Anglo American legal boss Richard Price has a dream, and it’s not about mining. Since he started leading the energy giant’s global legal team from London almost a year ago he has done it all: the company’s first review of external advisers and an extensive overhaul of in-house legal capabilities.

But that’s not enough. Price wants to help change the make-up of the legal sector’s energy lawyers and push through more gender diversity.

“We’re trying to be more diverse as an organisation – it helps if we’re working alongside diverse law firms,” he says. “As clients, we can help to drive the agenda and get a better team.”

“We’re trying to be more diverse as an organisation – it helps if we’re working alongside diverse law firms”

Price is aware that nudging is not enough. So, during the company’s first-ever legal roster tender, he sent firms a simple test: to forward two to three relationship partners and at least one was “encouraged” to be a woman.

Not all firms passed the test.

“We want to be sure firms are delivering their best – including their best teams – when we work together,” says Price. “This is a critical area for law firms. Some do it much better than others and we feel strongly about it.”

Some of the feedback he received was unexpected, with lawyers saying they welcomed the company’s initiative to help them fuel internal change.

“We weren’t interested in their stats,” explains Price, “We wanted to know about changes they’re making to improve diversity. We know it’s an area firms have focused on, but change has been slow.”

Anglo American also wants to get better at resolving its own diversity issues, but there is still a way to go, Price says.

“It helps us to work with law firms that are diverse themselves,” he adds. “We as clients can help drive the diversity agenda within firms and it’s our job to do that. It’s the right thing and we also believe that more diverse teams are better teams.”

Opportunity

The company has a diversity committee looking at whether there are things it needs to do internally, he continues.

“It’s recruitment, retention and promotion,” he says. “There’s a great opportunity for us in that respect.”

Price will not name the firms that did not make the cut, as he “doesn’t want to offend anyone”. In fact, he refuses to name the firms that did. From our own research, we know that Linklaters and Price’s former shop Shearman & Sterling are likely to feature on the roster. According to The Lawyer Market Intelligence, Anglo American has also instructed the likes of Davis Polk & Wardwell, Eversheds Sutherland and Sullivan & Cromwell.

“We’ve put in place a global roster for big-ticket cross-border matters,” Price explains. “It’s not as exclusive as a panel, it doesn’t have the same panel discipline.”

“Our law firm review was an opportunity to understand the capabilities of various players in the industry – it wasn’t purely commercially driven”

The review, undertaken in conjunction with the company’s supply chain, was seen as an “opportunity to understand the capabilities of various players in the industry – it wasn’t purely commercially driven”.

The aim now is to expand the company’s internal legal function to cut the volume of high-cost, low-level work sent to advisers. For this to work, Price needs to seriously expand his team.

“I’m looking closely at the size and shape of the legal team,” he says. “What is done by ourselves and what we outsource, which involves capacity constraints.”

To get business buy-in Price launched an internal survey to review and back the performance of the team.

“They want more legal support so we need to recruit at various levels; our bandwidth needs to increase,” he says.

The time is ripe to ask for investment. The company’s results, released a day before our interview at the London HQ, paint a positive picture for 2017. The figures are good: debt down by 47 per cent to $4.5bn (£3.2bn) and profits for equity shareholders doubled to $3.2bn. Now the company has to decide what to do with all that cash.

“The industry is in a much better place than it was two years ago,” Price says. “There’s a focus now on what it’s going to do with all the cash it’s earning. It’s fair to say the industry has a bit of a credibility issue with investors because we’ve wasted a lot of their money over time with over-ambitious growth projects or M&A deals. There’s a healthy scepticism out there.”

Price’s team may not directly impact business performance, but his role has never held a higher stake in the strategic direction of Anglo American. For the first time, the group general counsel role has a seat in the management committee, which meets every two months.

“It gives me the opportunity to provide an appropriate level of influence over the company and its strategy,” he says.

At the forefront

“The decision was taken out of appreciation of the greater role and significance of legal in our business. We operate in a highly regulated environment. Occasionally, we’re involved in high-stakes disputes and there’s a fair amount of legal content in what we’re involved in.”

His team has also been at the forefront of the company’s M&A activity, its disposals and its high-profile litigation.

Latest deals include the sale of 88 per cent of a thermal coal mine in Australia to Malabar Coal, and exiting the South African domestic coal business with the sale of the New Largo mine for $71m.

But these deals are dwarfed by the constant barrage of litigation. The biggest contentious dispute in the public domain for the team this year is a class action against several energy companies, including Anglo American, in South Africa, launched by miners suffering from silicosis, a lung fibrosis caused by the inhalation of dust containing silica.

A settlement of $755m is on the table and could be accepted by the time this issue goes to press.

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The High Court has cleared Mishcon de Reya of any wrongdoing during a dispute with former client Instant Access Properties (IAP) ahead of the company’s insolvency.

Mishcon corporate partner Jonathan Berman was accused of working with a tax adviser to shift IAP’s revenue into two British Virgin Islands-based companies which – IAP alleged – directly contributed to the company’s liquidation.

IAP had company finances transferred to the Leadenhall Group and the Darrencrest Corporation in a series of exchanges between 2003 and 2007. Mishcon said it was unaware of any indication from HMRC that UK tax regulations were contravened, which ultimately led to IAP facing a £6m bill.

Berman and Mishcon turned to DWF for advice during the case, with partner Michael Robbins instructing 4 New Square’s Jamie Smith QC and 7KBW’s Michael Ryan.

Former IAP director Bradley Rosser, tax firm Jeffcote Donnison and its founding member Philip Donnison instructed DAC Beachcroft and Francis Wilks & Jones (FWJ).  Two others IAP directors – Maria Gifford and James Moore – were involved in the case at any earlier stage. Gifford was present in court without representation, and the now-bankrupt Moore did not appear in court at all.

Rosser turned to Francis Wilkes & Jones in the case which instructed Serle Court’s Lance Anshworth QC and Matthew Morrison.

DAC Beachroft partner Suzanne Wharton acted for the tax firm and Donnison, instructing Fountain Court Chambers’ Mark Simpson QC and Niamh Cleary, and 2 Temple Gardens’ Isabel Barter for Jeffcote Donnison.

Wharton also instructed Maitland Chambers’ Edmund Cullen QC and Fountain Court’s Joseph Farmer for Donnison.

