Australasian Legal Business (OzLB) Issue 8.12

ISS

UE

8.1

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THE FASTEST GROWING FIRMS IN AUSTRALIA AND NEW ZEALAND

ALB Special Report: New Zealand 2010 The road to recovery

In-house profile: Susan Taylor, SP AusNetSaving on external legal spend by building in-house capacity

InfrastructureIs the great Australian mega-project dead?

www.legalbusinessonline.com

MARKET-LEADING ANALYSIS COMPREHENSIVE DEALS COVERAGE DEBT & EQUITY MARKET INTELLIGENCE

ALB

FA

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CurwoodsAnthony Harper

Lander & Rogers

Slater & Gordon

Cooper Grace Ward

Macpherson + Kelley

Integrated Legal Holdings

Marque Lawyers Curwoods

Henry Davis York

Marque Lawyers


Anthony Harper

Wotton + Kearney

Lander & Rogers

Slater & Gordon

Curwoods Marque Lawyers

Henry Davis York


Anthony Harper

Wotton + Kearney

Marque Lawyers


Lander & Rogers

Slater & Gordon

Cooper Grace Ward

Curwoods

Lander & Rogers

Marque Lawyers

Marque Lawyers

Integrated Legal Holdings Curwoods

Marque Lawyers

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EDITORIAL >>

Australasian Legal Business ISSUE 8.1222

IN THE FIRST PERSON

O ne of the most cringe-worthy aspects of any major sporting event must be the shameless corporate dash to associate one’s brand with that event. The formula for such a promotional exercise is well established: find some kind of analogy between your product and the sporting

event in question, film a television commercial and overlay it with sports-style commentary and crowd applause.

So far lawyers have been spared the sight of a general counsel sprinting into Mallesons, bearing an Olympic torch and in search of legal advice befitting a champion. Law firms have generally exercised far more restraint than corporates have in the events in which they choose to take a sponsorship.

Examples include AAR’s sponsorship of the Sydney Sculpture by the Sea exhibition, Middletons’ sponsorship of the Australian Open, and most recently Russell McVeagh acquiring the title of official law firm of the 2011 Rugby World Cup. Russell McVeagh CEO Gary McDiarmid best summed up the spirit behind these initiatives when he simply described the sponsorship as a chance to be involved in a perhaps once-in-a-lifetime community event, which epitomised the values of excellence and collegiality espoused by the firm.

The restraint and class shown by law firms with brand association is in heartening contrast to the antics taking place in the consumer arena. This is perhaps an indication of the difference in the level of respect which law firms and corporates who are marketing to the general public have for their respective constituents. Every law firm worth its salt is aware that foolish analogies, spin and hyperbole will eventually return to tarnish the firm’s own brand. Clients have notoriously little patience for marketing tomfoolery and evaluate a service provider on its service.

It is a shame that the same principle does not apply as well in other areas of commerce.

“The question is not whether clients conduct tenders, but whether the tenders produce optimal outcomes – with demonstrably better results at a better price for clients...”Ron Poll, Team Factors (p11)

“There’s talk of areas like infrastructure opening up, but it hasn’t materialised yet. There’s a lot of investment being contemplated, particularly around Auckland. But that stuff has a long lead time – it hasn’t really kicked in yet”Kevin Jaffe, Simpson Grierson (p35)

“We’re really trying to break down the barriers that a lot of areas of the business have about lawyers”Susan Taylor, SP Ausnet (p43)

Clients have notoriously little patience for marketing tomfoolery and evaluate a service provider on its service

Capturing the spirit

ISS

UE

8.1

2

THE FASTEST GROWING FIRMS IN AUSTRALIA AND NEW ZEALAND

ALB Special Report: New Zealand 2010 The road to recovery

In-house profile: Susan Taylor, SP AusNetSaving on external legal spend by building in-house capacity

InfrastructureIs the great Australian mega-project dead?


MARKET-LEADING ANALYSIS COMPREHENSIVE DEALS COVERAGE DEBT & EQUITY MARKET INTELLIGENCE

ALB

FA

ST


Lander & Rogers

Slater & Gordon

Cooper Grace Ward

Macpherson + Kelley



Henry Davis York

Marque Lawyers


Anthony Harper

Wotton + Kearney

Lander & Rogers

Slater & Gordon


Henry Davis York


Anthony Harper

Wotton + Kearney

Marque Lawyers


Lander & Rogers

Slater & Gordon

Cooper Grace Ward

Curwoods

Lander & Rogers

Marque Lawyers

Marque Lawyers


Marque Lawyers

3www.legalbusinessonline.com

http://www.landers.com.au

4

contents >>

contents

Copyright is reserved throughout. No part of this publication can be reproduced in whole or part without the express permission of the editor. Contributions are invited, but copies of work should be kept, as Australasian Legal Business can accept no responsibility for loss.

