Category: Interviews

GC: Tell us about your pathway into law?

Rupert Skellett (RS): I initially read English Literature at University and ended up working in book publishing for Penguin. But, I decided that wasn’t for me, and I felt that I needed some kind of “skill” that would make me employable: I was great at analysing and reading literature, but, not really much else. So, I completed a law degree at City University of London and then went to bar school and then a commercial set of chambers. When my pupillage finished, I didn’t fancy going to the bar, so I managed to get a job in Simkins, in their music department. I was there for a year or so.

Then, I went to work for a sole practitioner- James Rubenstein- who worked from his flat in West Hampstead, which was a bit weird, but it was great because it was very hands on sort-of- training: I’d sit about two yards away from him in his office. His clients included a few record labels, one of which was Domino, and another was Beggars. I ended up doing a lot of Beggars’ work. So when Martin Mills, the owner of Beggars, decided he wanted an in-house person, I’d already been doing the job for a couple of years and essentially, I was the natural choice. I will have been at Beggars for 20 years in January.

GC: Tell us about your work day, what items fall under the realm of legal at Beggars Group?

RS: Well for me, the priority of the work is to find new recording artists to sign. That is basically the goal, the one thing we all strive for. What we try and do is sign independent, alternative music and that’s generally UK or US based. Although, that is slightly changing in recent years. The idea is: that we don’t find acts which we think are going to sell loads and loads, instead we sign acts because we like them; we think they’re interesting; and we think that people should hear them. That’s the most exciting part because you go to see an act play live, and then hopefully you negotiate with them and sign them. So, that’s obviously a big part of the job: negotiating the terms of the deal and drafting the recording agreement. A lot of my work, apart from negotiation, is drafting in-house, probably more so than private practice. It’s a specialism, certainly for a music in-house role.

GC: What’s involved in the negotiation stage?

RS: You’ll often be in competition with a bunch of other labels, the artist’s lawyer will be representing the artist and then they will be representing various terms they have in other offers from other labels to you. Then, you have to decide whether you want to match them or not. There are things we can offer that other labels can’t: we very much pride ourselves on being a global company and that means we’re able to offer a really good deal to artists, because none of the revenue we receive goes through an inter-company royalty matrix—which other major labels operate. This is our distinct advantage.

We also sign far fewer acts than other major labels in order to really concentrate on each act. The way we’re set up is that we have our own people on the ground in every major record market in the world–who only work on our releases. We can bring a real focus to pushing, promoting and marketing our artists, much more so than other major labels. If you sign to a major label in the UK, you don’t really have much assurance, that you as an artist, are going to get any priority when your record is released in the US: you basically have to try and persuade your UK label to convince your US label to get behind you. Whereas, with us, it’s much more top-down. The company is run from New York and London, what we sign is prioritised throughout the world.

GC: You’ve been working for Beggars Group for around 20 years now, how has the music industry changed in those years?

RS:  The industry has changed massively in the last twenty years. For a long time, it was in the doldrums. For the first 15 years of this century, the global record industry kept on going down and down, to the point where it basically became half of what it was in the heyday years of the 90’s, with CD’s and the rest of it. The problem was piracy. Piracy was a huge problem which came with the internet. There were attempts in the early 2000’s to license various services and they didn’t really get off the ground. So, for a long time we were fighting piracy and tech companies who didn’t value rights in the same way that we do- so that was a real problem. But, since 2015, the global record industry started to grow again and that’s down to the streaming services—Spotify initially, then Apple Music and Deezer, for example.

GC: Tell me more about these streaming services, how have they changed the market?

RS: Spotify specifically– because it provides a free service and has basically removed any need for anyone to pirate any music. There’s no real excuse to pirate and it’s a lot more convenient. Still, there’s a certain amount of technological knowhow that you need to pirate music. However, things the music industry has been doing, in terms of blocking pirate sites, has helped. Trying to get search engine companies to cooperate with that, is quite tough. So, that’s what I was saying about trying to persuade tech companies to play nice with rights. That’s been a major challenge, but there are signs that is improving. But, it’s down to those efforts in the industry and also the availability of companies like Spotify, who have a great service—you basically have all of the world’s music at your fingertips, in a nice, easy way to find music.

GC: You mentioned piracy a past challenge to the music industry, what are the current challenges that you face today as a GC?

RS: What’s really interesting about today, is that when I was a teenager and in my early twenties, I was really into dance and house music. And, you couldn’t get it anywhere—it was really hard—there were a few record shops in London—a handful outside of London, there were barely any radio stations—and that was really exciting. But, now you have the exact polar opposite problem, you don’t have scarcity, you have too much content—so much content. Every day, hundreds of thousands of tracks are uploaded on Spotify.

GC: That must be quite difficult for you when you’re searching for talent, there’s so much content out there, where do you begin?

RS: This concerns going down the path of monitoring data. That’s obviously quite easy to do now, because there’s so much data out there and so many data collecting systems. Other record labels quickly initiate their flagging systems for anything that looks as if it’s doing quite well and they just sign whatever is on that data system. Whereas, we still definitely operate on the basis of seeing the artist play live, meeting them, getting a feel for their vision and obviously whether we love their music or not. So, the massive challenge is, even if you do sign the artist, how do you get that artist content above the tidal wave of other content that’s out there? That’s something that we’re really good at, because we are quite niche, and we have this global army of fans who promote an artist’s music. That is the real challenge now: the enormous amounts of content generated, which is down to cheaper recording processes and distribution. I mean, anyone can upload content, get a distribution partner and then have your music up on Spotify.

GC: Has social media had an impact on the growth of an artist?

RS: Social media is very important to an artist’s career now. But, you can experience a problem where you’re massive on social media but that doesn’t translate into consumption or sales of recorded music. So, you need to be careful that you tie them all together properly. There’s a lot of “well, why you can’t do this?” promotion, and it’s a constant battle between “promotion” and rights exploitation, and getting paid for rights exploitation. If you’re exploiting rights, you need to pay for them, because that’s our business and that’s what we thrive on.