Taylor Wessing partner Nick Moser advised IAP during the case, instructing South Square Chambers’ Mark Phillips QC and 3 Hare Court’s Daniel Lewis.

The Honourable Mr Justice Morgan said in his judgement that “it was always obvious that the claimants faced grave difficulties in relation to limitation” and the strength of its argument.

IAP had contiually claimed that the tax arrangements made in the British Virgin Islands were detrimental to the company’s health and were a breach of fiduciary duty, amounting to negligence. The defendants were also accused of fraudulent trading under the Insolvency Act.

Mishcon was approached for comment.

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Allen & Overy (A&O) former banking head Philip Wood QC is retiring at the end of this month after half a century in the magic circle firm. Having joined as an articled clerk in 1967, Wood became a partner six years later and was appointed as head of the prized banking group between 1992 and 2002. As he prepares to hang up his boots, he looks back on his career and the changing face of the legal industry. 

I came to law via a circuitous route. I graduated with a degree in English Literature and had no idea what I wanted to do. My teacher suggested I go into the priesthood but I didn’t think I was cut out for that, so my dad, himself a lawyer, suggested a career in law. He handed me the case of Dudley and Stephens (1884), where the defendants – marooned at sea on a dinghy without food or water – decided to kill and eat the 17-year-old orphan cabin boy to ensure their own survival. When they made it back to England they were convicted of murder and sentenced to hang, although they were later pardoned by Queen Victoria.

The case really struck me. Was it right for these people to kill so others could live? In his speech, the leading judge talked of how we needed rules of conduct in order to survive as a human race. I realised, these are real issues and this is what I want to do. That said, you also need a lot of stamina and sheer grit to do a job like this – it’s hard work, so the best piece of advice I can give to prospective lawyers is to simply make sure you enjoy it.

How does one cope with so much change?

My career hasn’t been without its surprises. I encountered wars, revolutions and financial collapses, most of which weren’t forecast. I think there was a war in every decade of my career – the Falklands, the Gulf, Iraq, Afghanistan, Ukraine. In the 70s we saw bankruptcies and in the 80s practically every single emerging country, except Botswana, was insolvent. Then there was the collapse of the Soviet Empire, the dotcom boom, the dotcom bust and the last financial crisis.

The nature of the work changed too. When the Euromarkets arrived we found ourselves doing syndicated credit agreements and international bond issues. Then we had to get to grips with new instruments like securitisations and derivatives. How does one cope with so much change? On a legal level, I learnt that transactions have to be structured and contracts built which take disruptive possibilities into account, as far as they can. On a personal level, I think you need to take a philosophical view, resolutely believe in your values and be ready for anything.

I especially enjoyed the early part of my career as we had so much freedom. When it came to a contract you wrote down, within limits, what people had agreed and the courts would enforce it. That gave us enormous scope to be creative, it was like writing poetry. I got to fly around the world negotiating syndicated credit agreements and bond issues in fascinating places like Cairo and Jeddah.

Working on the Greek bankruptcy – acting for the bondholder committee – was also fascinating. It was the world’s biggest bankruptcy, more than €200bn, without a bankruptcy law – just contract law. It was extraordinary to see how it worked, how you could have just negotiations with no rigid framework of law for them to work from. The whole transaction only took nine months – a stupendous pace – and that was because everybody in that deal wanted one thing: stability. It was a civilised value and they believed in it.

For me, the law is crucial to our survival as a species. It binds us in order to give us freedom. Consider the 33 Chilean miners who were trapped in the San José copper–gold mine in 2010. They survived because they elected a leader and made rules which governed things like food rations.  I explore these ideas in my latest book “The Fall of the Priests and the Rise of the Lawyers”. It’s about the role of law in society and it’s really the logical conclusion of my work as a practitioner, teacher and writer. In some ways I feel I’ve come full circle back to where I started my career.

I’m terribly sad to leave A&O, I’m very proud of the incredible progress that the firm has made in the last 50 years. We have a wonderful camaraderie here and a shared desire to think ahead of the pack and find ‘the next big thing’, both are very much part of our unique culture. More than that though, I think our people believe the law is crucial and see their work through a global lens, thinking about how it affects the world as a whole. We’re definitely what I would call a ‘one-world’ firm.

Now I’m looking forward to concentrating on my books, continuing to study the law and trying to make sense of the world. I realise spending my time travelling might be more fun, but I’m determined to stick to what I know best. I’m interested to see how the profession develops; technology is already having a significant impact. It will be fascinating to see where this goes, and exactly what’s required of the lawyers of the future.

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Freshfields Bruckhaus Deringer is advising Advent International on its potential €2bn deal with French pharmaceuticals company Sanofi.

The magic circle firm has won the top mandate from the private equity giant, with corporate partners Alan Mason and Stephanie Hundertmark leading from Paris and Berlin respectively. IP partner Jochen Dieselhorst is also playing a key role in the deal from Hamburg.

The group is working alongside CMS Cameron McKenna Nabarro Olswang, which is fielding a team in Central and Eastern Europe. The firm’s co-head of private equity, David Butts, is leading the group from Bulgaria.

Advent has confirmed that is looking at acquiring Sanofi’s European generics business called Zentiva. If the deal was agreed, it would complete at the end of 2018.

Sanofi is being advised by Weil Gotshal & Manges partners David Aknin and Arthur de Baudry d’Asson, both based in Paris.

Advent has already invested in multiple life sciences businesses, including The Priory Group, Aviagen and Trinity Pharmaceuticals, all based in the UK.

This acquisition would mark the first acquisition of a French-headquartered life sciences company, with other investments focusing elsewhere in Europe and in the US.

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Clifford Chance has made up 26 new partners globally in the firm’s largest promotions round for six years, falling just short of 2012’s 27-strong group.

That year, the firm favoured Continental Europe and London, which echoed this year’s round. Between them, the two jurisdictions boasted more than half of all the magic circle firm’s new partners.

The firm’s head office in London features seven new partners with Continental Europe boasting eight. Frankfurt has been strengthened the most, taking a quarter of those new partners in a nod towards its growing importance ahead of Brexit.

Ten of the new partners are women, representing 38 per cent of the new partnership total.

There were six further promotions in Asia-Pacific, two in the Middle East and three in the firm’s US offices.

