Insight: How RSA runs its legal team

In January, after five years at RSA Insurance, Derek Walsh said he was leaving his role as group general counsel and company secretary. Walsh saw RSA through some troubled times including large losses in Ireland, stringent regulation and unprecedented levels of transactional activity but his tenure ended on a high as the UK-based general insurance company saw a 43 per cent rise in operating profit in 2015.

RSA replaced Walsh with head of group legal Charlotte Heiss, who assumed her role as group chief legal officer and company secretary in February. Heiss joined RSA in 2010 as legal counsel having spent eight years as a managing associate at Linklaters. As part of her new role Heiss joined the group executive team and reports to group chief executive officer Stephen Hester.

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Clik here to view.Heiss oversees an in-house team of 21 senior lawyers. Corporate is the largest practice area in the legal function followed by insurance, litigation and competition. In 2015 the in-house team lost general counsel for emerging markets Alex Moon, who left RSA to become group general counsel at rival insurer Novae. Moon sat on the emerging markets executive team and led on many of the insurer’s divestment activity in 2014.

One of the longest serving members of the team, Neville Howe, has been at RSA since 2005. General counsel for UK and Western Europe, Howe joined from the Luxembourg division of Netherlands-based pension, insurance and investment company Aegon. He works closely with head of legal for the UK and Western Europe division Simon Logan. Logan joined RSA in 2000 as a legal adviser before moving to Aviva in 2003 as a principal solicitor. After one year at Aviva Logan returned to RSA in 2004 as legal counsel, undertaking a variety of in-house roles before assuming his present role in 2015.

In March 2016 Jonathan Cope was promoted from group legal counsel to managing counsel. Cope joined RSA in 2013 having spent nine years at Freshfields Bruckhaus Deringer, Debevoise & Plimpton and most recently at Weil Gotshal & Manges, working in corporate, private equity and restructuring. Meanwhile, Paul Wortley joined RSA as head of litigation in 2013 after 12 years as senior associate at Freshfields in the dispute resolution team.

External advisers

Heiss’ biggest task is selecting a new legal panel. When Walsh stepped down, the insurance giant put the review of its global panel on hold for the third time in around a year. A review was expected in September 2014 but the decision was taken to extend the panel for a year. In April 2015 RSA delayed the review again after changes to its senior management team, but it is finally kicking off in April 2016.

Having taken the lead role in the last review of the global panel in 2011, her appointment as head of legal suggests Heiss will again lead the review. The five firms on the insurer’s global panel are Allen & Overy, Ashurst, Linklaters, Norton Rose Fulbright and Slaughter and May. Outside of this panel LMI data shows RSA also turns to Addleshaw Goddard, Clyde & Co, Eversheds, Pinsent Masons and RPC for the company’s specialist insurance work.

Canada and Scandinavia

RSA operates across multiple jurisdictions including Asia, Canada, Central and Eastern Europe, Ireland, Latin America, the Middle East, Scandinavia and the UK, and LMI data shows that much of its transactional activity in the past three years has centred on offloading assets in underperforming jurisdictions in a bid to raise proceeds and allow for a strategic refocus.

In 2015 RSA was particularly active in Latin America where, in September, it sold its Latin American unit to Suramericana, the insurance subsidiary of Colombian holding company Grupo de Inversiones Suramericana. As part of the £403m deal it turned to Linklaters’ London-based corporate partner Dan Schuster Woldan.

In 2014 divestment activity was mainly focused on Europe. In October Linklaters and Woldan again advised RSA on the sale of its Italian businesses Royal & Sun Alliance and Sun Insurance Office to ITAS Mutua, the Italian mutual insurer. In the same year it disposed of its Latvia and Poland-based businesses for £300m, turning to Slaughters’ London-based corporate partner Andrew Jolly.

Disposals have allowed RSA to tighten its strategic focus in Canada and Scandinavia where the group enjoys market-leading positions. Both regions saw strong underwriting profits in 2015 and, in Canada, RSA had higher customer retention than in the UK or Ireland.

RSA is developing transformation programmes in Canada and Scandinavia as part of plans to improve operational efficiency in Scandinavia, and consolidate office footprint and develop more customer-focused technology in Canada.

According to LMI data RSA has turned to Paul Weiss Rifkind Wharton & Garrison and Stikeman Elliott for Canada-based work. The duo previously advised RSA in May 2014 after the insurance group sold its Canadian brokerage unit to Arthur J Gallagher, the US insurance brokerage and risk management company. Leading for Paul Weiss was Toronto-based corporate partner Adam Givertz. In Scandinavia RSA has turned to Danish firm Gorrissen Federspiel.