GC: You spoke earlier of royalties and licenses. What’s the role that you play in the acquisition of a song?

RS: We have a publishing company, but we, the record company, handle the recordings—this is a separate copyright to the song itself. So, our music publishing company handles rights and acquires rights to songs. They sign song writers to exclusive song writing agreements. I’m involved in that side of things: the signing of song writers, in much of the same way as the record side; helping negotiate terms with the publishing company and then drafting the agreements. But, in terms of licensing songs, for instance, if someone were to use one of the songs in a TV program, or in a computer game, then we have a global licensing department who handles those things.

GC: You said that you work with alternative music, so you have a couple of clients from the UK grime scene, who have in the past, been faced with criminal allegations, how do you deal with that? What are the ramifications when clients face criminal proceedings?

RS: We’re as supportive as possible, where we can be. Mostly this is an issue for the manager and the artist lawyer, not us as the label.  But I do remember that with Giggs, when we were about to sign him in 2006, the Metropolitan Police phoned us up and told us not to sign him. But, we went ahead anyway, because, we thought it was wrong to deny him of the chance of generating a professional career as a recording artist. Yes, people might make mistakes, but you have to give them a chance to change, it didn’t make any sense for us to say: “you’re going to be punished for the rest of your life for something you did when you were younger.”

GC: If you could give yourself one piece of advice at the start of your career, after you qualified with your law degree, what would that be?

RS: Be careful what you wish for.

GC: Tell me about your pathway into law?

Dan Webster (DW): I studied law at the London School of Economics and went to law school in Chester. I got a training contract at what is now CMS Cameron McKenna. I qualified in litigation, stayed a couple of years at CMS and then then moved to SNR Dentons. I stayed there for a few years and then decided I wanted a change. To my surprise, an opportunity came up to be an in-house litigator at Harrods where the then owner was famously very litigious. Once at Harrods, I quickly realised that I was meant to be an in-house lawyer, and over time, I’ve evolved into a commercial, corporate, employment, IP all-rounder.

GC: Could you tell me a little about that change from private practice to in-house law? How did you find that transition?

DW: I was brought in initially as an in-house litigator. It quickly became apparent that there was a demand for more general in-house work and perhaps less than a full time job available for litigation work. So, I was very happy to broaden my skillset, I wasn’t someone who wanted to stay specialised. I was very happy to become more like a legal equivalent of a GP—if I can make a comparison to the medical profession. The fact that you can kind of turn your mind to most legal tasks, I found that very interesting, and I really enjoyed the variety. Therefore, I really embraced the opportunity to try and be an all-rounder within an in-house practice, as opposed to a specialist litigator.

GC: What does your role as an ‘all-rounder’ at Harrods entail?

DW: I oversee the legal function for the entire Harrods group. This includes commercial, corporate, IP, marketing and consumer work. I look after all the company secretarial work for the group too. I’m also data protection officer, which is probably quite unusual for a GC. I oversee all the GDPR related work. I’m also responsible for the trade mark and domain name portfolio.

GC: Tell me a little about your team and how they assist in the aforementioned work?

DW: I’ve got five lawyers, a contract manager and a paralegal (who we are currently recruiting). In addition to that, I’ve got responsibility for the data protection team, which is currently two professionals. I try to lead by example: by working hard and by having high standards. I tend not to micromanage and let talent flourish. I always seek to be approachable and supportive and to make work enjoyable for my team.

GC: What is a typical working day like for you?

I’m not sure that there is a typical working day, but this is one of the great things about being an in-house lawyer—it’s not repetitive and it’s unpredictable. You learn to expect the unexpected. You might come into work with a list of tasks you’d like to get done that day, but it’s highly unlikely that you’ll actually get through that list without the phone ringing repeatedly with queries and urgent tasks you’ve not anticipated. So, a lack of predictability is something which is a reality of being an in-house lawyer—but also one of the best things about being an in-house lawyer.

GC: How has your role as a GC changed throughout your time in the industry?

DW: I think the volume of work to be done has grown. There’s much more multitasking to do and perhaps a wider appreciation of the GC role and the legal function.

As I mentioned earlier, the legal department at Harrods absorbed the previous company secretary department and I’ve been appointed data protection officer. So, the GC role from my perspective, has become broader and more compliance focused. Even aside of my role as data protection officer, the legal work relating to data protection and data security has become a much bigger consideration during my period as a GC.

As I said, the Harrods business has grown, and so has the volume of legal work. There’s also been a shift towards keeping more of the work in-house and towards upskilling, rather than outsourcing. As a result, the legal team which I manage, has grown and all of us have had to become more versatile and more efficient.

I’ve noticed that during my period as a GC here, the legal department is increasingly seen as more of a general value-add, rather than just a legal function. We often take on more of a general role in the business projects we work on, rather than being limited simply to providing legal advice.

Being a GC is hard work and I don’t think it’s the easy option, when compared to private practice, if it ever was.

GC: Tell me about how you’re planning to use technology in your field?

DW: Another thing that’s sort of changed, is that we now have more of a focus on technology. Indeed, at Harrods, we’re currently trialling a contract management tool. It’s very early stages, but one of the contracts which we use repeatedly is a concession contract: we have many, many companies that operate concessions—effectively shop-in-shops— in Harrods, and it’s a complicated commercial arrangement. We have a fairly long concession contract. So, we are trialling technology which allows us to populate a precedent concession contract based on various different options, depending on the specific commercial deal you’ve struck on with a concession. The idea is that it will save us a lot of time and provide greater efficiency. But, as I’ve said, it’s quite a complicated agreement to do through a contract management tool. We are in the early stages, so it would be much too early to say whether it is a success or not.

GC: Could you tell me a little more about the work you do concerning trade marking?