ANALYSIS

10 DemandingbettervalueAre New Zealand clients too soft on their law firms?

12 InfrastructureIs the great Australian mega-project dead?

14 Opinion:classactionsAre they the saviour of the common man – or just opportunistic lawyering?

16 ASX-SGXmergerHealthy scepticism surrounds the proposed merger of the Australian and Singapore stock exchanges

FEATURES

34 ALBSpecialReport:NewZealand2010New Zealand firms report on the long, painful journey of economic recovery that’s taking place

44 ALBServiceProviderAwardsReaders vote for their favourite legal industry service providers in the second annual ALB Service Provider Awards

PROFILES

24 ALB-LexisNexisManagingPartnerSeries:ChrisFreeland,Baker&McKenzieInside Australia’s first international law firm

42 ALB-KensingtonSwanIn-housePerspective:SusanTaylor,SPAusNetHow to save on external legal spend by building up in-house capacity

REGULARS

6 DEALS

18 NEWS• Norton Rose: Canada and South Africa

connection to benefit Australian investors

• Hunt & Hunt shuts Newcastle office

• Outsourcing to benefit clients and junior lawyers, says Blake Dawson partner

• Private equity on the move in NZ

• Complaints made against NZ lawyers top 1,400

• New York-NSW MoU to save time and money in disputes

• Lawyers find a cause to hit the pavement in WA 23 Appointments

COLUMNS

11 UKReport

17 USReport

21 In-houseQ&A

54 M&Adealsdata

55 Capitalmarketsdealsdata

COMMENTARY

13 Employmentlaw Sparke Helmore

15 NewZealand Buddle Findlay

ALB ISSUE 8.12

COVER STORY

24

28 ALB Fast 10 We reveal the fastest growing firms of 2010

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australasian legal business ISSUE 8.12

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HSBC


Lander & Rogers

Slater & Gordon

Cooper Grace Ward

Macpherson + Kelley



Henry Davis York

Marque Lawyers


Anthony Harper

Wotton + Kearney

Lander & Rogers

Slater & Gordon


Henry Davis York


Wotton + Kearney

Marque Lawyers

Lander & Rogers

Slater & Gordon

Cooper Grace Ward

Curwoods

Lander & Rogers

Marque Lawyers

Marque Lawyers

CurwoodsMarque Lawyers

ALB

FA

ST

http://www.huonit.com.au

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NEWS | deals >>


deals in brief

| M&A | ► AMP MERGER WITH AXA APH AUSTRALIA AND NEW ZEALAND A$14bn

Firm:ClaytonUtzLead lawyers: Rod Halstead, Jonathan AlgarClient: AMP

Firm:MallesonsStephenJaquesLead lawyers: Alison Lansley, Stephen MinnsClient: AXA Asia Pacific Holdings

Firm:FreehillsLead lawyer: Baden FurphyClient: AXA SA

• Deal will see AXA SA acquire 100% of AXA Asia Pacific Holdings (APH)

• AMP is longstanding client of Clayton Utz, who also advised on its earlier takeover bid for AXA

• Mallesons partner Stephen Minns has also advised AXA APH on its acquisition of Winterthur Life’s Hong Kong operations

• Peter Smith of Johnson Winter & Slattery has a longstanding relationship with Dominion Mining, having acted for them since 1996

| EQUITY | ► WESTFIELD RESTRUCTURE AND CAPITAL RAISING A$3.5bn

Firm:FreehillsLead lawyer: Tony SparkesClients: lead managers (Citigroup Global Markets Australia, Credit Suisse (Australia) and Morgan Stanley Australia)

Firm:MallesonsStephenJaquesLead lawyer: Jason WattsClient: Westfield

• Freehills has previously acted for Myer, Miclyn Express Offshore and Aston Resources on their IPOs, and Elders, Santos, Woodside and Lend Lease on recent significant secondary raisings. Firm has also advised underwriters on Rio Tinto’s US$1.54bn rights offer and Kathmandu’s IPOs

• Mallesons has acted in numerous deals involving asset transfer deeds, including for the Grocon Group on its acquisition of 163 Castlereagh St Sydney

• Deal will see Westfield offload 50% of its local assets into new trust, expected to be one of the three largest REITS in the Australian market

| EQUITY |

► SHELL ENERGY HOLDINGS AUSTRALIA LIMITED (SEHAL) SALE OF STAKE IN WOODSIDE PETROLEUM A$3.3bn

Firm:Gilbert+TobinLead lawyers: Gary Besson, Philip Breden, Janine RyanClient: SEHAL

