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

On 18 March 2022, Alexforbes announced the intended investment by Prudential Financial, NY listed (145-year-old global financial services leader), in Alexforbes through the acquisition initially of a 14.8% interest and ultimately up to 33% interest in Alexforbes, at a total value over R2.3 bn. The investment was Prudential’s first in Southern Africa, a significant achievement for South Africa and the Alexforbes team. The CEO, CFO, and I worked on and negotiated this transformative transaction for more than 18 months. The key deliverable was providing governance, legal, and compliance comfort to the counterparty teams and their advisors – fundamental investment criteria for a US-listed investor. The premium paid is indicative of the information and calibre of presentations and engagements. Proactively anticipating requirements from Alexforbes’ strategic BBBEE shareholder – in parallel engaging with the JSE, obtaining enabling rulings, meeting an extremely tight final negotiating timeframe, negotiating and finalising the relationship agreement, and executing the same or best offer to Alexforbes.

Simultaneously (in addition to BAU deliverables), I managed three other large transformative transactions: the acquisition of EBS International and Sanlam’s stand-alone EB business and the disposal to Sanlam of Alexforbes’ LISP business (Sanlam transactions ran over more than three years).

Some other previous transactions and litigation include a large-scale shareholder reorganisation involving a large global New York-listed company and local African Rainbow Capital Financial Services Holdings Proprietary (inter alia, mandatory offer waiver). We hold the first-ever entirely virtual general meeting in South Africa (March 2020).

Additionally, we worked on the disposal of Alexander Forbes’ short-term insurance business to Momentum Metropolitan Holdings for the value of circa R2 bn, executed in record time, and the high-profile termination of the services of the chief executive officer and related litigation.

In addition, we recently took on sustainability as an additional area of executive responsibility, which includes the Group’s own sustainability efforts and how we advise clients.

Could you share an example of a time when you came up with an innovation that improved how your legal team works and did not come at a large expense?

Entrenching the concept of ‘kaizen’, continuous improvement in the team through incorporating a team and individual KPI on ‘value earned’: team members are required to seek opportunities to add value (through savings, efficiency improvement, improved service and so on) at least equal to what they cost the company annually (target increased each year above average inflationary salary increases). This is not generally a focus area for the average lawyer and required targeted training interventions, specific projects (initially focusing on identified individuals and later the broader team), and a constant and continued drive towards doing things better, faster and cheaper.

In addition, a relentless focus on client centricity – internal and ultimate external clients: again, not necessarily the natural approach of the average lawyer who often communicates with clients from a position of superiority and dominance.

How do you suggest in-house lawyers build strong relationships with business partners?

Always start with the business strategy. What should the legal team do to enable and support this strategy?

Businesses should voluntarily choose to work with you: if you are not the service provider and business partner of choice, you risk being irrelevant. Make an effort to understand the business deeply. Amplify your added value by being commercially minded rather than dogmatic. Find the right solution in the commercial grey instead of hiding in the black and white of the law.