DW: Well, Harrods has around 700 trademarks throughout the world. We need to protect our brand which obviously is very valuable. It’s one of the most famous brands out there and definitely one of the most famous retail brands in the world. The trademark acts as a deterrent to other organisations using our brand without our permission. It also means that if someone does try and use our brand without our permission, we’re able to enforce our trademark to stop this infringement.

GC: You spoke about your role within data protection, tell me about this?

DW: Companies the size of Harrods are required to appoint a data protection officer, and I took on that role for Harrods. I was appointed in the period before GDPR came into force. Therefore, I was involved in helping to manage the GDPR compliance project along with a data protection team. I am now responsible for the ongoing GDPR compliant operation of the Harrods organisation—assisted by the data protection team and plenty of other people within the Harrods organisation.

GC: Going off the back of that, is compliance a challenge for you and your team?

DW: I’ve talked about the company secretarial role and those challenges, but, we’ve got additional regulation in other areas as well. We have annual reporting obligations required by the Modern Slavery Act, and since 2019, we’ve got governance reporting obligations courtesy of the Companies (Miscellaneous Reporting) Regulations 2018. We’re also helping to prepare Harrods for the imminent introduction of IR35 which will impact on private companies who instruct consultants. As GC, I also attend the annual audit committee meeting and work closely with our internal audit and anti-money laundering team. Overall, there’s quite a lot of compliance work involved in my role, and that of the wider legal team.

GC: What are the current challenges you face at Harrods at the moment?

DW: The business never sleeps, so it’s genuinely a constant challenge—but, I wouldn’t have it any other way. The work-life balance can be an issue, but it focusses you to be efficient in the way that you work.

As well as business as usual, there’s always one or more major project to work on. At the moment, we’ve got a store-wide refurbishment project; we’ve been collaborating with Farfetch.com in relation to the new Harrods.com website; and we have two new business we are trialling away from the store: H Café and H Beauty.

Two years ago, one of the projects concerned divesting ourselves of four non-retail subsidiaries. All of these deals were being worked on simultaneously and in fact all of them completed around Christmas 2017, which was a memorable juggling act.

GC: What is in the pipeline for Harrods?

DW: We’re nearing the last stages of the store refurbishment project, we’ve recently reopened our food halls and a state of the art new beauty room. We’re revamping our chocolate room very shortly. We’re re-platforming the Harrods.com website which will be launching early this year. We’re trialling an H Café concept in Henley, which is both a café and a click-and-collect location, with changing rooms upstairs. We’ll be opening two H Beauty shops this year, this is a very exciting new beauty concept and effectively a new brand which we’re building from scratch.

GC: What have been the high points whilst working at Harrods?

DW: I’ve been very luck to work here during a period of rapid change, which has bought Harrods success and growth. Throughout this period there’s been drive, ambition and innovation. I’ve been very fortunate to be in the organisation at this time. Some recent highlights include the projects I’ve mentioned earlier. But another high point is my current team—I’m very lucky to have such talented and dedicated colleagues.

GC: If you could go back in time, when you were starting off your career in law, what would you tell yourself?

DW: I’d say try and get an in-house secondment as a trainee or junior solicitor. This will give you an early insight into both sides of the legal profession: private practice and in-house. This will help you plot your career path and give you a valuable insight into how businesses really work.

GC: Could you tell us about your pathway into law?

Alex Scudamore (AS): I read French and German at Bristol University, and then completed the law conversion course. Prior to starting that, I took the usual route of looking at different options in terms of what I might want to do. I ended up completing a vacation scheme at Macfarlanes LLP. Off the back of that, I was offered a training contract. I then completed the law conversion course and LPC. It was after this that my training and career at Macfarlanes started.

GC: How did you move in-house?

AS: I was in the commercial team at Macfarlanes. The department was broad in terms of the areas of law covered – anything from commercial contractual work, to IP, to brand protection and data protection. I was therefore geared up in a very commercial way. I was then sent on a secondment, initially to a card payment processing company – an industry I was not particularly familiar with. It started off as a three-month secondment, but ended up being nine months in total. It was semi-virtual, with half the time spent in their offices out in Cambridgeshire, and the other half of the time spent back at Macfarlanes. So my first taste of in-house life came when I was a year-and-a-half qualified. I then went back to Macfarlanes’ commercial department to carry on there. It was after this that an additional secondment opportunity came up at CSM, a sports marketing company. I enjoyed the opportunity so much that I ended up never going back to Macfarlanes. I ended up remaining at CSM for four and a half years.

GC: How did you come to be head of legal at the AELTC?

AS: I was very happy working in the sports marketing company. But, for me, the appeal of the AELTC was working for a rights holder, as a lawyer. When working for an agency, you’re unable to give external legal advice to your sporting clients – whether that be brands or players, you’re always at a slight distance. I was starting to think about my next move and the appeal of Wimbledon was obvious – it’s such a strong property, it’s such a strong brand, it’s established in the sporting world, and therefore an opportunity that I just couldn’t turn away.

I began as head of legal at the AELTC in September 2018. Before me, the AELTC never had a full-time in-house resource and instead used a combination of retained legal resource (via Kerman and Co.,) and other external firms. But the time was finally right to have that full-time, day-to-day legal resource, so I was brought in as the only full-time lawyer, as head of legal.

GC: What’s a typical working day for you?

AS: I would say no day is the same and the work is extremely broad. I mean, I certainly haven’t been bored since I’ve started working here, there’s been a steady workflow. There will usually be several major contracts on the go at any one time. These could be anything from a renewal with one of our key official suppliers, to queries that arise from broadcast arrangements, IP protection, ticketing issues and data protection. Recently, I’ve been doing a great deal of work on the grass court season that the AELTC has been investing in.

GC: Tell me about Wimbledon’s grass court strategy?