In keeping with the firm’s core practices, corporate led the way with nine new partners and was the only practice to receive at least one new partner in every jurisdiction. Finance followed with six new partners, while capital markets was the third most strengthened adding four new partners. Real estate and tax, pensions & employment received the joint-fewest partners with two apiece. Litigation & dispute resolution was just ahead with three partners.

This now completes the magic circle’s promotions round in 2018 and means Clifford Chance was roughly equal to Linklaters in its promotions this year. Its magic circle rival promoting just one partner more and also making up 10 female partners.

Freshfields Bruckhaus Deringer promoted the fewest new partners, seeing just 12 associates made up, while Allen & Overy promoted the fewest female partners with just two women in its 20-strong round.

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Stephenson Harwood has made up five lawyers to partner in its 2018 promotions round, while an additional three have been named as local partners.

The promotions have been made in the London and Hong Kong offices, with five associates elevated to partner in London. Women account for half of the partnership total, with two in each office.

Kate Cordery joins the commercial litigation team in the City, having been an associate with the firm for seven years. She is joined by Emily Osborne in private wealth.

Ben Sigler also becomes a partner in commercial litigation, alongside Tom Page in corporate and Jonathan Spearing in the firm’s marine and international trade practice.

Out of the five, just Sigler trained at the firm.

An additional three lawyers have been named as local partners in Hong Kong. These are Ian Childs in litigation, Silvia On in private wealth and Ivy Wong in corporate finance.

The firm has six offices across Asia, including in Beijing and Shanghai, and most recently opened an office in Myanmar in 2016.

This week the firm brought a new partner into its real estate team. Catriona Berman joined a team of real estate partners, becoming the second female partner in the team.

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Slaughter and May is acting as principal adviser for defence and technology group Ultra Electronics as it faces a criminal investigation by the Serious Fraud Office (SFO).

The SFO said it had opened the probe into “suspected corruption” at the company’s Algeria business, following a self-report by Ultra.

No other details have so far been disclosed, though Ultra Electronics released a statement to say that the matter concerned its “business conduct, subsidiaries, employees and associated persons”.

Following the investigation by the SFO, Ultra’s shares have dropped by dropped 8.9 per cent.

The SFO investigation comes just months after Ultra Electronics scrapped its plan to acquire devices manufacturer Sparton; a decision made due to anti-trust concerns. Slaughters had advised Ultra on the placing of shares and planned acquisition of the company. 

In March, Ultra also appointed former BBA Aviation boss, Simon Pryce, as its new chief executive officer.

Slaughters has been frequently called in to advise corporates facing scrutiny from the SFO. The firm was brought in to advise British American Tobacco last year on its investigation into possible corruption, replacing Linklaters in the role. It was also instructed by Rolls-Royce in 2015 on its SFO probe, working alongside Debevoise & Plimpton.

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Cadent Gas has launched its first panel tender since the £13.8bn deal that saw it split from National Grid in December 2016.

The business’s in-house head of legal Diane Bennett will run the tender, which is set to run for three years with two one-year extension clauses included in the contract.

The company – which operates half of Britain’s gas distribution networks with responsibility for the West Midlands, North West England, the East of England and North London – has said it will look to appoint a maximum of 11 firms to its panel. Highlighted areas of focus include advising on its regulatory, corporate finance and governance, and general legal needs.

All firms pitching for the work have until 21 May to submit their proposals as the expected start date of any appointment is 17 July.

Cadent Gas was first created when the Quad Gas Group consortium purchased a 61 per cent stake in National Grid’s NG Gas Distribution, while National Grid retained the remaining 39 per cent.

Linklaters advised long-standing client National Grid on the deal with corporate partners Roger Barron and Jessamy Gallagher leading for the firm.

Clifford Chance and CMS Cameron McKenna Nabarro Olswang led for the consortium, including Macquarie Bank and CIC Group. Corporate partner Brendan Moylan led for the magic circle firm, while CMS head of corporate Charles Currier headed up his firm’s team.

Addleshaw Goddard, DLA Piper and Irwin Mitchell all played roles in the transfer of roughly 15,000 properties in National Grid’s portfolio.

National Grid’s legal team – headed by general counsel Alison Kay, global head of legal operational excellence Mo Ajaz and UK general counsel Rachel Davidson – chose to renew its current legal panel for a further two years last summer.

The 12-strong panel will remain in place, featuring Addleshaw Goddard, Bryan Cave Leighton Paisner, Bircham Dyson Bell, CMS, Dentons, DLA Piper, Eversheds Sutherland, Herbert Smith Freehills, Irwin Mitchell, Linklaters, Norton Rose Fulbright and Shakespeare Martineau.

Cadent Gas was approached for comment.

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What’s your most vivid memory from being a trainee?

I did my training at Wragges in Birmingham in the late 1980s and as a young trainee the culture felt very exciting and dynamic. This was pre-recession and it felt like the UK was booming. We worked very hard and played hard too and Quentin Poole, who at the time was a litigation partner, used to hold court at the bar of a local hotel on a Friday afternoon (it can’t have been every Friday but it is in my memory) and I remember thinking just how exotic it all was – this was the 80s remember! Great team building…

Who has been the most influential person in your career? Why, and how have they helped you?  

I’ve been very fortunate to have had a number of supporters and mentors over the years but without doubt the people who have always been there for me and who, when I was at school and then at university, were right alongside me were my mum and dad.

My dad’s parents were farmers in Northumberland and had a tough life, certainly compared to today’s standards. My dad and his brother were the first in their family to go to university and dad has an incredible work ethic which he instilled into me. My mum was this incredibly gentle and supportive person, and in her eyes all of her four children could no wrong. She would have been proud of us whatever we had chosen to do and so the combination of the two instilled in me a strong work ethic and a strong sense of understanding that there are many different ways to achieve and no one way is any better or worse than the other. Just different.

What was the best career decision you ever made, and why? 

I was sorry to leave Wragges, they were a great firm and were on a real roll in the 80s, but without doubt the best decision I made was to join what was then Dickinson Dees in Newcastle. It was different, and at that time the firm was going through some very big changes and had only just appointed its first managing partner, Graham Wright.

Robert Dickinson, the then senior partner was an incredibly impressive individual and a strong leader and, building on those foundations, the business has been able to evolve into the law firm we are today.

What advice would you give to someone who wants to get to where you are/do the job you do?  