• Under the sell down, SEHAL will continue to own a 24.27% stake

| M&A | ► KINGSGATE CONSOLIDATED MERGER WITH DOMINION MINING A$376m

Firm:ClaytonUtzLead lawyer:John ElliottClient: Kingsgate Consolidated

Firm:JohnsonWinter&SlatteryLead lawyers: John Keaves, Peter SmithClient: Dominion Mining

• Deal will see Kingsgate acquire all shares in Dominion in exchange for 0.31 Kingsgate shares per Dominion share

• Other recent Clayton Utz deals in the gold/resources sector include advising Barrick Gold Corporation on its takeover of Tusker Gold. The firm is currently advising Anatolia Minerals Development on its proposed merger with Avoca Resources

in Woodside Petroleum

• G+T has received mandates in a number of recent transactions, including the $3bn defence mandate for Arrow Energy and advising incoming directors of multi-billion dollar Westfield Retail Trust

• Underwriters UBS had no external counsel representation

| M&A |

► ONESTEEL ACQUISITION OF MOLY-COP AND ALTASTEEL A$948m

Firm:AllensArthurRobinsonLead lawyers: Andrew Finch, Wendy Peter, Diccon LoxtonClient: OneSteel

Firm:Shearman&SterlingClient: Anglo American

• Deal saw AAR advise OneSteel on acquisition of two businesses owned by Anglo American in the firm’s biggest acquisition since listing on the ASX a decade ago. AAR also advised OneSteel on its listing

• Allens coordinated global due diligence group comprising legal teams from Mexico, Canada, Chile and Peru and facilitated the global coordination of anti-trust advice and filings

• Parties hope to complete the transaction by end 2010

| DEBT | ► CANADIAN IMPERIAL BANK OF COMMERCE (CIBC) COVERED BOND ISSUE A$750m

Firm:FreehillsLead lawyer: Patrick LowdenClient: CIBC

Firm:MallesonsStephenJaquesLead lawyers: Philip Harvey, Greg HammondClient: UBS (underwriter)

Jason Watts Mallesons Stephen Jaques

Philip Breden Gilbert Tobin

John Elliott Clayton Utz

NEWS | deals >>


► YOUR MONTH AT A GLANCEFirm Jurisdiction Dealname A$m Practice

Allens Arthur Robinson

Aus ACS bid for Hochtief 5,000 M&AAus Tabcorp proposed demerger and capital raising 4,860 M&AAus Port of Brisbane privatisation 2,300 equityAus/US OneSteel acquisition of Moly-Cop and AltaSteel 948 M&AAus/NZ/Japan

Nikko Asset Management purchase of Tyndall Investments 80 M&A

Aus,HK Wah Nam International bid for Brockman Resources 925 M&AAus,HK Wah Nam International bid for FerrAus 265 M&A

Allen & Overy Aus Equinox Minerals bid for Citadel Resource Group 1,250 M&AAllion Legal Aus Bathurst Resources capital raising 110 equity

Aus Galaxy Resources project finance 130 debt

Aus Perilya bid for Globestar Mining Corporation 186 M&ABlake Dawson Aus Western Areas convertible bonds exchange offer 110 debtBuddle Findlay NZ Greenstone Bond Issue 116 debtClayton Utz Aus AMP merger with AXA (AMP advice) 13,978 M&A

Aus Kingsgate Consolidated merger with Dominion Mining 376 M&AAus,HK Wah Nam International bid for Brockman Resources 925 M&AAus,HK Wah Nam International bid for FerrAus 265 M&AAus Independence Group equity capital raising 164 equity

Corrs Chambers Westgarth

Aus Phase one of Queensland Curtis Liquefied Natural Gas project (QCLNG) 15,000 project financeAus FMG Resources Pty Ltd high-yield financing 2,079 project finance

Freehills Aus AMP merger with AXA (AXA SA advice) 13,978 M&AAus Westfield restructure and capital raising 3,500 equityAus,HK Wah Nam International bid for Brockman Resources 925 M&AAus,HK Wah Nam International bid for FerrAus 265 M&AAus Canadian Imperial Bank of Commerce (CIBC) covered bond issue 750 debtAus,US Oil States International bid for MAC Services Group 651 M&AAus CBA retail bonds issue 500 debtAus Paladin Energy convertible bonds offer and concurrent tender 305 debtAus Aegis Group plc proposed acquisition of Mitchell Communication Group 363 M&AAus Bow Energy capital raising 78 equityAus Healthscope notes issue 170 debtAus Phase one of Queensland Curtis Liquefied Natural Gas project (QCLNG) 15,000 project finance