AS: We have invested in developing our grass court strategy. The aim of this is ultimately to provide world-class opportunities for junior players to compete on—and thrive on—grass, at all stages of their development. We’ve obviously got a Grand Slam event here, but there are many tournaments in Europe which form part of the women’s and men’s professional tours. These are very important, as we want to give players the best opportunity to play on grass. In that three-week gap between Roland-Garros, which is played on clay, and Wimbledon, which is played on grass, we have created a grass court series for the world’s top 150 players. We’ve announced a series of strategic investments to strengthen this season. We have also acquired sanctions to stage those tournaments. But, whether it’s been by way of acquiring sanctions or obtaining rights, in relation to the staging of the tournaments, we’re working with tournament delivery partners in the various territories to deliver these events.

GC: What’s legal’s role within the formation of contracts with your sponsors?

AS: If it’s a new official supplier (sponsor) deal, you will be brought into some of the earlier discussions, so around the heads of terms that might be agreed. You’re also brought in materially a little later on. We’re responsible for putting together our ‘official supplier’ agreement. We now have a standard form agreement that we will populate, often followed by some degree of negotiation. The agreement takes the form of your main body of legal terms and a schedule of rights setting out the rights that our official suppliers are getting. This is a standard structure in rights deals.

If you have a renewal of an existing agreement, then there may be certain items that would have been renegotiated commercially, so it would be our responsibility to work with the commercial team to negotiate these agreements.

Earlier on this year, we entered into a new partnership with OPPO – the Chinese mobile phone company. We haven’t worked with a Chinese partner before in the context of an official supplier arrangement, so this was an exciting new deal which also covers an entire new product category.

GC: How have you developed your skills during your time in the industry?

AS: As a lawyer, this is something that happens naturally – I have become much more strategic in a way which enables me to advise in a more commercial way. Having that ability to step away from the pure legal and really understand – to get under the skin of the business – greatly helps. Of course, you still must be that academic lawyer in many senses but I think, certainly in-house, you have a need to be both commercial and practical. You don’t want to be seen as the deal prohibitor in the organisation, you must be the enabler.

GC: Would you say that being a ‘business enabler’ is an advantage of working in-house?

AS: Yes, 100%. When you’re in private practice in a law firm, you have a variety of clients and, to a certain extent, you’re at an arm’s length from their day-to-day business. But, coming in-house, your ultimate main client is the business itself. You are there to protect – and have a credible working understanding of how the business works – whether that be financially or strategically. You also must be able to juggle the various different stakeholders within the business: from your senior board members – the executive board and here, at the AELTC, the committees, made up of members of the All England Club. You must balance those stakeholders within the business, but you must also be able to work with everybody – this includes those involved in the ‘on the ground’ delivery of The Championships. Though, for me, it’s the variety. There’s an awful lot that goes on to ultimately stage one of the best – well, we think The best – Grand Slam event in the world. As head of legal, you have a key role in making sure that you are doing everything in your power to protect the business.

GC: What sorts of challenges are you facing, or have you faced, working at Wimbledon?

AS: I think it’s getting to grips with the business – and that naturally does take time. You may have to deal with legal issues which you haven’t necessarily come against or had much exposure to before. Certainly for me at the AELTC, the area of broadcast has been a new area for me – from a pure commercial understanding, but also legally – so we’ve been working with external parties on that. It’s getting to grips with new areas – you definitely have to learn on the job. It’s not a case of looking things up in a book: reading a case isn’t necessarily going to help you, you’ve got to develop practical learning.

In my role, I would also say that it’s probably been juggling the number of different matters that require my attention legally. You also have to develop a deep understanding of broader issues in the tennis context, from a wider, global perspective. You need to grasp how the various other tennis organisations (like the professional tours for men and women, the WTA and ATP, for example) function and interact. This is very important for us as a Grand Slam event, so for me, the biggest challenge has been understanding how everything ultimately fits together.

I think as an organisation our biggest challenges are compliance related. We are delivering a major sporting event, with hundreds of thousands of people who visit the grounds, so one of our biggest challenges is security. Fortunately, we have great internal and external teams who focus on that. I think for me, it’s also certainly GDPR and data protection. We need to make sure that this continues to remain at the forefront of our focus as an organisation.

Also, there was an independent review into the sport of tennis from an integrity perspective. Since the Tennis Integrity Unit has been established, the AELTC has been actively involved in this to make sure we are upholding the highest levels of integrity in our Grand Slam event and, indeed, these new tournaments that we are now involved in.

GC: What have you enjoyed most during your time at the AELTC so far?

AS: The AELTC is growing at such a pace and we can’t afford to be complacent. We’ve acquired the Wimbledon Park Golf Club that is situated across Church Road from us – that ultimate expansion is very exciting. Further expanding our investment into the grass court tennis season has been a new thing for the AELTC – it’s been a new experience for me too. I’ve had to develop an understanding of how the ATP and WTA sanctions to stage tournaments work. Aside from some of the highlights mentioned, for me, it’s the ability to work with a range of people, and the exposure that I’ve been given within the organisation has been great. It’s pretty interesting for a lawyer here – you’re not kept siloed in your little box in an office tucked away, you are out there speaking to people. I’d like to think that I’ve become, or I am becoming, that trusted adviser within the organisation, which is what any in-house lawyer should strive to be.

GC: You mentioned the rights to stage such tournaments. Could you tell me a little more about these?

AS: It’s about making sure that the agreements we’ve got to stage these grass court events are robust enough to allow us to do what we want to do. We’ve had to juggle quite a few different parties – because on one hand, you must make sure that you’re acting in accordance with ATP or WTA rules (which govern how these tournaments must operate). Then, on the other hand, you’ve also got to manage the relationship with the entities that are delivering these tournaments on the ground. So, there has been some back-to-backing in these agreements: making sure that we’re not giving third-party rights in relation to the tournament, which we ourselves do not have. That has been quite important from a legal perspective because there’s a real balancing act around those protections.

