Group general counsel | London Stock Exchange Group
Catherine Johnson
Group general counsel | London Stock Exchange Group
Group general counsel | London Stock Exchange Group
Banks and professional services | London Stock Exchange Group
Team size: 50 Major law firms used: Clifford Chance, DLA Piper, Freshfields Bruckhaus Deringer, Lawyers On Demand, Radiant Law A pioneering use of alternative legal providers has contributed to Catherine...
Team size: Approximately 200
What are the most important transactions and litigations that you have been involved in during the last year?
I was a principal in the planning and negotiation, and subsequent completion in January 2021, of London Stock Exchange Group (LSEG)’s £27bn Acquisition of Refinitiv Limited. The transaction has created a leading global financial markets infrastructure and data provider company, well positioned to capitalise on the trends driving change across the financial services industry and create long term sustainable growth in a continually evolving landscape. This was a highly complex transaction involving 57 regulatory clearances from international regulatory authorities and 21 anti-trust clearances, including from the United States Department of Justice and the European Commission. It involved the negotiation of a complex remedy package including a series of behavioural commitments and the disposal of LSEG’s €4.3bn Italian financial infrastructure business, Borsa Italiana Group.
What were the main difficulties your company faced during the initial Covid lockdown?
As a core provider of financial market infrastructure, LSEG had to ensure continued operation of critical market infrastructure in the context of extensive working from home arrangements. My legal and compliance team were critical to ensuring appropriate arrangements were implemented to preserve data security and network resilience in line with LSEG’s commercial imperative and regulatory obligations. Simultaneously, the activities required to achieve delivery of our transformational £27bn Refinitiv transaction were undertaken virtually, including multiple regulatory, anti-trust and government approvals and preparation and planning for an extensive integration programme. It certainly wasn’t easy preparing the 130 deal documents (which constituted 25 million pages) in a virtual environment!
There have been a number of legislative changes in response to Covid. Have these benefited you or had any other interesting effects?
There was an urgent need to quickly scale up our ability to implement electronic signatures, for multiple forms of agreements and in multiple jurisdictions in the context of working from home arrangements. As a global organisation with multiple different jurisdictional-specific requirements surrounding the enforceability of e-signatures, we had to quickly analyse the regulatory landscape and work out what was viable where. Once the legal analysis was complete, the operational process of implementing e-signatures was facilitated through our Managed Legal Service (MLS). The MLS, which we started to implement in 2018, pioneered simultaneous digitalisation of contracts and automation of process, thereby driving significant efficiencies to support the business at a significantly reduced cost and with improved turnaround times. Management Information (MI) has shown turnaround times reduced from weeks to days and identified most frequently negotiated clauses, which we’ve amended to continue to make further efficiency improvements.
From a business perspective, how positively do you view the EU withdrawal agreement and are there any areas that you think future agreements should pay attention to?
We welcome the fact that the UK and EU were able to conclude a withdrawal agreement at the end of 2020, but we were disappointed by the fact the agreement provided limited coverage for issues relevant to the financial services sector. Despite significant contingency planning during the previous few years, which enabled the financial services industry to adapt to the post Brexit environment, there has still been some disruption to cross border activity. We would encourage focus on ensuring that arrangements preserve the efficiencies of a single market approach for customers and the wider economies of the UK and Europe and hope this can be a basis for positive equivalence assessments across the range of activities carried out by financial services firms to enable a rebuilding of the relationship between the two jurisdictions over time.
How do you feel the pandemic has changed the world of work for in-house counsel and the function of the general counsel?
As general counsel of a FTSE 100 organisation managing through significant change during the pandemic, I have been central to managing multiple challenges and risks and helping to shape the business strategy and operations for success in a new environment. This includes the ability to build an operating model that meets the operational and strategic needs of the business and as well as those of our customers and attracting and retaining the best talent. It has been proven time and time again that diversity and inclusion drives innovation and is key to building an inclusive culture, that in LSEG’s case reflects our global customers and the communities in which we operate around the world. 2020 has paved the way for a seismic change in working practices to support this agenda, putting flexible working practices to the test and driving our agenda for change. I’m proud to say that we are making significant progress towards our target of 40% women in senior management roles by the end of 2022 and that I am one of five women, making up 38% of our executive committee.