Gilbert + Tobin Aus Westfield Retail Trust establishment (incoming directors’ advice) 3,300 propertyAus,US CommonWealth REIT acquisition of MacarthurCook Industrial Property 90 M&AAus DWPF Issuance 250 debtAus Consolidated Press Holdings stake acquisition in Ten Network Holdings 300 M&AAus Carlyle Group and TPG Capital takeover of Healthscope 2,700 M&AAus Shell Energy Holdings Australia Limited (SEHAL) sale of stake in

Woodside Petroleum3,300 equity

Aus Underwriting of IPO of Kula Gold 80 IPOAus Industrial Commercial Bank of China (ICBC) (Sydney) debt program

establishment914 debt

Hall & Wilcox Aus Bendigo Bank acquisition of Linear Asset Management Undisclosed M&AHopgoodGanim Aus,UK Solomon Gold capital raising 24 Capital

MarketsJohnson Winter & Slattery

Aus Kingsgate Consolidated merger with Dominion Mining 376 M&A

Kensington Swan

NZ Integral Technology Group sale of shares to Datacraft Holdings Undisclosed M&A

Mallesons Aus Westfield restructure and capital raising 3,500 equityAus ACS bid for Hochtief 5,000 M&AAus Phase one of Queensland Curtis Liquefied Natural Gas project (QCLNG) 15,000 Project financeAus Port of Brisbane privatisation 2,300 M&AAus CBA retail bonds issue 500 debtAus AMP merger with AXA (AXA advice) 13,978 M&A

Minter Ellison Aus Port of Brisbane privatisation 2,300 M&AAus Phase one of Queensland Curtis Liquefied Natural Gas project (QCLNG) 15,000 Project financeAus,Canada Equinox bid for Citadel 1,250 M&AIreland Bank of Ireland agreement for IT Infrastructure Services 2,300 M&A

• Issue is first Australian dollar -covered bond issue since the start of the financial crisis, and first in Australia to use an SPV guarantor structure

• Deal involved preparing a supplementary prospectus to the program prospectus, and merging Australian law and Canadian law provisions to ensure the issue was compatible with the Australian market and consistent with CIBC’s EURO10bn Global Public Sector Covered Bond Program

| EQUITY | ► PORT OF BRISBANE PRIVATISATION A$2.3bn

Firm:MallesonsLead lawyers: Jeff Clark, David BellClient: Financiers including ANZ and NAB from Australia

Firm:AllensArthurRobinsonLead lawyers: Tom Story, Richard Gordon, John BeckinsaleClient: Q Port Holdings consortium

Firm:MinterEllisonLead lawyer: Andrew RentoulClient: Qld government

• Under this deal government retains the role of harbour master but operational risk transfers to the private sector

• Sale brings A$2.1bn in cash proceeds and the consortium has agreed to fund the upgrade of Section 3 of the Port of Brisbane Motorway

• Mallesons has also acted on float of QR National and the sale of Forestry Plantations Queensland

• Minter Ellison has also acted for the Queensland government on sale of Cairns and Mackay airports, as well as sale of its share in Brisbane Airport

• Minters will advise Queensland Rail on the IPO of QR National

Does your firm’s deal information appear in this table?Please contact [email protected] 61 2 8437 4700

Andrew Rentoul Minter Ellison

8

NEWS | deals >>


| DEBT | ► COMMONWEALTH BANK OF AUSTRALIA RETAIL BOND ISSUE A$500m

Firm:FreehillsLead lawyers: Philippa Stone,Patrick LowdenClient: Citigroup, CommSec, Evans & Partners and RBS (joint lead managers)

Firm:MallesonsLead lawyers: Shannon Finch,Rowan RussellClient: CBA

• Other recent offerings Freehills has acted on include Healthscope, Santos, Canadian Imperial Bank of Commerce, Paladin and Primary Health Care bond issues

• Mallesons recently advised on the $750m Canadian Imperial Bank of Commerce bonds issue, the Western Areas convertible bonds issue and the $550m DBP group domestic medium-term notes issue

| M&A | ► TABCORP PROPOSED DEMERGER A$4.86bn

Firm:AllensArthurRobinsonLead lawyer: Robert SimkissClient: Tabcorp Holdings

Firm:MallesonsStephenJaquesLead lawyers: David Friedlander, Mark BryantClient: UBS (underwriter)

• At the same time as announcing the proposed demerger of its casinos business, Tabcorp launched an accelerated renounceable A$430m entitlement offer