Take each stage as it comes. There is always a logical next step and make sure you understand when that step should be taken – both for the business and for you personally. Gather information before you make a decision but don’t make the mistake of gathering more and more information and not actually making a decision.

You will have some setbacks but don’t be too down-heartened by these, ultimately they do make you stronger. Remember those who support you along the way and don’t lose sight of where you started from and where it all began. Above all, work hard.

What work or career-related project or activity would you really like to do, but don’t have time for?  

On a personal level, business has always been what I have been interested in (that was why I practiced in the insolvency field when I was a fee earner) and without doubt the best business leadership course I have ever attended was Harvard Business School’s “Leading Professional Service Firms” . It was a short course, only six days or so, and is a mini professional services – focused business course.

Had time allowed  I would have liked to have done an MBA. I know MBAs can come in for a bit of stick but what I also know is my younger brother did one while still a civil engineer with Balfour Beatty in the early 90s and armed with his learning and the experience he then had he went on to set up HTC (mobile phone company) in Europe. I think all professional services businesses would benefit from more formal training. 

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Allen & Overy (A&O) has developed a new online platform for banks, hedge funds and other law firms in the wake of impending derivatives regulations.

The magic circle firm has developed the platform along with derivatives data repository IHS Markit and online platform SmartDX.

It is designed to help meet the derivatives contracts repapering challenge in the wake of initial margin (IM) regulations.

The platform is called Margin Xchange and will be available for any client or law firm to use.

A&O derivatives partner Paul Cluley told The Lawyer: “We expect other firms to be using the platform. Banks, hedge funds, or asset managers can use any legal provider they want. A&O is not trying to provide the resource to do the negotiation. We’re looking at this and saying we’ve built a platform fit for purpose.”

The platform will launch in the Autumn in anticipation of the widening scope of the IM regulations by 2019 and 2020.

The implications are significant, Cluley said. “If you have to post Initial Margin you will need to change your existing documents and put in place new arrangements with custodians. For every trading relationship, there are five or six agreements. There are bilateral and tri-party contracts to consider, and the regulations are important because they affect a huge number of firms.”

IM regulations are already affecting around 40 bank groups globally.

The platform is intended to cater for the operational challenges connected with umbrella agreements covering multiple funds and multi-manager funds. “The idea was informed by a lot of IM negotiations for clients, where we saw the inefficiencies in the process, and the impossibility of scaling up to volumes we’ll see in 2019 and 2020”, Cluley said.

“The benefit for A&O is the development of an independent solution. Subscriptions will be paid for using the platform, but we’re looking at a service that is based on value and efficiency,” Cluley said.

Margin Xchange does information reconciliation, document generation, negotiation and execution, case management and a full data export with the goal of treating derivative documents as data. The platform allows users to record contractual variable as data points, rather than text.

Cluley added: “You can have the greatest idea in the world, but the information security barriers for the clients using it are immense, so it’s vital for our offering to be part of existing client infrastructure. For users, they’ll be accessing it as if it were part of an existing counterparty management system.”

“We don’t expect to be the only people to have identified a need. But we’ve got something up and running, and we’re already picking up a lot of enhancements that the buy-side want,” Cluley said.

A&O derivatives partner David Wakeling led the project, which was initiated at the beginning of 2017. Six partners and a team of associates have been working on it. Wakeling was also the leader of A&O’s 2016 offering in collaboration with Deloitte, MarginMatrix.

MarginMatrix was a service offered in response to variation margin regulations.

Price points are due to be set in Autumn.

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The recreational drugs trade is rarely thought of as a sector for M&A lawyers to capitalise on, but in Canada that is exactly what is happening.

The Canadian government has just introduced laws that will legalise marijuana for medicinal and recreational purposes, creating opportunities for lawyers to act on M&A deals for companies looking to meet consumer demand. With the deadline for legalisation set for July, Canadian lawyers are already getting busy.

Alongside the opportunities for consolidation for license producers, this launch of a market worth some CAD$30bn (£16.9bn) has created regulatory issues around production, distribution and safety.

Here, our panel of experts discusses the impact of these radical new laws on what is usually considered a conservative market.

Q: What impact will the Canadian decision to legalise recreational and medicinal marijuana will have on M&A?

Mark Trachuk, co-chair of Osler cannabis practice group: The decision to legalise adult cannabis use is federal in scope, which makes it unique compared with other jurisdictions. In the US cannabis is still a Schedule I narcotic, making it a controlled substance criminalised at federal level. This puts Canada at the cutting edge of the industry and has tremendous implications for capital markets and M&A transactions in the sector

The Canadian capital markets have embraced the sector on levels reminiscent of the dotcom era in terms of both market cap and valuations. In Canada, we have a listing regime that is receptive to junior companies and allows them to go public on our principal junior exchanges (the TSX Venture and the Canadian Securities Exchange) using a reverse takeover structure resulting in freely tradeable shares, which avoids the time and expense of clearing a prospectus and completing a conventional IPO. This has allowed over 100 cannabis companies in Canada to go public in the past few years.

Once public, companies are readily able to pursue acquisitions using public stock as currency. This has greatly accelerated M&A activity in the cannabis sector and we’re starting to see a wave of consolidation.

“Once public, companies are readily able to pursue acquisitions using public stock as currency. This has greatly accelerated M&A activity in the cannabis sector” Mark Trachuk

Although production capacity is the  principal driver of M&A activity currently, vertical integration and the acquisition of proprietary intellectual property relating to cannabis production will also be key drivers for acquisitions.

Mindy Gilbert, partner, Davies Ward Phillips & Vineberg: Medical marijuana has been legal in Canada since the early 2000s. The decision to legalise recreational cannabis is expected to result in, and has in fact resulted in, an increase in licensed producers, or ‘LPs’.

There are now 90 LPs (up from approximately 67 in October 2017). This increase will create an even further fragmented market.

To date, LPs have faced challenges financing their operations. Canadian banks have been reluctant to lend and many of the Canadian bank-owned investment banks have been unwilling to raise capital. This lack of access to capital, coupled with the fragmented industry, suggests the industry is ripe for consolidation.

We are already seeing consolidation. For example, in January, following a hostile takeover attempt, Aurora Cannabis and CanniMed Therapeutics agreed a friendly merger resulting in the combination of two Toronto Stock Exchange-listed companies.