GC: What’s in the pipeline for the AELTC?

AS: We’re continuing to invest in The Championships, which is the pinnacle of the sport of tennis. The investment in the grass court tennis season instils the love of the game in people and, ultimately, the ambition to play at Wimbledon at a young age. We also have the acquisition of the Wimbledon Park Golf Club – that was a very important moment for us in terms of our master plan for the future. We’re investing in our environmental sustainability too. Continually trying to improve and never becoming complacent is key for us.

GC: How important was mentorship for you, as you developed within your own legal career?

AS: I think it’s important to have a mentor, especially from an in-house perspective. This need not necessarily be a lawyer, but someone you can learn from in a career development perspective – someone who’s got experience of working in different organisations. Personally I don’t particularly like these female forums, because I think it actually highlights barriers which shouldn’t exist – and don’t exist sometimes.

Speaking honestly, I don’t think there are any barriers that exist for women getting into the in-house legal profession. I certainly haven’t encountered them. I think you get roles, in my experience, based on merit – and that’s the way it should be. I think one thing that I would say is that you do need to have an added confidence – I mean, certainly being in the sport sector, it has traditionally been a male-dominated industry. I think that you need to have the confidence to speak – if you’re in a boardroom with senior executives who are all men, you shouldn’t be put off by that, but certainly I haven’t seen any barriers from my side.

I think mentorship is a good thing. I think if you’re in a law firm, there is an obvious hierarchy, and naturally it is important to talk to those people who are further on in their careers about how they got there. I think this somewhat slightly changes in the in-house world. It’s helpful to have a network of other in-house lawyers to openly talk to about the challenges that you might be facing and how you go about progression – because the in-house career path is not as obvious as private practice, so to speak. I’m a lawyer for a rights holder; it is important to have a network of other lawyers in a similar position, because there’s naturally learning that you can take from other sporting rights holders.

GC: If you could go back to the start of your law career and give yourself some advice, what would that be?

AS: Stick at it. When you’re in private practice, the hours can be long (the hours are still long sometimes). I think that it can be a bit of a shock, initially. When I finished law school, I was in a corporate firm, doing pretty long hours. But, stick at it. Enjoy the learning.

I would also say have a think and take a step back when it comes to deciding what particular area of law you want to go in to. Don’t qualify into a particular department because of the people alone (although it naturally helps) – it needs to be an area that you’re truly interested in. Fortunately for me, it has been an area that I was interested in. But I’m not sure if I necessarily appreciated that back when I was choosing where I wanted to qualify. I knew I enjoyed being a commercial lawyer. But I don’t think that I appreciated how important that decision was at the time and how it would shape my career. Being a commercial lawyer has been absolutely brilliant because I’ve had the flexibility of starting off in private practice and then being able to go in-house, which has hugely suited me.

GC: Could you tell me about your current role, and your journey to where you are now?

Ria Sanz (RS): I’m currently Executive Vice President, General Counsel, Compliance and Company Secretary for AngloGold Ashanti (AGA).  I’ve been at the company for almost nine years, but I’ve served as general counsel of publicly listed companies for 21 years, in range of industries including industrial gases, private healthcare, paper /pulp/chemical cellulose and more.

As head of sustainability at Sappi, a paper company, I became closely familiar with the importance of responsible and ethical business practices across a number of contexts. This role helped with my transition into the mining sector, given the diverse and extensive group of stakeholders in the industry.

I have a great legal team at AngloGold Ashanti. We work as a team to support the objectives of the business through close collaboration and involvement with our colleagues. We’ve built up a strong compliance function and programme which was implemented over the last five or six years. As a result, we’ve been successful in avoiding any significant compliance issues. This is important since we deal with governments at all levels, from presidents to mayors and other local government officials. It is critical to ensure that our people have a strong understanding of what is legally unacceptable behaviour. We are guided by our values and believe that, in order to maintain our social license to mine, we need to be a good corporate citizen and partner in the jurisdictions in which we operate.

GC: You’re on the Executive Committee and you occupy a very senior role within the business. Worldwide, that seems quite rare for legal personnel, although it’s becoming more common. Was that always the case since you joined, and is that a symptom of the industry you’re in or is that just the culture within the company?

RS: When I joined I was, I believe, the first group general counsel and member of the executive committee that reported directly to the CEO. As the general counsel, I believe you need a seat at the table so that you are well-informed, otherwise you are going to be fighting with one arm behind your back. We operate in complex environments with risks around litigation, class actions, disclosure and instances where just saying something without a comprehensive understanding could have significant legal implications. So yes, I would hope that it’s increasingly understood that the general counsel does need to be a member of the executive.

GC: When you took over the role, was there a period of adjustment and defining boundaries and relationships?

RS: Definitely, it’s normal for it to take time to get the right team in place, put in the work to ensure that the key legal matters are understood and establish one’s role and voice at the table. I’ve also been very lucky that I’ve had good support from the CEOs and members of the executive team.

GC: As far as the role itself goes, since it was a new role, were you able to define the role profile more than you would have otherwise?

RS: That’s one of the advantages when there isn’t a history of the role in place. Senior roles are, to a certain extent, also driven by personalities. People’s strengths differ, even in the same role, and businesses evolve, so I think it’s natural for roles and responsibilities to change over time.

Industries have changed significantly, too. For example, when I was with Sappi and I was asked to head up sustainability in 2007, it was not something that either shareholders or other stakeholders had such an interest in as they do now.

I believe that strong legal people need to be able to adapt in order to contribute towards the strategic objectives of the business.

GC: I imagine that influences the kind of people you hire to report to you directly. In South Africa, is there a good pool of in-house lawyers that can fulfil that role or is it a struggle to find the talent?

RS: Mining is a well-established industry in South Africa, so there is a good pool of talented people. We are also a global organisation and, as such, would look across the globe for talent.