• AAR has worked closely with Tabcorp since its listing on the ASX: in March 2009 the firm advised Tabcorp on its A$200m retail bond offer, the first by an ASX-listed company in almost 20 years

| M&A | ► AEGIS GROUP PLC PROPOSED ACQUISITION OF MITCHELL COMMUNICATION GROUP A$363m

Firm:FreehillsLead lawyers: Andrew Pike, Stephen DobbsClient: Aegis Group plc

Firm:MallesonsStephenJaquesLead lawyer: Craig SempleClient: Mitchell Communication Group

• Scheduled for implementation on November 17, deal has had court and shareholder approval

• Transaction was undertaken via a scheme of arrangement

• Mitchell shareholders may elect to receive their consideration in cash, or Aegis shares, or a combination

• Mallesons also acted for Mitchell Communication Group, then known as emitch ltd, when it acquired the privately-owned Mitchell and Partners in 2007

| DEBT | ► PALADIN ENERGY LTD CONVERTIBLE BONDS OFFER AND CONCURRENT TENDER OFFER A$305m

Firm:FreehillsLead lawyers: Philippa Stone, Patrick LowdenClient: Paladin Energy Ltd

Firm:Allen&OveryLead lawyer: Jeremy StoupasClient: Underwriters Barclays, JP Morgan

• Freehills also represented Paladin on its first two convertible bond offers in 2006 and 2008

• Deal is also the first to utilise ASIC’s new class order relief, which Freehills consulted on prior to its issue

• Offer of new bonds is to be used to fund the concurrent offer of existing ones

• This year Freehills’ capital markets team has also acted on the CIBC A$750m convertible bonds issue and market setting bonds issue by APA Group and SPI(Australia) Assets

| M&A | ► CONSOLIDATED PRESS HOLDINGS 18% STAKE ACQUISITION OF TEN NETWORK HOLDINGS Undiscl.

Firm:Gilbert+TobinLead lawyers: Garry Besson, Gina Cass-GottliebClient: Consolidated Press Holdings Limited (CPH)

• Acquisition sees CPH acquire approximately 18% of Ten Network Holdings, a publicly listed company. Deal also marks the return of James Packer to network television after a hiatus

• Ten Network Holdings did not engage external counsel following news of the acquisition

| DEBT | ► HEALTHSCOPE OFFER OF HEALTHSCOPE NOTES A$170m

Firm:FreehillsLead lawyers: Tim McEwan, Baden FurphyClient: Healthscope

Firm:ClaytonUtzLead lawyer: Stuart ByrneClient: Joint lead managers

• Offer includes the option to oversubscribe by up to $45m, and follows the acquisition of Healthscope by a consortium of The Carlyle Group and TPG Capital, completed in October.

• Freehills is now acting for Healthscope after acting for the consortium during the bid

• ANZ Securities, Credit Suisse (Australia), Macquarie Capital Advisers, UBS AG, Australia Branch, and Westpac Institutional Bank are acting as joint lead managers and joint bookrunners

• Net proceeds of the offer will fund repayment of a subordinated bridge facility used to acquire Healthscope

| M&A | ► COMMONWEALTH REIT ACQUISITION OF MACARTHURCOOK INDUSTRIAL PROPERTY FUND A$90m

Firm:Gilbert+TobinLead lawyer: Marko KomadinaClient: CommonWealth REIT

Firm:BlakeDawsonLead lawyer: David RyanClient: MacarthurCook Fund Management

• CommonWealth REIT (formerly HRPT Properties Trust), a NYSE-listed US real estate investment trust, acquired 100% of the units in MacarthurCook Industrial Property Fund, an ASX-listed property trust, via a trust scheme.

• First Australian acquisition for CommonWealth REIT; first time Gilbert + Tobin has advised CommonWealth REIT

| DEBT | ► WESTERN AREAS CONVERTIBLE BONDS EXCHANGE OFFER A$110m

Firm:BlakeDawsonLead lawyer: Roger DaviesClient: Western Areas NL

Firm:Linklaters,Client: Dealer managers UBS AG, Australia Branch and Macquarie Capital Advisers

• First convertible bonds issue under ASIC Class Order 10/322 regime, easing prospectus requirements

• Western Areas offering to exchange A$100-$110m of existing 8% 2012 convertible bonds for new 6.375% convertible bonds due 2014

• A minimum face value of A$100m existing 2010 bonds needs to be tendered for the offer

Jeremy Stoupas Allen & Overy

Garry Besson Gilbert + Tobin

Roger Davies Blake Dawson

NEWS | deals >>


When it comes to breaking the cycle of poverty, people like Dukale don’t need hand outs. They need long-term solutions so they can use their determination, skills and work ethic to provide a future for themselves, their family and community. With access to skills training and resources, Dukale has been able to improve his coffee farming and start his own business. SEE Solutions projects enable individuals and communities to grow their incomes and gain the confidence they need to move forward. If you’ve ever been given a chance in life, then you know the difference it can make.