We have also seen other types of M&A in and around the industry, including foreign acquisitions or investments in Canadian cannabis companies and acquisitions and investments by Canadian cannabis companies in international cannabis producers.

Alexis Levine, partner, Blake Cassels & Graydon: There is a fair bit of consolidation strategic combination activity in the market as licensed producers adjust their business models to the emerging capital and regulatory landscape.

This includes vertical integrations, geographic expansion, capital-driven transactions, and strategic acquisitions.

Q: How much M&A work is the legislation expected to generate?

Trachuk: Given the large number of new companies in the space we expect to see exponential growth in M&A activity in the sector. Large global strategic investors are starting to show interest, including beverage and tobacco producers which will bring new capital and expertise to the industry, and accelerate growth as global brands begin to be introduced.

We also believe there are opportunities for foreign acquisitions of Canadian cannabis companies as a way for foreign investors to get a foothold in the sector. Given that Canada is at the forefront of legalisation of full adult cannabis use, and our capital markets have opened up to finance the industry, Canadian companies may also seek acquisitions abroad including in the US and Europe.

We expect Canada to be the global leader in the cannabis industry, but with big opportunities for US investors and other foreign capital to participate.

“We expect Canada to be the global leader in the cannabis industry” Alexis Levine

Levine: There are 89 licensed producers of cannabis today. The sector has relatively low margins and significant regulatory requirements, so well-capitalised producers will have an advantage. While the amount of M&A work that will be generated is simply a projection, there is a consensus that there will be meaningful consolidation.

The market will likely end up with fewer than 10 leading producers and a number of smaller players.

Q: What will be the regulatory impact of the law, and what are the key issues surrounding the legislation?

Trachuk: The biggest question is what the distribution model will be. This will vary in each province.

In Ontario, Canada’s largest province by population, the model proposes government distribution using government-owned and run dispensaries and internet sales. Other provinces are considering licensed dispensaries with the prospect of there being franchise opportunities and the outsourcing of internet sales. However, it is anticipated that distribution models will evolve as demand grows and we move into broader extract-based product lines like edibles (expected to become available in Canada in 2019) and other consumer platforms.

In addition, regulatory issues surrounding dosage, testing, safety, and best practices for production, distribution and security are evolving. For example, recently the federal government decided to abandon certain vault requirements previously required as part of the Access to Cannabis for Medical Purposes Regulations licensing.

Health Canada also indicated that licensed producers will no longer be subject to 24-hour video surveillance inside the rooms where cannabis is being cultivated, propagated or harvested; however, access points to such rooms will still require 24-hour video surveillance. As the science and production practices evolve, regulation will too.

Gilbert: One of the goals of the Cannabis Act is to eliminate the illicit market. Distributors to the recreational market will need to ensure that pricing is competitive with products sold in the illicit market. Furthermore, distribution will need to be convenient for consumers to compete with the broad reach of the illicit market.

“One of the key issues surrounding the legislation is that each provincial government will regulate price and distribution” Mindy Gilbert

One of the key issues surrounding the legislation is that each provincial government will regulate price and distribution, including the number of retail locations. This will create a patchwork of regulation across the country. In some provinces the government will control the sale of recreational cannabis through government-owned entities. In other provinces it will oversee sale through the private sector. The number of retail outlets will vary by province.

The act will also place significant restrictions on the marketing, promotion and branding of products. This will make it difficult for producers to differentiate their products, rendering price the principal basis on which they can compete. Controlled distribution and government-determined pricing may squeeze margins, making it hard for smaller producers to compete, and for all to compete with the illicit market.

Levine: The final federal regulations and many of the provincial retail regulations are not yet available, but the sector will affect a variety of legal areas. Key issues to watch are the availability of provincial retail licenses, whether outdoor cultivation will be allowed, and cross-border impacts of US federal laws.

Q: Do you expect to see an impact on the rules relating to the financing of M&A transactions and if so, what?

Trachuk: One of the biggest issues facing cannabis issuers has to do with disclosure requirements. Regulators have prescribed certain disclosure – including as it relates to Canadian cannabis producers with US assets – but these requirements continue to evolve. Also under the disclosure umbrella are accounting issues including the valu­ation of plants at various stages of the growth cycle.

Gilbert: The Toronto Stock Exchange recently announced that listed cannabis companies with investments in, or commercial relationships with, US market participants risk losing their listing. In addition, regulators recently announced disclosure rules for cannabis companies with investments in, or relationships with, US market participants. However, these announcements are limited to cannabis companies with US involvement.

To date, it has been challenging for all industry participants to obtain bank financing. One area of uncertainty is the ability of a lender to take security over the assets of a cannabis company, including its licence to produce cannabis. Under the current draft legislation, it is unclear whether a licence could be transferred to a lender in a seamless and efficient manner pursuant to an enforcement action. This lack of certainty may impact an acquiror’s ability to finance a proposed acquisition.

Q: What deals has your firm been involved in during the run-up to the legislation becoming law?

Trachuk: Osler has been involved in a range of unannounced transactions relating to pre-IPOs, reverse takeovers, land acquisitions for production, M&A, potential mergers, private investment in public companies and reviewing and working on different distribution models.

We have also worked on some of the lar­gest public transactions in the sector including representing Constellation Brands in its strategic investment and minority stake in Canopy Growth Corporation and assisting AltaCorp in its advisory role in the Cannimed/Newstrike merger and the hostile bid by Aurora for Cannimed.

Gilbert: We advised Bank of America Merrill Lynch in the investment by Constellation Brands in Canopy Growth. We’re also advising other market participants on confidential transactions.

Q: Separately, what have been your biggest deals in other sectors and which other sectors would you say are particularly hot?

Trachuk: Last year and the beginning of 2018 saw private equity interest in Canada, particularly in the real estate and tech sectors. Notable Osler transactions include acting as Canadian counsel to a consortium led by Blackstone in which private equity funds managed by Blackstone – together with Canada Pension Plan Investment Board and GIC – have entered into a partnership with Thomson Reuters for Thomson Reuters’ Financial & Risk Business.

Other deals include representing Blackstone in connection with its acquisition of Pure Industrial Real Estate Trust; representing SmartREIT and Strathallen Acquisitions in the acquisition of OneREIT and acting for Layer 6, an artificial intelligence company based in Toronto, in its acquisition by the Toronto Dominion Bank.