I think more and more people find mining to be an interesting and dynamic field of work. I think younger people want to work for companies that have souls and an opportunity to make a difference.

GC: Speaking broadly about the mining sector, you touched on the fact that you have all of the issues and stakeholders that other industries have, and more. Was there an adjustment period?

RS: Yes, there was. This role has been by far the most challenging and interesting. You eat, drink and breathe the industry,  the company, and the role. It’s a 24/7 industry and, as such, requires a lot of dedication.

I think all of my experiences through the years placed me in quite a good position to take on this role. It was overwhelming to start with, but I had a great team of people that had been in the organisation for some time in addition to having a supportive CEO and executive team. A lot of these people are still in the organisation and I was fortunate to be welcomed and helped – so that made the transition easier.

GC: What do you think is the biggest challenge specific to the mining industry that the legal team faces?

RS: I think it’s the challenge of keeping up with a rapidly changing regulatory environment – and quickly having to understanding the impact that those changes will have on the business in the short, medium and long term.

GC: Is it difficult to keep your finger on the  pulse in many different regions?

RS: I think that mining has significant commonality across jurisdictions. The fact that governments expect a return on the resources is something that is common, communities look to us for employment and for CSR (Corporate Social Responsibility) projects. The themes are very much aligned. It’s the implementation that can change from one jurisdiction to another – how you participate with communities; which projects would be most impactful; and how these initiatives are implemented. It is important to understand the jurisdiction and proactively manage the expectations of governments and other stakeholders.

GC: Do you have a team in every jurisdiction, or in some of them are you relying on external advisers locally?

RS: We have legal representation in each of the countries where we operate. The complement is determined by the needs and complexity of the country and the operation, and the types of interactions they are likely to have, i.e. some might interact more with the local regulators, while others with the national government officials together with the corporate team as well.

GC: In terms of the legal systems you’re operating in, I imagine there’s a spectrum, from very well-defined legal systems and regulations to jurisdiction where things aren’t quite as formal, or even stable. How do you grapple with that?

RS: I wouldn’t say that’s exactly true anymore, certainly not in the jurisdictions where we are. Large-scale mining and gold mining are at different stages in different countries. But many of the jurisdictions have had mining activities – whether it’s gold or another resource – for an extended period. More and more governments have well-resourced and experienced people that understand mining. This helps tremendously in our engagements with governments.

GC: Is it easy to keep policies consistent across the board in every jurisdiction that you’re operating in?

RS: If I’m looking at the compliance side – because we are also listed on the New York Stock Exchange and in Australia and Ghana, not just in South Africa –the need to make sure  we’re not in breach of any bribery, corruption or ethical issues, means we do apply policies across the group. It is key that those policies are developed in conversation with individuals in the group. This enables the practical application of the key principles and allows for operating consistency in a number of areas.

GC: I suppose that links to what you were saying before about the business having core values?

RS: That’s right. And also, the reality is that anything that happens in Ghana will impact on how people see you in Colombia. The importance of having a consistent set of operating values, no matter where we are and even if it is to a much higher standard than the local regulation dictates, is key.

GC: Do you set the vision for the legal team on a yearly basis or a multi-year basis? I imagine that the business environment changes quite quickly?

RS: We’ve recently had a re-look at our operation model across the organisation and have made some changes to our team’s structure. I believe this is something that needs to be revised periodically and requires regular attention, even if no changes are made.

GC: Looking ahead to the next five or even ten years, is there anything that you see coming round the corner that may impact the work that you do?

RS: I think there are going to be increased risks caused by external factors. There’s climate change – with increased rainfall,   higher temperatures and rapid population growth: we have to contemplate the impact this might have to our equipment and operating environment. Mining often has a large footprint, so are we going to need to be in dialogue with farmers and other industries for both access and ensuring the preservation of land and the environment.

Technology changes will be another area that I think will continue to gather momentum. We will need to consider the impacts to mining and our production, costs and employment model.

GC: I imagine that you have to keep an eye on the political situation globally, which obviously now is changing a lot?

RS: The political landscape is something we already look at carefully. We often need to make significant capital investment decisions with long-dated returns on capital that need to survive potential changes in the operating landscape.  For example, if a project has a six year payback period and every four years there is a presidential election that tends to come with significant changes in that jurisdiction, we have to consider the risk factors in making a decision on that project.

There are jurisdictions in which we operate now that I didn’t visit in my first five or six years at AngloGold Ashanti because they were politically stable. However, the second there’s change on the political front I visit.

GC: Is there any way that you can safe guard against that?

RS: I think, like always, you’ve got to look at the returns through a lens that considers risk and reward, like in any business. As a management team, it is our job to manage the risks to the best of our ability. We do our part to safeguard the business and its investors from this risk by maintaining a pulse on the political landscape, along with working to mitigate social, environmental and other risks through our approach. Our compliance and oversight measures help to ensure that this work is done.

GC: Is there anything else you wanted to talk about?

RS: I was talking yesterday with a colleague in another mining company, and she referred to mining being an old boys club. It’s still an old boys club and women still need to be better represented. Diversity in every sense is something that we, as an organisation, see as very important. Not only when it comes to our recruitment practices, but also in the law firms that we use. Encouraging our external advisers to also strive for diversity is, I think, another way we can push for change. That is one aspect we need to continue to work on.

GC: Have you found that law firms are increasingly using diversity as a selling point to you?

RS: It is one of the points that comes across in conversations with the law firms, particularly the topic of fair pay. Law firms, though, are realising that salary parity is something their clients find important. Hopefully they see it as the right thing to do and a key business imperative. It is something that I think we, as their clients, are well placed to influence.

 GC: Is it hard for you to assess how effective the law firms are in their diversity and inclusion pushes?

RS: It’s good to understand what programmes firms have in place. I think more and more of them do have initiatives and are progressing in the areas of inclusion and diversity.

