acla 16th national conference

Workshop C

Developing an

in-house legal

department

Welcome...

This Morning’s Presenters are:

Michael JacksonVice President, Legal & Commercial

Matt SinnamonHead of Legal and Compliance Andrew MurphyHead of Legal – Corporate & Projects

Katrina JohnsonDirector of Legal Affairs and Company Secretary

Rashda RanaGeneral Counsel Asia Pacific

ING Direct – Matt SinnamonHead of Legal and Compliance, Company Secretary

Matt Sinnamon is the Head of Legal and Compliance with ING Bank Australia Limited. ING Bank operates retail and wholesale lending and deposit businesses and, amongst other divisions, ING Direct. Matt is also the company secretary of ING Bank. Matt has held these roles for ING Bank for three years after moving from Perpetual Australia. Prior to this Matt commenced his career with Corrs Chambers Westgarth.

THE LIFECYCLE OF THE LAWYER

DEVELOPING THE BEST IN-HOUSE COUNSEL

THE LIFECYCLE OF THE LAWYER

RecruitRetainRelease

RECRUIT

ScreeningAssumptionsFit

RETAIN

Expectations MotivationsGoals and challengesContinued improvement

RELEASE

Performance managementSecond into the businessMoving on

BT Financial – Andrew MurphyHead of Legal – Corporate & Projects

Andrew has over 10 experience in the wealth management industry having advised a wide range of financial institutions in both private practice and in-house legal roles. His main areas of practice are superannuation, life insurance, funds management and financial services regulation. Relevantly, Andrew is currently in the process of building a new team within the legal function. His new team will advise clients across the different wealth management business units within the group.

How do you build a high performance in-house legal team (from scratch) - The BT Legal experience

Andrew Murphy

12

Try something new

• BT legal team historically organised on business lines:

Superannuation;

Funds management;

Life insurance; and

Advice and private banking

• Outdated model due to business expectations and regulatory change.

13

Jack of all trades

• New team of non-aligned senior lawyers

• No more silos - cross functional service

• Major initiatives and "pressure points“

• IBM “Legal Resource Centre” model going forward?

14

How to find the best people

• Market rates in a post-GFC world

• Selling the ‘in-house’ experience

• Hiring the best "athlete" - entrepreneurial types

15

How to keep the new team happy

• Challenging work and growth opportunities (personal and professional)

• Flexible work options (legal and business)

• End to end experience proposition

16

The biggest challenges to building a new team

• Headcount pressures (‘fee burner’ not earner)

• Finding the right cultural fit (secondments?)

• Nailing the numbers

• Building team profile

17

This presentation has been prepared by BT Financial Group Limited (ABN 63 002 916 458) ‘BT’ and is for general information only. Every effort has been made to ensure that it is accurate, however it is not intended to be a complete description of the matters described. The presentation has been prepared without taking into account any personal objectives, financial situation or needs. It does not contain and is not to be taken as containing any securities advice or securities recommendation. Furthermore, it is not intended that it be relied on by recipients for the purpose of making investment decisions and is not a replacement of the requirement for individual research or professional tax advice. BT does not give any warranty as to the accuracy, reliability or completeness of information which is contained in this presentation. Except insofar as liability under any statute cannot be excluded, BT and its directors, employees and consultants do not accept any liability for any error or omission in this presentation or for any resulting loss or damage suffered by the recipient or any other person. Unless otherwise noted, BT is the source of all charts; and all performance figures are calculated using exit to exit prices and assume reinvestment of income, take into account all fees and charges but exclude the entry fee. It is important to note that past performance is not a reliable indicator of future performance.

This document was accompanied by an oral presentation, and is not a complete record of the discussion held.

No part of this presentation should be used elsewhere without prior consent from the author.

For more information, please call BT Customer Relations on 132 135 8:00am to 6:30pm (Sydney time)

Bovis Lend Lease – Rashda RanaGeneral Counsel Asia Pacific

Rashda is a former barrister who worked at the Bar in London, in various states in Australia and in the Asia Pacific region. She has practiced for nearly 20 years as an advocate. Rashda is also Adjunct Professor teaching international commercial arbitration at Sydney University Law School. She devised the course and it is the first of its kind in Australia. She is an active member of a number of significant industry associations. She is, inter alia, the Founding Member, Director and the Secretary of the newly formed Society of Construction Law Australia, Fellow and Director of the Chartered Institute of Arbitrators (CIArb) and Fellow of Commercial Law Association of Australia (CLAA).