Gilbert: In the real estate sector, we recently acted for SmartCentres REIT in its CA$1.1bn acquisition with Strathallen Acquisitions of OneREIT. In mining, we acted for Barrick Gold Corporation in connection with a transaction with Shandong Gold that included the sale of a 50 per cent interest in the Veladero gold mine for $960m (£700m); the negotiation of a 50/50 joint venture arrangement in respect of the Veladero gold mine; the negotiation of a strategic co-operation agreement to explore the joint development of the Pascua-Lama deposit located along the Chilean-Argentinean border; and the evaluation of additional investment opportunities on the highly prospective El Indio Gold Belt on the border of Argentina and Chile.

“We recently acted on the negotiation of a joint venture in respect of the Veladero gold mine” Mindy Gilbert

We also acted for Barrick on its sale of a 25 per cent stake in the Cerro Casale Project to Goldcorp, and the negotiation of a 50/50 regional joint venture over the Cerro Casale, Quebrada Seca and Caspiche projects in Chile’s Maricunga district.

In the industrial sector, we are acting for Aecon Group in its proposed $1.5bn acquisition by CCCC International Holding Ltd. The transaction allows Aecon to gain significant capabilities and financial strength by joining the world’s largest network of engineering and construction companies.

We also recently acted for Toromont Industries in its acquisition of Hewitt Equipment in a $1bn transaction that expanded Toromont’s Caterpillar dealership into Québec, Western Labrador and the Maritimes, and strengthened its expertise in the mining, construction, power systems and forestry sectors.

Finally, in financial services, we acted for Sentry Investments in its $780m acquisition by CI Financial in a transaction that combined two of Canada’s largest independent asset managers.

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The most common name for a law firm partner working at a UK top 100 firm is David.

According to Companies House data analysed by The Lawyer, there are 358 partners at top 100 firms with that first name.

Among those with the Biblical moniker are Travers Smith managing partner David Patient, TLT managing partner David Pester and Bird & Bird CEO David Kerr.

The full list reflects the white, middle class and male nature of the profession at the time that the partners of today entered it. The most common female name is 23rd on the list overall: there are 87 Sarahs at partner level in the UK top 100, meaning there are four times as many Davids as Sarahs.

Some senior Sarahs include Linklaters corporate star Sarah Wiggins and Freshfields head of capital markets Sarah Murphy.

Just one top 100 partner shares a first name with Prime Minister Theresa May (though there are six Teresas), while there are 51 Jeremys, 12 Vinces, 42 Nigels and five called Boris.

In total, the 10,826 partners analysed had 2,007 different names between them. Of those, 1,241 were unique; that is, not shared with anyone else.

If you’re curious about the other popular names in the upper echelons of law, you can take the two quizzes below to find out what the most common ones are.

Let us know how you did in the comments section or on Twitter.

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 Who are you, really?  And what are you like as a colleague, manager, parent or lover?

The answer to these questions will depend on who you ask and how you ask it.  We may believe that we know ourselves well, but often all too often the way we see ourselves and the way we are seen and experienced by others are far apart.  At its heart, self-awareness is about understanding these different perspectives.

Robert is an experienced lawyer who likes to impress clients by being seen to fight their corner forcefully and aggressively.  He feels pleased with the job he has done after a hard day negotiating against the opposition.  He does not realise that many clients never return because they consider him lacking in objectivity and prone to making bad judgments in the heat of the moment.  His colleagues won’t talk to him about this for fear of reprisals. He interprets their distance as an acknowledgement of his power.

Lucy feels she works too slowly and lacks the forcefulness to drive a hard bargain on behalf of her clients.  She often under records her time and usually feels someone else could have got a better result than her.  She is always surprised when clients return.  She does not realise that they value her diligence and balanced judgment and would be prepared to pay more for her services.  Her low self-esteem makes her quiet which colleagues interpret as aloofness and arrogance, so they rarely praise her even though they recognise her worth.  She interprets their distance as an acknowledgement of her failings.

Both Robert and Lucy lack self-awareness.  Neither of them is effective in examining their internal dynamics; and neither have a real sense of how they are perceived externally by their clients and work colleagues.  When they try and understand their relationships with work colleagues, they do so in a way that reinforces their existing patterns of self-perception rather than questioning it.

What is self-awareness?

Dr. Tasha Eurich, writing in the Harvard Business Review, explains that there are two types of self-awareness: internal self-awareness, and external self-awareness.

Internal self-awareness is concerned with how we see our own feelings, our place in our surroundings, our reactions and our impact on others. It is associated with higher job satisfaction and success in personal relationships; but also with negative impacts such as stress and anxiety.

External self-awareness is about understanding how other people view us. It is associated with greater capacity for empathy and understanding of others.  Leaders who display high levels of external self-awareness are valued more by their team, feel more highly valued themselves and happier.

As Eurich explains: “The bottom line is that self-awareness isn’t one truth. It’s a delicate balance of two distinct, even competing, viewpoints.” The examples of Robert and Lucy illustrate this.

Why is self-awareness important?

It is not hard to see why self-awareness is a key part of successful working and personal relationships.  Leaders lacking in self-awareness are likely to overestimate their own abilities, will be less able to accurately evaluate their own strengths and weaknesses and those of their team, and are less likely to identify their clients’ needs and how best to meet them.  As for personal relationships – which are no different to work relationships – we all know the negative impact on personal relationships caused by a lack of understanding of our own behavior and how it impacts on others.

Self-awareness is also closely linked to productivity and effectiveness.  A 2013 study commissioned by U.S. consultants Green Peak Partnership and carried out by Cornell University looked at the leadership styles and effectiveness of 72 senior executives across 31 different companies.  The study was carried out over a four-year period.  It found that hard-driving “results at all costs” executives were generally harmful to the bottom line; while those executives who were more likely to drive good results were self-aware executives who were especially good at working with individuals and teams.

As the authors put it, “soft values drive hard results.”

What can we do to become more self-aware?

Becoming self-aware requires effort and it is an on-going task.  Here are four practical steps that you can take to improve self-awareness.

Seek feedback from clients; speak openly to loved ones: there is a very simple and effective way to understand how we are seen by others, and how our actions have affected them. Ask. Seeking honest feedback from clients and colleagues is a very good way to understand our own strengths and weaknesses. Similarly, speaking openly to loved ones about misunderstandings or potential points of conflict will enhance our sense of self and how we are seen by others.