But I do find myself also becoming more vocal. Where I see no diversity I’m now having conversations with senior partners and even driving the makeup of teams that work with us. I can have an impact through doing that. It’s also my responsibility to do it. I would expect my stakeholders to be impressing on me to have diversity in my team as well.

Othelia Langner is speaking in her personal capacity, and not on behalf of Medtronic.

GC: Can you tell me about your current role and your career journey leading to it?

Othelia Langner (OL): I’m currently responsible for legal and compliance for the Southern African and Sub-Saharan regions.

I followed the ‘standard’ route to qualify as an attorney in South Africa, and then I had the opportunity to join Simmons & Simmons in London. During my time there, I went on secondment to UBS and Renaissance Capital in Moscow, and that is what initially sparked the interest in an in-house environment. My boss in Moscow took up a position as general counsel at a private equity holding company in Almaty in Kazakhstan and he asked me to join him, so I spent some time working there, and I really enjoyed it – it was very, very interesting.

When I was considering my next career move, I was offered the opportunity to come back to South Africa and join the South African office of Fasken, which worked out well because at the time I felt I was just a little bit too junior to go in-house full time. And so I went back into private practice, doing a lot of corporate commercial work in the mining space in South Africa and the rest of the African region, with a little bit in Central Asia.

I spent the next six years or so with Fasken, went through the ranks and made partner. And then Medtronic’s legal counsel resigned and they needed someone on very short notice. I’d just come back from maternity leave and it just aligned. I initially joined on secondment and then never left.

GC: Do you ever miss private practice?

OL: No. I love being in-house. It’s a completely different way of practising law, but – depending on the day! – I love the diversity, the intensity of it. I know in-house lawyers always say this, but you really get to know the business. You don’t practice law in isolation. Actually, the ‘business’ part of it is probably 70% and the strictly legal part maybe 20%. I don’t know what the other 10% is – human nature most likely!

Certainly at Medtronic, it’s a very collegial atmosphere, and I get to  do very interesting work so no, I can’t imagine going back to private practice.

GC: It’s interesting that you dipped your toe into in-house at first, then went back to private practice, and then back in-house.

OL: I was relatively junior (four years PQE) when I was exposed the in-house world. And, actually, it really helped going back into private practice having been in-house. I think all lawyers should ideally do a stint in-house for six months or a year.

GC: In-house skills are never really emphasised throughout law school. Do you think that it takes a certain kind of person to successfully transition in-house, or do you think everyone has it in them, it’s just a case of the right experiences?

OL: Whilst I think all lawyers can benefit from an in-house experience, some personality types may be more suited than others to working in-house. You have lawyers that are very particular about doing things in a very particular way – they want to really interrogate issues – whereas often in the in-house environment you have to make the best decision you can with the information you’ve got, often very quickly in high-pressure situations. You really have to be quite comfortable with assuming responsibility and perhaps (but hopefully not!) making the wrong call. I think the expectation of lawyers in private practice is that they don’t get the luxury of getting it wrong, because they are paid for their time to get it right. And some people are more or less comfortable with that kind of uncertainty and responsibility. I definitely think you can train for it, or at the very least, you can become more comfortable with it.

GC: You mentioned you felt you were perhaps too junior when the opportunity first presented itself to go in-house. When you did join Medtronic, did you feel confident that you were ready, or was there an adjustment period? What was that like?

OL: When I joined Medtronic, I was comfortable that I had the necessary technical skill, but also the gravitas and confidence to really engage with people at a management level.

You really are expected to be a business partner and to advise the business on bringing ideas to fruition and a key component of this is to appropriately manage risk. And when talking about risk, one has to bear in mind that risk can be much broader than, for example, the legal and financial risk that might result from an indemnity clause. It can encompass business risk, reputational risk and the risk of a loss of an opportunity. It would be amazing if you could do everything without any risk but that is not not a reality. And to determine which risks are acceptable, tolerable, given what you’re trying to achieve – I think from that point of view I was very much ready. But it was still a very big adjustment. To go from being able to take the time to really interrogate things to the level of detail you are comfortable with in private practice, to being comfortable with moving quickly – but not negligently or without due consideration – it’s a different dynamic.

GC: You inherited the department at quite short notice. Was it the exact same role to that of your predecessor?

OL: The department existed, and I think we all bring our own approaches to things so we have certainly evolved (not least because of the increasing complexity of the legal and regulatory landscape).

GC: Has the team, or the structure of the team, changed since then?

OL: I wouldn’t say the structure of the team has changed, but I think what we’ve really had to focus on is: with increased demand, how do we deploy the resources we’ve got to effectively address the needs of the business?

In private practice, you’re a revenue generator, whilst in-house you are a cost centre and so, as the business grows, there is often increased pressure on the department but not necessarily additional resources available. Which means you’ve got to look at how you work with those resources.

GC: I imagine that would be a real opportunity for you to develop the management skills that might be a bit less of a focus in private practice, by learning on the job.

OL: I think in private practice, it’s a very different dynamic. It’s much more hierarchical – you’ve got your junior candidate attorneys, your junior and senior, so you manage through the hierarchy. In-house, you’ve got to manage your team, but everyone is kind of semi-autonomous. Stakeholder management is probably the bigger challenge in-house, because you’ve got your team, your local and regional business teams, the regulatory team, the finance team, the quality team, the list goes on, and in a matrix organisation it is important that the right people are kept in the loop.

GC: On the subject of internal stakeholders, is that an ongoing piece of work for you – managing the profile, not just of yourself but also the team as a whole within the business?

OL: Medtronic’s vision includes being recognised as a company of dedication, honesty, integrity, and service, so the legal and compliance function is very highly valued and there’s quite a high degree of visibility and respect. I’ve never found that I’ve had to struggle to be heard because I’ve been able to build close relationships with the businesses I support.

GC: Do you think that’s reflective of the industry, or do you think that comes down to culture of the management of the board?