Support World Vision’s new SEE Solutions program and empower people to lift themselves out of poverty.

Become a supporter and donate now worldvision.com.au/SEESolutions

© 2010 World Vision Australia. World Vision Australia ABN 28 004 778 081 is a Christian relief, development and advocacy organisation dedicated to working with children, families and communities to overcome poverty and injustice. Ref # 6278 C10635-A2986-R2810

Hugh Jackman with Dukale, a coffee farmer in Ethiopia.

If we're really serious about ending poverty, we need to offer a hand up, not a hand out. ' '- Hugh Jackman, World Vision Ambassador

''

http://www.herbertgeer.com.au

http://www.worldvision.com.au/SEESolutions

10

NEWS | analysis >>


ANALYSIS >>

Have New Zealand firms changed their ways following the financial crisis and are their clients applying enough pressure to deliver true value?

expecting to record revenue growth for the current financial year.

It is easy to conclude that the buoyant figures from 2009 are simply the legacy of work carried over from more prosperous times. However, there is an alternative view and one that is supported by recent research by Team Factors, ACLA and CLANZ. This view is that not enough New Zealand companies and government agencies have applied the same degree of rigour that is increasingly being applied to law firm relationships internationally.

“The ACLA/CLANZ Legal Department Benchmarking Report 2010 revealed that New Zealand general counsel experienced less pressure than their Australian counterparts to cut costs, and also reported achieving smaller cost savings than their Australian colleagues,” Pol said. “A key predictive indicator for the future impact on lawyers' revenue and profitability is the extent to which those responsible for managing legal costs consider themselves under pressure to reduce legal costs, in response to the economic situation facing their own organisations.”

Belt tightening – New Zealand style W

hile 2009 may have been the low point of the GFC for New Zealand law firms, new figures

from Statistics NZ and consultancy TeamFactors.com reveal that lawyer billings and profits actually increased during this famed annus horribilis. These statistics reveal that New Zealand lawyers billed NZ$2.62bn in the 12 months from April 2008 to March 2009, up 6% from the year before. Although slowing slightly from the high annual growth figures seen since 2001, lawyers' total profits also continued to grow, to nearly NZ$1bn.

“Overall, it seems that the reported 'belt-tightening' intentions of the corporates and government agencies that comprise a big part of New Zealand's total legal spend have not actually had any influence on the official statistics,” said Team Factors CEO Ron Pol. “And even as lawyers enjoyed the twin benefits of increased earnings and rising profits during the recession, their operating margins also remained remarkably constant, between 35% and 40%.”

Maintaining profits also means maintaining the level of equity draws for partners. Pol estimates that an average-sized law firm of about 40 partners could have expected to distribute about NZ$680,000 per partner, on average. “In most firms, not all partners share equally, [so] some partners are likely to have received as much as $1 million or more at the peak of the recession,” he says.

An examination of how much each individual lawyer is likely to have billed clients is also instructive.

Based on the number of practising certificates issued to lawyers in law firms and barristers’ chambers – excluding in-house counsel employed by corporates and government agencies, who don't bill their clients – the average

Kiwi lawyer charged clients an extra $15,000 in 2009. The average New Zealand lawyer now charges $309,000, up from $294,000.

“The real figure is, however, likely to be higher, because fewer typically work as lawyers than hold practicing certificates,” says Pol. “Some gain their certification anticipating legal practice but find work elsewhere, and some work in non-legal roles yet hold onto their practising certificate; and others take breaks, go overseas or retire during the year.”

Clients fail to influence changeThese statistics relate to the 2009 financial year and clearly an analysis is needed of more recent figures to draw any long-term conclusions about law firm behaviour. The legal services industry is a 'lagging indicator', so when economies start to falter it may take some months for this to start affecting law firms that are still completing earlier transactions. That window has now well and truly closed – as discussed in the ALB Special Report: New Zealand 2010 in this issue. Most corporate law firms are not

NEWS | analysis >>

► NZ LEGAL INDUSTRY EARNINGS AND PROFITS

2001 2002 2003 2004 2005 2006 2007 2008 2009

Total income $1,518m $1,518m $1,766m $1,924m $2,089m $2,186m $2,308m $2,469m $2,621m

Total expenditure $977m $977m $1,100m $1,191m $1,323m $1,363m $1,426m $1,511m $1,641m