Replace the inner critic with the voice of self-acceptance and non-judgment: when we process feedback from others in a negative way or judge ourselves harshly it is difficult to genuinely listen to what we are being told, and really challenging to take anything positive from the experience.  On the other hand, if we suspend self-judgment and our judgment of others, we are better able to tune in to what is being communicated to us. By cultivating a willingness to accept our strengths and weaknesses for what they are, we become more motivated to identify positive actions and set in motion the process of beneficial change.

Ask “what” rather than “why”: research carried out by Eurich identified that asking ourselves “why” (as in, “Why did I behave like that?” or “Why am I feeling this way?”) is a surprisingly ineffective way of increasing self-awareness. It tends to generate answers that reflect our own internal bias, and can reinforce the pre-existing patterns of our own internal dialogue.  By contrast, asking “what” (as in, “What triggered my behavior?” or “What would make me feel differently?”) tends to direct the mind towards a solution-based outcome which identifies positive steps for the future rather than dwelling in the past.

Make space and time for reflection: self-work takes time and effort.  While many people pride themselves on keeping busy as though that were a thoroughly good thing, this is often the subconscious’ way of avoiding the challenging task of addressing our deeper needs.  Diarise time for reflection on what has happened during your day or your week, so that you can identify areas of your life that would benefit from greater self-awareness.  Putting aside some quiet time in the evening before bed can be a very productive way of identifying how the day has gone. What has gone well? What have I learnt about myself and others? What needs to be addressed?  Keep a journal with you so that you can note down your thoughts and reflect upon them.

Progress, not perfection

Life is a process of constant evolution.  We are always changing and so are those around us.  Few have the time or inclination to become a spiritual mystic or guru. We do not need to set our sights on the unobtainable.  The simple truth is that how we see ourselves and how others see us are both integral and equally important aspects of our unique identity. With that simple truth begins a deeper understanding of who we really are.

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Clyde & Co has made up 12 associates to equity partner, swelling the firm’s partnership numbers to over 400 for the first time in its history.

The UK was the main beneficiary of this group, receiving seven new partners: Tony Cawley, Angela Haylett and William Hogarth in London, John Pearce in Guildford, Gordon Walker in Leeds, Emma Rice in Manchester and Damian Rourke, who splits his time between Manchester and London.

The Middle East and Africa saw three new partners while Asia Pacific and the United States each had one new partner each.

Six of the 12 are insurance lawyers, the most heavily strengthened practice in this round, with corporate coming second with three new partners. The firm has consistently focused on its insurance sector, making up more insurance partners than any other in 2015, 2016 and 2017. Employment, real estate and marine were each boosted by the addition of one new partner.

Clydes senior partner Simon Konsta said: “We’re proud of this year’s promotions round, which represents the increasing diversity of our business across geographies, sectors and skills sets. These 12 partners are talented lawyers who have achieved what they have already by consistently demonstrating the market-leading advice, acumen and client skills that we’re known for within our sectors and specialist areas.”

Of the group, four of the new partners are women, representing a third of this year’s crop.

The firm also promoted 12 equity partners to senior equity partner in this year’s round. Of those, 11 senior equity partners came from outside of London.

Clydes’ partner numbers have been boosted in the last 12 months by the addition 50 new partners. A significant amount of those came in the firm’s US offices following the demise of US firm Sedgwick.

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Herbert Smith Freehills (HSF) and Sullivan & Cromwell have teamed up to advise FTSE 250 engineering company Weir on its billion-dollar acquisition of US provider Esco.

The team from HSF was led by London corporate partner Mike Flockhart and competition partner Kim Dietzel. The pair are advising Weir on the acquisition and capital raising to part-fund the deal.

HSF is working alongside Sullivan & Cromwell partners Matt Hurd and Scott Crofton, both based in New York.

The deal will see Weir acquire Oregon-based mining equipment provider Esco Corporation for $1.3bn. Esco is being advised by local firm Steol Rives.

This is the largest deal ever undertaken by Weir and its first acquisition in nearly three years when it bought US company Delta Industrials.

Weir Group sold American Hydro in June 2016, also parting ways with Spanish company Ynfiniti Engineering in the same year.

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Clifford Chance global head of corporate Guy Norman has been reappointed to a second term in the role, effective from 1 May.

Norman will now serve as corporate head until 2022, having first been elected to the four-year role in 2014 when then practice head Matthew Layton stepped up to become Clifford Chance managing partner.

Four years ago, Norman relocated to the capital to take the role and could now be considered an early contender for the managing partner role when Layton’s term comes to an end. Layton won his own re-election in December, though he will step at the end of the four years with managerial roles at the magic circle firm lasting a maximum of two terms.

Layton said: “I am delighted to appoint Guy for a second term. Over the last four years, he has played an important role in our drive to maximise collaboration and integration of expertise from across the firm. We have built on our market leading reputation among Corporates, continuing to diversify our client base.

“As the senior sponsor for the firm’s global Tech Group he has convened our deep, multidisciplinary capability to help our clients navigate a world facing fundamental technology-driven change.”

Norman will also head up Clifford Chance’s global transactions and advisory unit which also kicks in from 1 May.

Norman said: “I feel very fortunate to lead these groups which benefit from such deep and varied expertise across the firm’s incredibly powerful global platform. Working together, we provide the world’s leading businesses with the truly holistic service they need to address the opportunities and risks presented by today’s complex and rapidly evolving global market environment. I’m delighted to embark on another four years steering the ship.”

Clifford Chance has experienced a number of key managerial elections and changes this year. Former London office managing partner David Bickerton stepped following the end of his two terms. His replacement, banking and capital markets partner Michael Bates, was announced shortly afterwards.

The firm also to an 18-strong group expanded its global leadership team which Norman sits on as a practice group head.

The magic circle succession problem

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The Solicitors Regulation Authority (SRA) is investigating whether a formal inquiry should be launched into Dentons’ handling of a discrimination case.

The move follows a hearing in the Employment Tribunal last year, in which a former business services professional of the firm argued she had been unfairly dismissed for taking maternity leave.

The judge found that the woman in question was “subjected to the detriment complained of because she had taken maternity leave” and that it amounted to “pregnancy-related discrimination”.

The SRA is now looking into whether further steps need to be taken, investigating claims that evidence was not handled properly by the firm. These relate to handwritten notes taken in work consultation meetings.