OL: It is a tough one to answer. I think in highly regulated industries, the importance of legal counsel and compliance counsel is easy to see, because you need someone who can help you navigate that. You can do that with external counsel, but that also involves someone in the business taking responsibility for that process and I think it makes a lot of sense to have that skillset in-house.

So depending on what your business need or goal is, the legal counsel function may play different roles: is it principally to keep you out of trouble? Is it principally to manage contracts? To execute the deals? In my position, it’s a far broader range of risks that we need to consider and manage and so we really are asked to be partners to the business.

GC: Would you say that regulation is the most challenging part of your job?

OL: A criticism that is sometimes levelled at lawmakers is that there may not always be the level of certainty or clarity that industry would want, and so it’s really about trying to navigate that. One way of managing this is to try to understand what the intent is; what the regulators are trying to achieve, and then you try and align with what you consider to be substantial compliance with this intent (rather than looking for loopholes). It can be challenging, but it’s not insurmountable.

GC: Is it difficult to communicate to the internal stakeholders the fact that you can’t give certainties?

OL: I think the thing when communicating with stakeholders is you’ve just got to be clear about the risks that they may be assuming. So you have to form a view. They want to know: can we do this? Should we do this? You can say: ‘Well, having looked at this, this and this, there is a risk that someone can make this argument. If they did make the argument, this is what would happen. We think that this is likely or not likely to happen. Are you comfortable doing this if that could happen? If yes, then that’s a risk we are prepared to assume, so how do we mitigate that? Is there anything else we can do to stop that happening?’

The business may not always have the expertise or the legal knowledge to be able to consider all the possible different structures, so that’s where you really partner with them to understand where they want to get to and how best to achieve it in a legal and compliant manner.

GC: Obviously the industry is highly regulated, but does it change often – are you grappling with new pieces of regulation?

OL: I’d say in the last three years we’ve probably had the biggest changes to the medical device regulations in the history of the industry, not least the amendments to the Medicines Act, which created quite a lot of uncertainty in terms of how they should be interpreted and applied. And when we were afforded the opportunity to provide comments, we made sure we did.

GC: To the regulators?

OL: Yes. For two of the most challenging provisions, operation has been suspended, initially for a year and now for a further three years, while they work through the comments and prepare new drafts.

GC: Would you say that the relationship between companies like yours and the regulators is a positive one – do they take comments like yours on board?

OL: I believe in the value of constructive relationships so it is important to me that when engaging with regulators this is done in a productive way. When it comes to issues that impact the industry as a whole, SAMED also plays a valuable role in escalating matters to the regulator.

GC: As technology advances, I imagine the nature of the products your company is supplying can change quite drastically, and might suddenly involve aspects of, for example, data privacy and cybersecurity, that might not previously have been issues. Do you find the nature of your concerns or priorities shifts as the work that comes across your desk changes?

OL: Indeed, technological advances mean that we need to stay on top of an ever evolving legal landscape too and I have definitely seen an increased focus on matters relating to data privacy and security. So I have had to develop my understanding of these areas, because whilst you can certainly rely on expert advice, you need to know how to work with it on a day-to-day basis.

GC: It seems like it would be difficult, in this industry, to split up the business into jurisdictions based on geography, because of the differences between regulators and what’s allowed in certain countries. Is that the case?

OL: When grouping geographical regions there are usually certain similarities in terms of market dynamics. However, when it comes to specifics on a country level, that’s usually something that would need to be considered on a country-by-country basis. When you are responsible for multiple countries, depending on the nature of the query, you can’t make assumptions that because something is a certain way in one jurisdiction, it is going to be the same in another. You have to ask a lot of questions, and the support and guidance of external counsel in the relevant jurisdictions is key.

GC: Compared to Europe, where there are many countries that are fairly similar, here you have countries right next door to each other that are vastly, vastly different.

OL: And that’s when that comfort with a degree of uncertainty is really important, because in developing markets there may be a disconnect between what the law says and how it is applied on the ground and you need to be able to find a way to work with those dynamics.

GC: Do you ever look at other industries that interest you?

OL: I get to work on really interesting, really complex, really high-level, challenging transactions and, added to that, I get to work for an organisation whose mission – “to alleviate pain, restore health and extend life” – truly resonates with me, so that will be hard to beat!

GC: It must have that added level of satisfaction and motivation.

OL: Our mission was written by our founder, Earl Bakken, and all these years later, we still have the same mission; it still informs how we do business (and I actually have it on the wall in my office). I’m really proud that in my small way I get to contribute to making a difference to patients’ lives. I’m very lucky.

GC: Just lastly, is there anything that you see coming in the next five years, be it specific to your industry, or your job, that you think will affect your role going forward?

OL: I think in-house legal counsel play a very important role in the business. I don’t see that falling away, but I do think that it is going to change, as it already has changed. Where the most complex legal matters used to go to external counsel, I think the breadth and depth of in-house skills and in-house capabilities will continue to be developed and enhanced, so you will really have in-house specialists. If I look at our organisation, the expertise and the quality of our in-house legal and compliance teams is just tremendous.

So yes, I believe that there’s going to be more and more emphasis on in-house legal being an integrated partner to the business and having a high level of technical expertise in-house. And with a lot of organisations facing huge pressures on driving down costs, I think there’s going to be a huge focus on making sure you get the right kind of candidate in the role so that they can execute effectively across a whole range of needs.

When it comes to technology, I’m interested to see how reliance on AI will evolve. At the moment, it would seem like more of a  possible concern to those in private practice, where there’s a lot more of the commoditised work. But, honestly, in the in-house environment, no two days are the same – so it will be a long time before AI can catch up.

That said, when it comes to adopting new technologies in the in-house environment, this too will continue to advance and will require us to constantly consider how we are doing what we do and whether there are tools that can enhance the value we provide. I believe that if we remember to regularly reflect on where we are and to challenge assumptions about how we have worked in the past, then I think we can, and will, evolve.