Developing an In-House Team

ACLA ANNUAL CONFERENCE 2010

Rashda RanaGeneral Counsel Bovis Lend Lease

20

An international property group Established in 1958, headquartered in Sydney,

Australia Listed on Australian Stock Exchange In 1999, acquired 110-year old construction

company,Bovis

In over 40 countries across Asia Pacific, the Americas,

United Kingdom, Continental Europe and Middle East

3 core business streams Project management and construction Development Investment Management

30 The Bond, SydneyLend Lease Global Headquarters

Lend Lease Corporation An overview

21

Bovis Lend LeaseAn overview

One of the world’s leading project management, design and construction companies

Operates in more than 30 countries and employs over 7,500 people

Works in partnership with clients to maximise the value of their real estate development and construction projects

Uses industry best practice to create high quality, sustainable property assets

The GaugeMelbourne

22

The Bovis Lend Lease Australian businessAn overview

Brisbane

Sydney

Canberra

Melbourne Adelaide

Perth

Australia’s largest commercial and community construction company (2008/09)

c1,550 people Diversified mix across key

sectors:- Commercial - Government- Retail - Water

- Healthcare - Multi-Sites- Education

23

Recent Project ExperienceAustralia

1. The Gauge, MelbourneCommercial office

2. Melbourne Recital Centre and Melbourne Theatre Company Cultural arts centre

3. North Sydney Railway StationTransport

4. Australian Taxation Office, CanberraCommercial office

5. Knox on Bowman, Jacksons Landing Residential

1 2

3

45

24

1. Top Ryde Shopping Centre, NSWRetail

2. Darling Walk, SydneyCommercial Office

3. Brisbane Supreme CourtGovernment

4. ANZ Centre, MelbourneCommercial Office

5. The new Royal Children’s Hospital, MelbourneHealth/Govt

6. Myer, MelbourneCommercial

7. 420 George Street, SydneyCommercial/Retail

8. Gold Coast University HospitalHealth

Some key projects under construction in Australia

1

2

4

57

63

68

Legal Team TODAYAustralia

November 2010

General CounselAsia Pacific

Assistant General Counsel

NSW ACT QLD/WA VIC / TAS / SA ASIA

Disputes

11 Lawyers (incl 2 part-time)5 regions with 1-2 senior lawyers dedicated to each region1 senior lawyer fully dedicated to dispute/litigationEmerging areas of specialisation (PPPs, infrastructure, renewables)

Legal Team – a year ago

26

- 2 full time- 1 part time- 1 secondee- 1 on paternity leave- 1 consultant (p/t)

Challenges:- recruitment -mix of the team;-Dealing with demands of the business

Opportunities:-review & assess

needs of business;Build a good team;

-add value to business

Look to future needs and growth of business and team:

- Workflow;

- Emerging businesses;

Specialisation?

Multi-jurisdictional Issues

Dealing with issues in different jurisdictions from centralised locale Speed of response and efficiency hampered General resourcing issues Difficulties in building relationships across the seas (internal and

external)

NOW, Lend Lease business restructured across 4 regions: Australia, Asia, Europe and the Middle East and the Americas;

Each region has LL GC as well as GC for the subsidiary businesses More focused provision of services

27

Challenges of taking over a team

1. Start afresh2. Review3. Assess4. Implement Morale, confidence and self esteem of team No practical structure to team No regulated work allocation

28

Opportunities

29

Greater Integration with businessDeeper understanding of business Being proactive in meeting needs of the

business

“Pierce the veil” between legal and commercial

BUT:

Maintain professional independence

Inculcate in team

Privileged position of combination of legal and business knowledgeFast, practical and highly professional adviceValue-adding inputDrive, initiative and leadership

Being in full control of all legal matters (even if outsourced) affecting business

Guide both business and external lawyers

30

31

1. Early involvementAllocate work according to synergies with businessInsist on early involvement

Constantly evolve and improve training programs for legal team and the businessDevelop simple, user-friendly tools and precedents. Review

all precedents regularlyParticipate in project meetings, tender approval meetings

etc.Promote ADR

Developing Workflow

Developing Workflow

32

2. Finding the right balance between in-house/external legal work

General principle – match each task with the most efficient resource

Need to maximise knowledge/skills of in-house lawyers

Need to ensure maximum effectiveness – use expert knowledge and resources of law firms

Developing workflow

3. Maximising value from law firms

Drive value-based (not time-based) pricing

Scope tasks accurately and narrowly

Communicate!