The SRA said: “We are collating all relevant information before deciding on any next steps.”

This initial stage could act as a precursor to a formal investigation, although an official inquiry into the matter has not yet been launched by the regulator.

In a statement, the firm said: “We fundamentally disagree with the Tribunal’s decision but following it we conducted an internal investigation to satisfy ourselves that the staff named in the decision had not behaved improperly.

“Consistent with our regulatory obligations we informed the SRA about this investigation and, to assist them with their own review of this matter, voluntarily shared our report with the SRA. We expect the SRA to conclude that review within the next few weeks.

“Diversity and inclusion are both very important priorities for the firm. We recently reviewed our maternity policy to ensure it is aligned with market best practice, and have also enhanced our family friendly policies to support working parents in various ways with both work related and personal family challenges. We are committed to a workplace free from discrimination.”

For the Tribunal hearing, witness statements were provided by two Dentons partners; Andrew Harris and Helen Cleaveland, as well as several members of HR staff.

Earlier this year, Dentons also launched an investigation into the behaviour of a legacy Maclay Murray & Spens partner, after female employees flagged alleged inappropriate sexual behaviour.

Dentons suspended the partner pending the outcome of the investigation.

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In advance of his panel session at The Lawyer’s GC Strategy Summit, Zoopla Property Group’s general counsel and company secretary Ned Staple shares his three main ways for lawyers to make a difference in their company.

How can the legal function be a competitive advantage to its company?

It can help a company think and act for the long-term benefit of shareholders.

In your opinion, what are the three main ways in which a lawyer can make a difference in their company?

• Promote professional and ethical conduct within the business
• Put short-term profits in the context of longer-term risks, ensuring operations are aligned with the company’s overall mission
• Set the highest standard for service delivery and project management

What will the in-house function of the future look like?

Highly technology-enabled, working with one integrated software solution across legal, regulatory and compliance divisions. Teams will have more specialist expertise (such as privacy, litigation and competition) and fewer general commercial lawyers as contract automation develops.

Are lawyers skilled enough to fully understand and take advantage of all the legal technology currently available on the market?

Yes, absolutely, provided they engage with it.

Should all lawyers know/learn how to code?

My view is no, save to the extent they are genuinely interested in computer coding. It may be different for legal operations teams in very big companies, but I think the most important skills for in-house lawyers to develop are knowledge of the available tools and an understanding of how to use them. Building them is best left to someone else.

Name one lawyer that you admire professionally, who is great at their job and you think the world should know about it.

Rob Webb QC. Because he’s extremely respected as a specialist and a generalist (as a QC practising aviation law and as general counsel at two FTSE 100 giants). To top it all he’s now at forefront of legal innovation and cyber security as chairman of Luminance and DarkTrace.

Who is your role model?

My wife. I try to keep up with her!

If you hadn’t become a lawyer, what would you have liked to become instead?

A fruit farmer.

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Linklaters is acting for Takeda Pharmaceuticals in the ongoing tussle for Irish drug maker Shire, represented by Slaughter and May.

The magic circle firm’s global corporate chair Matthew Middleditch is leading from the London office, with corporate partners James Inglis and Aisling Zarraga, as well as managing associate Sarah Flaherty.

They are being assisted in America by global US head Tom Shropshire, and in Japan by corporate partner  Hiroya Yamazaki. Nishimura & Asahi, one of Japan’s big four firms, is pulling the strings for Takeda in Tokyo.

Takeda most recently put in yet another improved offer for Shire, although all three of its approaches have so far been rebuffed by its Irish rival. The latest proposal last Friday was valued at £42.2bn.

Slaughter and May is instructing longstanding client Shire, headed by corporate partners Martin Hattrell and Christian Boney.

Davis Polk & Wardwell is leading from the US, with global co-chairman of M&A George Bason and corporate partners William Chudd and Daniel Brass.

The Lawyer reported on Tuesday that Davis Polk also advised Shire in the $2.4bn sale of its oncology business to French pharmaceutical company, Servier.

The deal with Servier originally looked set to deter Takeda from continuing with its arguably ambitious plan to take over Shire, which, with a market value of more than £34bn, is worth more than Japan’s biggest drug maker.

The bidding war for Shire has oscillated back and forth over the past week. It also emerged that Allergan had pulled out of negotiations with Shire. The US-based botox maker last week disclosed its interest in a takeover and though no formal offer was made, it was enough to pile the pressure upon rival Takeda.

As a firm offer for a takeover still looms, the high-stake drama surrounding Shire continues, as the chance remains for another company to put in a bid.

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Clyde & Co is set to perform a comprehensive review of its Indian best friends network as indications suggest the firm could be set to end one of its long-standing ties.

Reports first emerged from LegallyIndia last month that Clydes’ relationship with Mumbai and Delhi-based Clasis Law was at a crucial juncture and could be set to end of 31 March.

It is understood that the arrangement with Clasis still stands and that Clydes has not yet severed ties with any firms in the South Asian country, though it is poised to review the merits of each relationship.

A spokesperson for Clydes said: “India is an important market for many of our clients and we work with a number of law firms on the ground. That includes Clasis Law, as well as other firms such as CSL Chambers, in line with the needs of our clients.”

Clydes’ last major development in India saw the firm establish its tie-up with Clasis Law, following its split from former Indian best friend firm ALMT Legal. Clydes and ALMT had a best friends agreement which lasted two years. When that ended, five partners across Delhi, Mumbai and London left ALMT to launch Clasis Law.

Among those five partners was Sakate Khaitan who left Clasis in 2014 to begin his own firm – Khaitan Legal Associates (KLA) – with offices in London and Mumbai. KLA has since joined BLM’s Global Insurance Law Connect network as is one of 12 members.

Since its inception, Clasis has grown to become a 47-lawyer practice led by managing partner Vineet Aneja, focusing on legal advice for Indian companies both with India and abroad.

The UK-headquartered firm is thought to work with more Indian firms, including the six-office Cyril Amarchand Mangaldas.

Earlier this year, Osborne Clarke’s Indian best friend firm – BTG Legal – opened just its second office in the country in a push to leverage more of the region’s growing technology markets. The new Bangalore office went live in February with BTG Legal partner Prashant Mara describing technology as “the backbone” of both its and Osborne Clarke’s businesses.

Clasis Law were approached for comment.

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