About

Team size: 200

Major legal advisers: Allen & Overy, Bryan Cave Leighton Paisner, Freshfields Bruckhaus Deringer, Pinsent Masons

‘I’d say 2014 was a career-defining experience and not like any experience I’d had before,’ reflects Adrian Morris, Tesco’s well-regarded group GC.

Five years on from the £250m accounting scandal that saw the supermarket chain later agree a deferred prosecution agreement (DPA) with the Serious Fraud Office in 2017, Morris still receives phone calls from GCs facing similar regulatory investigations needing advice and invitations to talk about the ‘DPA experience’ at conferences. Multiple GCs say Morris is the first person they talk to when a crisis hits.

‘We were suddenly in this crisis and the key things were: “How do we deal with the immediate consequences of the investigation, stabilise the trading performance and strengthen the balance sheet?”’ Morris comments. ‘The DPA was unusual and only the third agreed in the UK. It was critical for the business that we could work through it.’ Reporting restrictions lifted last year revealed details of Tesco’s DPA, showing it forked out £129m for its fine and £3m in investigation costs following a profit misstatement in 2014. The fraud case against two of its former directors, however, collapsed at trial in 2018. ‘Just as important as dealing with the litigation and investigation themselves was that we were heavily involved in the resetting of the business and looking at why it happened. We relaunched our compliance programmes, reset how we dealt with suppliers, our leadership training, so that these things have become imbedded in the DNA of the business,’ Morris adds. ‘Over the past few years we’ve had to deal with exiting some loss-making businesses, but five years on, the group is much stronger. Customers see us in a much more positive light and compared to 2014, we are fundamentally more competitive.’

The company is now satisfied that the turnaround is complete, he says, and more recently it has been a busy time for the legal team for different reasons, due to the £3.7bn takeover of wholesaler Booker. Morris and his team were also involved in the Competition and Markets Authority’s review of the proposed Asda-Sainsbury’s merger, which the regulator eventually blocked a few months ago over fears it would raise prices for consumers.

With Tesco recently announcing a review of some 2,000 stores in Thailand and Malaysia with the view to a potential sale and exit from international markets, Morris and his team of 200 lawyers continue to have to adapt to a changing business.

‘Our market continues to be dynamic and competitive,’ he comments. ‘Last year, a hard Brexit was a thing that could impact the food retail sector. There are also increasing legislation proposals while business rates and environmental sustainability have become increasingly important, along with our approach to recycling and plastics, which is higher up the customer agenda. My team has stayed fairly constant in numbers, but the skills mix has changed towards more investment in compliance, privacy, and increasingly into technology and innovation.’