33

Questions?

Rashda RanaGeneral CounselBovis Lend Lease

[email protected]

34

eBay – Katrina JohnsonDirector of Legal Affairs and Company Secretary

Katrina is a key member of the eBay Australia Leadership Team, Katrina has also held roles of Director of Government Relations and Director of Trust and Safety within eBay Australia and New Zealand. Previously named “Australian Young Gun of the Year” at the 2006 Australian Law Awards and regularly profiled in “Who’s Who of Australian Women”, as well as having been awarded the “Ausdoc Prize for Excellence” for being the Dux of the College of Law in NSW, Katrina is also a regular speaker and chair at legal conferences.

Katrina Johnson

Director of Legal Affairs and Company SecretaryeBay Marketplaces

E: [email protected]: +612 8288 0024F: +612 8288 0001

mailto:[email protected]

Thales – Michael JacksonVice President, Legal & Commercial

Michael joined Thales Australia as general counsel and company secretary in January 2007. Prior to joining Thales Australia, Michael was the chief operating officer at the Export Finance and Insurance Corporation (EFIC), responsible for the efficient delivery of key corporate services (including legal services) to the Corporation and for supporting the directors as Board Secretary. Michael has also worked in an in-house legal role for a major Australian manufacturing company and in private legal practice.

Michael Jackson, VP Legal & Commercial, Thales

11 N

ovem

ber 2

010

Bushmaster and Soldier image © Australian Department of Defence

Measuring the In-House Team

39

11 N

ovem

ber 2

010


Why Measure?

Measurement tells you where to focus and where action is needed.

40

11 N

ovem

ber 2

010


Service Level Agreements – Objective Measurement

Shared Service Model

how much legal support will each Business Line (BL) buy next year? model highlights the need to engage the business in setting objectives that directly support the business goals

what is the BL’s strategic plan and what initiatives require legal supportdiscussion - historic and current assessment of legal risks and exposures

41

11 N

ovem

ber 2

010


Service Level Agreements – Objective Measurement (cont)

Measures

response / turnaround timesmay help set realistic expectationsmay help with the ‘last minute involvement’ issueuse only first iteration

transaction debrief sessions surveying

42

11 N

ovem

ber 2

010


Service Level Agreements – Objective Measurement (cont)

Litigators can:count actionselapsed timeoutside firm costsquantity of discoverypleadings filedsuccess meeting resolution target amounts

Transactional lawyers:number of agreementsagreement typedollars involvedelapsed time from start to finish

Others:advice over the phone, by email or in meetings. Unclear sometimes when the assistance began and endedbenchmarking particularly important

43

11 N

ovem

ber 2

010


Benchmarking / Targets

Broad Benchmarks

financial measures: use costs ‘by nature’ timesheets:

cost per lawyer-hourcost per legal staff-houreffective utilisation of paralegals

legal costs as percentage of revenue e.g. target 0.25%

44

11 N

ovem

ber 2

010


Benchmarking / Targets (cont)

Benchmarks Against Team’s Own Performance

number of matters / files opened and closedhelps match demand to resources (headcount or budget)not a precise measure

hits on legal intranet against other Functional Departments – Finance, Human Resources

Lawyers as % of total headcount – Thales approximately 1 lawyer for every 430 employees

training: record the number of people trained, or number of sessions held by the in-house legal team success managing against a target budget and a stretch budget

45

11 N

ovem

ber 2

010


Objectives

Personal Objectives• set department priorities then build individual plans and objectives to

align• areas of greatest concern / loss• care not to distort priorities by reacting to the latest problem or issue

Corporate Priorities• behaviours / values• safety (lost time injuries)

Team Objective• material increase in satisfaction of internal clients measured by

surveys (June and January)• same results for all team members

One-off Objectives• e.g. implementation of the Legal Document Management System

46

11 N

ovem

ber 2

010


Legal Survey Questions

Timeliness• How satisfied were you with the timeliness of work the Legal

team performed for you over last 12 months?Communication - written• How satisfied were you that the written advice given to you by

the Legal team was clear and concise? Communication - oral• How satisfied were you with the oral advice given to you by the

Legal team? Business understanding• How satisfied were you with the Lawyer’s understanding of

your business / function? Accessibility• How satisfied were you with the Lawyer’s accessibility?

