In-house interview: Mark Seeley, Elsevier

When Reed and Elsevier announced they were merging in 1992 Mark ­Seeley had already been working at Reed for three years. He soon switched over to the Elsevier side and has served as its senior lawyer ever since.

As company counsel at Reed USA, Seeley had an “in” when it came to joining Elsevier as its legal head in 1995. The role put him in charge of the company’s compliance issues, with the Amsterdam-headquartered publisher producing scientific and medical journals such as The Lancet and Gray’s Anatomy as well as an array of databases, information services and research tools for universities.

“We’re finding that more and more hospitals want information and they’re looking to acquire published content,” says Seeley. “They want knowledge on best practice and the correct order in which to do things. Additionally, we’re helping the UK do research assessment on its scientific output compared with the global norm.”

Since the formation of Reed Elsevier (now called the RELX Group) more than two decades ago, the FTSE 100 corporation has gone on to acquire LexisNexis for $1.5bn (£1bn) as well as Harcourt Trade Publishers, although the latter company was sold six years later to Houghton Mifflin Riverdeep Group.

RELX is organised into four divisions – exhibitions, legal, business information, and scientific and medical – with each having its own general counsel.

“Elsevier has around 17 lawyers globally,” he explains. “This accounts for nearly 20 per cent of RELX’s global team, in which there are nearly 90 lawyers.”

The Elsevier cohort is spread across several jurisdictions, with nine working alongside Seeley in the US, including three litigation specialists. There are two in Asia Pacific, while three each are in the UK and Amsterdam.

Seeley himself worked in the Netherlands for his first three years at Elsevier, but the focus of the business changed with a spate of acquisitions causing him to return to the States.

“The axis of the business shifted from being in Europe to the US and there had to be a change in the way we managed our cross-border relationships,” he explains. “The business has changed quite a bit since the late 1990s.”

Of particular note is the rapid expansion of RELX’s risk and business management division, with increasing demand for the rights of legal services, compliance and governance. However, the story is a little different over at Elsevier, with its legal spend of between $10m and $11m depending on the number of M&A projects in which it is involved.

“The Elsevier business is reasonably mature,” says Seeley. “The general feeling is: of course we’d like it to grow faster but the number of hospitals and universities around the world has not changed much so the business has not needed to expand.”

“It’s been all hands on deck. We’ve had to think through dataflow and the contracts we had in place to deal with privacy”

When Elsevier needs corporate advice for large transactional projects it turns to Freshfields Bruckhaus Deringer, reflecting the stance of the wider RELX Group. However, RELX does not have a formal panel, instead using a number of preferred advisers such as Freshfields, Wiggin for libel issues and Taylor Wessing, which assists on the IP and data protection side.

“We don’t have a formal panel as it’s more about getting divisional GCs together to talk about who they’re using,” says Seeley. “There’s more information-sharing than a set panel, although it’s more rigorous on M&A, where Freshfields is consistently used by all divisions.”

Seeley says there’s a focus on individual practitioners within firms, as external advisers need to be able to offer the sort of specialist advice RELX’s internal team does not have.

“You’d expect a 90-person law firm to be small but we have a fairly sizeable group for one legal function and can provide all sorts of services,” he explains. “Our external advisers are specialists in compliance and data privacy, for example. For specialisms you look at certain partners.”

Data privacy has been a big issue of late, particularly after the Safe Harbour ruling decreed that a procedure by which large corporations could send personal data from the EU to the US was invalid. Seeley says the effect on RELX has been pretty small, but explains that internal changes have had to be made as a result.

“It’s been all hands on deck,” he says. “RELX put together a special project team, which they didn’t anticipate they’d have to do. They’ve been thinking through dataflow and the contracts we had in place to deal with privacy. Some adjustments had to be made but nothing too major.”

With a high proportion of the legal team’s work concerning IP, Seeley admits there has been more copyright enforcement of late amid growing concerns over privacy.

In the past few years Elsevier has been involved in a number of copyright battles, joining five other publishers in 2010 in claiming that Switzerland-based Rapidshare was not doing enough to prevent sharing of copyrighted content. The company also recently became embroiled in another piracy disagreement, going after Sci-Hub under US law last year.

“You have to go after the big offenders, as they’re engaged in these practices to make money,” says Seeley. “We’ve got to make it clear that there are ways to legally access our pages, and we need to educate people on how to access our programs while providing some free access for people in the developing world.”

Specialist outlook

In an evolving IP landscape Seeley has made adjustments to his in-house legal team, which used to be separated into groups dealing with sales, publishing, technology and litigation. The team was restructured mid-way through 2015 to give it a more specialist outlook.

“The structure before meant it was more of a geographic business – Europe dealt with its own geography, for example,“ says Seeley. “But now the manager of the sales team is responsible for the sales function worldwide and they have to tackle the fact that the US and the UK have different sales businesses. They have to be able to leverage best practice across the groups.”

While expansion may not be Elsevier’s main aim at the moment, staying on top of data and copyright issues is certainly keeping its in-house team busy. And with more than 25 years in the IP sphere, Seeley is well-placed to handle whatever comes his way.