Pre-tax surplus $543m $543m $666m $731m $766m $824m $884m $956m $980m

Source: Statistics NZ report for Team Factors

► AVERAGE BILLINGS PER LAWYER

2001 2002 2003 2004 2005 2006 2007 2008 2009

Estimated billings per practicing certificate issued

$209,908 $212,802 $232,151 $244,313 $255,727 $262,462 $277,592 $294,164 $309,282

Estimated billings per practicing lawyer

$238,304 $234,505 $246,195 $286,737 $277,985 $278,798 $293,181 $311,043 $327,402

Source: Statistics NZ report for Team Factors Ltd; NZLS Annual Reports; analysis by Team Factors

NEWS | analysis >>


Mathew Taylor, Simpson Grierson's chief operating officer, said that law firms are subject to price pressures just like other businesses. ''The organisations we deal with are pretty sophisticated purchasers,'' he said. '"We do a lot of responding to business tenders and clients do expect value for their legal services. We go through the same very competitive procurement processes that most suppliers do."

Chapman Tripp chief executive Alastair Carruthers added that the legal market in New Zealand is highly competitive and has been for a long time. “I don't think the recession has made it more competitive, though all of our clients (as are we) are conscious of cost and value. Those dynamics are definitely at work,'' he said. The government might be looking for ways to cut costs, but there has been no sudden shift in behaviour. “It's business as usual as all clients look for smarter ways of doing business. The Crown has always been a very cost-conscious purchaser,” he said.

Pol said that the critical question was not whether clients are sophisticated by local standards, but whether they are sufficiently sophisticated, by international standards – including the effective application of key metrics, performance measures and international best practices – to break out of the 'business as usual' mindset. “Similarly, the question is not whether clients conduct tenders, but whether the tenders produce optimal outcomes, with demonstrably better results at a better price for clients, rather than simply the output of selecting another firm,” he says.

“Even with a different set of firms for one client, and another group of firms for another, if everyone largely operates on a 'business as usual' basis the outcome at a national level is the same: rising legal costs overall.”

Pol admits that the 2010 statistics may yet prove that long-lasting change has finally reached the New Zealand industry. “If so, the 2010 statistics might illustrate a pause in the growth of the country's total legal bill. The alternative is "back to normal", as some law firm leaders confidently predict; with high legal cost growth rates coupled with a resurgence of the rate increases temporarily on hold. Time will tell,” he commented. ALB

uk report

ROUNDUP• Jérôme Da Ros and Benoit Creis, two defectors from Norton Rose’s Paris office, have rejected the

international firm model and set up their own eight-lawyer firm, Beylouni Guény Valot & Vernehas, with four associates and two consultants. They hope to grow the firm, which specialises in financing, insurance and litigation services, to 20 lawyers within two years

• Slaughter and May and White & Case have advised on the US$5.9bn acquisition by Banco Bilbao Vizcaya Argentina (BBVA), Spain’s second-largest bank, of a 24.9% stake in Turkiye Garanti Bankasi, Turkey’s leading bank.

• Herbert Smith is beefing up its private client capabilities with a number of London-based hires who have expertise in Asia, Russia and the Middle East; the firm hopes to double overseas revenue to 50% by 2015

• Freshfields has confirmed it is in talks with smaller firms, including Mills & Reeve and TLT Solicitors, to begin a referral network; the limited availability of suitable transactions has slowed progress

• On 5 November Freshfields named disputes partner Andrew Hart as joint leader of its Global Financial Institutions Group; Hart replaces senior partner elect, Will Lawes

• After overcoming the threat of a second round of senior-partner elections, Clifford Chance announced on 8 November that Malcolm Sweeting will take up the job; he takes over from Stuart Popham

• Allen & Overy has managed to increase turnover for the first half of the year by 3%, bringing in GBP526m, up from GBP511m in the same period last year

• DLA Piper has named Tim Clement-Jones as London managing partner; he takes over from real estate partner Catherine Usher

CliffordChancetogrowIndiansupportbasebyonethirdConfirming exactly where it believes the profits are to be had, and already fielding a 29-strong legal support team in New Delhi, Clifford Chance wants to boost its India staff numbers to 40, according to its annual review. The firm’s ‘knowledge centre’, set up in 2007 with four lawyers, provides research and analysis support to the firm’s global offices.

“As the team increases in experience, the vision is to build a centre of excellence with expertise in areas across more of the firm’s businesses and jurisdictions,” said Mark Ford, knowledge centre director. The move goes hand in hand with the firm’s plans to bolster its Global Shared Services Centre, currently focused solely on IT and finance support, by outsourcing analytics and business support functions to the area.

MagicCirclefirmgoeswithflowFreshfields has advised Atlantis Resources, a company specialising in the manufacture of electricity-generating tidal turbines, on a joint venture to form the world’s largest marine renewable energy project, at Pentland Firth Inner Sound in Scotland.