47

11 N

ovem

ber 2

010


Legal Survey Questions (cont)

Diligence• How satisfied were you with the Lawyer’s diligence?

Judgment• How satisfied were you with the Lawyer’s judgment (in

particular the Lawyer’s ability to focus on the issues that related to key transactional or business risks)?

Efficiency• How satisfied were you that the Lawyers you worked with

performed their work in an efficient way? Overall satisfaction• Overall, how satisfied were you with the support provided by

the Legal team over the past 12 months?

48

11 N

ovem

ber 2

010


Objectives (cont)

Capture Day-to-Day Work review, draft, negotiate and settle agreements, deeds, etc as required. provide all desirable legal support to assist [Business Line / Function]… in providing legal services, demonstrate the following characteristics:

legal abilitygood judgmentdiligencetransparencygood communicationefficiencycreativityleadershipspecific goal regarding meeting budgets by minimising spend on external legal advisors

49

11 N

ovem

ber 2

010


Objectives (cont)

Measure the management of external service providers, particularly lawyers

Think-tank/MentoringDiscuss, solve & present findings on common issues found in-house

Think-tank/MentoringPresentation One

In a maturing in-house environment with limited resources and internal opportunities how do you; - Promote a culture of business development and continued internal relationship growth? - Manage legal resources when a team member is seconded into the business (and what are the benefits to the business and legal team)?

Think-tank/MentoringPresentation Two

How do you measure the legal team’s productivity, success and effectiveness against the businesses objectives and needs?

Think-tank/MentoringPresentation Three

As a General Counsel how do you ensure junior staff members are adequately mentored and supervised and how do you manage senior staff’s desire for promotion and career progression?

Panel Q&A

The In-house Counsel NetworkAs seen on LinkedIn (search for In-house Counsel Network in the groups directory)

The In-house Counsel Network was specifically

developed for the Australian in-house legal industry. The

primary objective is to connect existing

(and prospective) In-house Counsel for

the purpose of sharing information

and innovative solutions relating to

in-house legal practice.

Company Overview - Brief History Naiman Clarke was established in 1999, and since that time has grown to become one of the leading specialised recruitment firms in Australia. We are driven by the desire to maintain our position as the best specialised recruiters in Australia. Our ability to consistently deliver results by providing creative solutions that exceed the expectation of clients and candidates sets the benchmark in professional recruitment.

What Makes Us Unique? We consistently strive to become a valued and trusted partner of our clients and candidates. This is because the core values that govern our company recognise the importance of people. We value our people and the partnerships that we create with our clients and candidates. We continually strive to achieve excellence through continuous improvement, teamwork and fairness. Our high ethical standards also ensure that integrity and respect are never sacrificed for short term gain.

Our Clients We specialise in recruiting professional and support staff to professional firms, government and corporations within the Legal and Healthcare industries. Our clients include blue chip multinational corporations, government, top and mid tier capital city firms, hospitals and pharmaceutical companies as well as numerous boutique organisations both in Australia and overseas.

Global and National Reach Naiman Clarke has an office in Sydney where dedicated consultants provide recruitment services for clients in Sydney, Melbourne, Brisbane, Canberra, Adelaide, Perth and Darwin. We also have strong associations with leading professional firms and corporations within the Legal and Healthcare industries in the United Kingdom, Europe, North America, the Middle East and Asia.

Naiman Clarke provides a comprehensive range of services including: •Permanent Recruitment Services •Search and Selection •HR Consulting and other professional services •Training

Specialties Permanent Recruitment Services. Search and Selection. HR Consulting and other professional services. Training.

That’s a wrap... Thank you

From the In-house, Private Practice and Support teams at Naiman Clarke,

we wish you a safe and happy Festive Season.

acla 16th national conference

Documents