What are the most significant cases or transactions that your legal team has recently been involved in?  

In the past year, the Legal Services Unit acted as legal counsel to the underwriter as our bank participated in its first bond underwriting transaction – PhP40bn retail bond issuance of a power company. We also acted as lender’s counsel to our bank as it participated in a PhP15bn syndicated loan for an LNG terminal, a PhP8.155bn syndicated loan for a coal power plant, and a PhP5bn syndicated loan for the construction and development of roads. We documented and gave legal advice to our bank as it provided a PhP5bn loan facility for an integrated resort and a PhP3B loan facility for a gaming and leisure company. In the past year as well, the Legal Services Unit developed our bank’s Financial Consumer Protection Manual, building on the recent updates in Philippine financial consumer protection laws, rules and regulations. We also developed template documentation to empower the different departments of our bank to engage in new transactions – for instance, a memorandum of agreement with operating guidelines to enable our branches to render cash assistance to other banks, thereby reducing cash in vault of our branches while earning income from rendering services to other institutions.

How important is choosing to work with external lawyers who align with your company’s values? Are you likely to reconsider what firms you work with based on this?  

In general, having shared values fosters successful and authentic relationships because it sets the baseline for acceptable conduct and satisfactory approach to work. Choosing law firms that believe and practice our company’s values allows us to proceed with the engagement with trust, knowing that in handling the assigned work, our unspoken expectations on excellence, intellectual honesty and integrity are observed and actively pursued by these firms. Moreover, in purporting to act for and represent our company, having shared values with our engaged firms assures us that the stance and actuations of these firms before third parties and the general public complement our company’s core culture and image. It is worth noting that typical legal assignments involve sensitive issues and delicate concerns. Working with firms that share and practice our company’s values dispels doubt that in dealing with controversy and ethical dilemma, these firms would endeavor to present to us options that are workable, taking into account the principles for which our company stands. Given the importance of shared values in choosing external lawyers to work with and represent our company, we have adopted an accreditation and ongoing evaluation process that incorporates alignment with our company’s core values as a shortlisting guide. This measure ensures that we only continue to engage external lawyers who espouse our company’s core values.

Why are in-house lawyers well-placed to drive change in their organisations?  

In the last decade, the legal and regulatory landscape per industry has become exceedingly complex, compounded by key developments and trends in data privacy, information security, financial technology, cross-border transactions, and anti-money laundering and terrorist financing. In-house lawyers adept at this terrain have the unique ability to become strategic partners of their respective organisations as they are in a position to assist in navigating through the regulatory framework while enabling their respective organisations to maintain agility to meet business objectives. They are also in a singular position to appreciate legal risks involved in exploring various options available to their respective organisations, which legal risks may be argued to have an impact in the other risk factors taken into consideration by their respective organisations in crafting strategy and in making day-to-day business decisions. In this regard, it is crucial for in-house lawyers to think beyond the legal function as a silo; rather, the pervasive reach of the legal function to the various facets of businesses should serve as inspiration for in-house lawyers to sharpen their strategic input by acting as catalysts to change and enablers of ideas – offering alternatives and options to assist in actualising business targets and strategic objectives.

For instance, in our bank, the Legal Services Unit closely works with frontliners like the Sales Team to put into action new ideas and/or process improvements. One such initiative is the secure cashless payment solution spearheaded by the Sales Team for schools, building on QR technology. The Sales Team brought this idea to our team, sharing the project in broad strokes. Our team then crafted the necessary memorandum of agreement, with detailed roles, responsibilities and accountabilities for our bank, the partner school, and the participating merchants, providing safeguards to protect not only the interests of our bank but also those of the program participants and the customers/users of the payment solution. This memorandum of agreement enabled the Sales Team to successfully launch this idea in one of the leading schools in our country, with a bright outlook to bring this payment solution to more institutions in the coming school year. The Legal Services Unit takes pride in the successes of our bank’s business-generating groups because our team’s legal advice not only helps realise new initiatives, but supports the continuing business proposition for these groups. We assist in streamlining processes and procedures, optimising costs while maintaining competitiveness and efficiency.