Pitmans is no stranger to mergers, with the firm completing a tie-up with City-based Calverts Solicitors in 2015.

BDB, for its part, has been eager to expand, last year absorbing the nine-lawyer office of King & Wood Mallesons (KWM) in Cambridge, with the office looking to extend its reach beyond its real estate focus.

Core practice areas for Pitmans are pensions and disputes, while BDB counts private wealth, infrastructure and corporate as its key offerings.

The firms said: ‘We have decided to make this announcement now so that we can be transparent with our staff and clients throughout the process. As the discussions progress we will make further announcements.’

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1. Morrisons faces employment tribunal claim over equal pay [via The Guardian]

2. Jamie Oliver teams up with Tesco [via BBC News]

3. Waterstones buys Foyles ‘in face of Amazon’s siren call’ [via The Guardian]

4. Co-op prescribes pharmacy comeback with Dimec deal [via Sky News]

5. Network Rail sells railway arches to Blackstone and Telereal for £1.5bn [via Sky News]

Green will join the firm as a senior consultant on 22 October, six months after leaving the SFO. The firm says Green, who led the SFO for six years, will not work on any matters at the firm that he was involved with while at the SFO.

Slaughters was after the highly-coveted Green for months but his appointment was held up by regulatory approvals , particularly in the form of the Advisory Committee on Business Appointments (ACOBA). Its clearance was required before Green could swap public office for work in the private sector.

Green (pictured) has considerable expertise following his stint at the SFO and his move to Slaughters was seen as potentially problematic, given its role advising the SFO on a legal wrangle triggered by a botched raid against the Tchenguiz brothers, as well as advising Rolls-Royce on its deferred prosecution agreement with the SFO – viewed as one of Green’s key wins during his term heading the agency.

ACOBA was set up to vet moves by ministers and civil servants into commercial roles for conflicts. The maximum job restriction period it can apply on future employment is two years, although such restrictions are very rare.

Green will be advising companies and individuals facing investigations brought by criminal and regulatory agencies in the UK and internationally. His hire follows Slaughters’ third-ever lateral hire in April this year, when it brought in former Hong Kong Securities and Futures Commission director of enforcement, Wynne Mok, to its Hong Kong office.

Green commented: ‘I am delighted to be joining a firm which has such a deep understanding of the interests and needs of companies and individuals facing criminal investigations across the world. Slaughter and May is a natural fit for me and I look forward to being a part of the firm’s global investigations practice, which rightly enjoys a pre-eminent reputation.’

Richard Swallow, co-head of Slaughter and May’s global investigations group, said: ‘David will give us a unique perspective and his arrival at the firm is great news for our clients. The appointment of David, and Wynne in Hong Kong, reinforce the firm’s commitment to, and existing expertise in, this very significant area.’

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SPG Law is a partnership of top-drawer UK and US lawyers who all have expertise in group litigation related to consumer, pharmaceutical and environmental cases.

The firm is one of the largest claimant firms in the North West. The Merseyside office currently has 28 fee earners and intends to have more than 50 employees by the end of the year. SPG will be offering training contracts and pupillages to local law school graduates so watch this space.

Founding Partner Harris Pogust, who has practised in the US for over 30 years, said: “We want to bring the ‘US approach’ to group litigation to our UK clients and marry that with the talents of some of the top barristers and lawyers in the UK. We see a great opportunity to assist UK citizens who seek recompense for serious wrongs brought upon them by major multi-national corporations”

“We have chosen Liverpool as our UK base because we’re big believers in utilising the talent and resource of the region as well as the strong belief that Liverpool is a great place to start a major law firm such as ours.”

Minister for the Northern Powerhouse, Jake Berry MP said: “It is fantastic to see Liverpool attracting overseas investment, in turn bringing more jobs to the North West. As a lawyer myself, I have long believed that you do not need to be in London to enjoy a successful legal career.”

SPG Law joins Taylor Wessing which also recently opened an office in Liverpool.

The company announced today (10 September) that it planned to issue £70m of new shares and sell part of the shares held by existing shareholders in a float expected to take place in October.

Morley, who retired as A&O’s senior partner in 2016 after a 36-year stint at the Magic Circle firm, has taken over from Vannin’s co-founder Dan Craddock, who has assumed the role of deputy chair and will continue as chair of the funding committee. Morley’s appointment comes at a time of rapid growth for the funder and follows the hire of Fountain Court Chambers’ Paul Martenstyn as managing director in July. So far in its 2018 financial year, which ends on 30 September it has signed £62m of new funding commitments and has a £90m pipeline of potential new funding commitments.

Between 2015 and 2017 total income increased by 42% to £36.5m, operating profit increased by 32% to £28.1m and profit after tax increased by 22% to £21.2m. Vannin expects to end the 2018 financial year with roughly double the £42m funding committed in 2017. Part of the proceeds from the float will be used to repay a £27.2m shareholder loan provided by Craddock.

Morley enjoyed an illustrious career at A&O, having been elected managing partner in 2003 for five years and then global senior partner until 2016. Under his leadership, the firm’s revenues doubled from £652m to £1.31bn, resulting in 175% profit growth from 2004 to 2016.

He told Legal Business: ‘Vannin Capital approached me about five or six months ago. At the time, I didn’t know much about litigation finance, but the more research I did and the more people I spoke to, the more I realised this was exactly what I wanted to do. What attracted me was the fact that this is a business focused on the high-end side of the market. I knew I could add my insights on the way lawyers think about global business.’

Since his retirement, Morley has headed a leadership and consulting business and has acted as chair of private equity fund Elaghmore, chair of A&O’s newly established leadership centre and an Honorary Visiting Professor at Cass Business School at City, University of London. He is also a Meyler Campbell-trained business coach.

On the IPO, Morley added: ‘Litigation finance is here to stay. It’s about rapid change as well as rapid growth. It’s going to be part of the legal landscape. Every law firm will have to have a strategy around it. These ambitious global growth plans need access to large amounts of capital, but it’s also about raising the profile.’

Within the last year, Vannin Capital has also hired Richard Hextall from global insurer MS Amlin as its CEO and David Collins from Prudential as CFO. It intends to drive growth in its core areas and also plans to expand into Singapore, Hong Kong and the US.

It also expected to invest in commercial arbitration and investment treaty with additional hires, and to increase its headcount generally with targeted hires.

Craddock commented: ‘David is known and respected the world over as a proven business leader and legal services innovator. His appointment underscores Vannin’s strategic intent and continues the strengthening of the senior team’s ability to deliver its ambitious, sustainable growth strategy.’

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