The project is expected to generate enough electricity to power around 400,000 homes and the deal would give Atlantis Resouces exclusive rights to generate 150MW. The idea of funding for renewable marine technology is still a new one, according to Connie Carnabuci, Freshfields’ Asia head of IP and information technology.

FirstRussianLondonlistingpost-GFCraisesoptimismIn a sign of perhaps imminent recovery in the Russian capital markets, firms from both sides of the Atlantic acted for St Petersburg-based retail company O’Key on one of the first Russian listings on the LSE since the beginning of the GFC.

Skadden advised O’Key, which raised $420m through a GDR listing on the London Stock Exchange’s Main Market, where the company is valued at around US$2.95bn. Linklaters acted for the underwriters Goldman Sachs and VTB Capital.

One city capital markets partner said that outbound transactions from Russia are starting to pick up again. “Many in the market hope the sizable O’Key transaction is a sign that confidence is coming back in the Russian market after the financial crisis,” he said.

12

NEWS | analysis >>


In the infrastructure fast lane

ANALYSIS >>

They may not be on the same scale as Victorian’s desalination plant or Brisbane’s Airport Link, yet a new generation of mid-sized projects are providing a timely boost for infrastructure practices

The future of the Australian infrastructure mega-project may be the subject of much debate, but recent activity in

the infrastructure space has made one thing clear: mid-size projects are returning, with banks stepping back in and governments having to do less work to close projects and this work is flowing through to firms. “Funding for mid-size projects is returning to normal with banks prepared to take on higher debt exposure, including on an underwritten basis,” said Freehills partner Adam Stapledon.

Blake Dawson is currently engaged on three major projects in different jurisdictions, valued between A$300m and A$1bn in the rail, water and accommodation sectors. Clayton Utz has advised on Brisbane’s A$1.5bn Northern Link tunnel and is engaged on a further 13 projects for the South East Queensland Infrastructure Plan and Program 2010-2031 (SEQIPP).

In the A$1bn plus bracket, projects such Port Abbott, the Oakajee industrial estate and port project in WA, the Gladstone steel plant, estimated at A$2.8bn and notable social infrastructure projects such as

► PORT OF NEWCASTLE FINANCING A$3.2bn

Firm:AllensArthurRobinsonLead lawyers: Phillip Cornwell, Rob WattClient: Banks and lenders

Firm:BlakeDawsonLead lawyers: David Mason, Matthew Stott, Jamie NgClient: Newcastle Coal Infrastructure Group

Firm:FreehillsLead lawyer: Lucy McCullaghClient: BHP Billiton Finance

• Deal involves development of an infrastructure link that will enable Australian coal exports and mine expansions over several project stages. Includes a US$1.9bn seven-year debt facilities package, a A$470m 12-year junior debt note series and a A$420m preference equity tranche

► GOLD COAST RAPID TRANSIT PROJECT A$365m

Firm:CorrsLead lawyers: Peter Schenk, David Warren, Simon AshworthClient: Queensland Department of Transport, Main Roads

Firm:GadensLead lawyers: Paul Spiro, Stafford HopewellClient: Gold Coast City Council

Firm:Johnson,Winter&SlatteryLead lawyer: Catie Burdett Client: TransLink Transit Authority

• Project will see rollout of first public passenger transport project to be delivered as a PPP in Australia, to be federally funded by the Building Australia Fund

the Royal Adelaide Hospital, the Gold Coast rapid transit are among many projects underway and lawyers are in agreement that there will be no difficulty finding the money to fund these projects.

Mega-projectsA number of projects above the A$3bn mark have been proposed, such as the $8bn Cross River Rail in Brisbane and the A$4.5bn Western Express Railway project in Sydney, which is reported to include provision for a second cross-harbour tunnel. These are ambitious projects, but Minter Ellison’s Ian Briggs notes that whether they proceed is dependent on whether the Federal Government is prepared to invest heavily in them. Given the unpredictable political environment and recent questions over the extent of the forecast budget surplus, this remains an uncertain question.

The outlook seems brighter for resources-related projects, such as the A$7.9bn Galilee Basin coal project and its rail link, between Newman to Abbot Point in Western Australia service, under the A$30bn Project Iron Boomerang. The enormous project

► RECENT INFRASTRUCTURE-RELATED DEALS

Catie Burdett Johnson, Winter &

Slattery

was delayed by the GFC, but investor confidence is said to remain high. Meanwhile Allens Arthur Robinson, Blake Dawson and Freehills have been kept busy with the A$3.2bn Port of Newcastle financing which involve funds from both Australian banks and 13 international banks.

But opinions differ on the long-term future of the mega-projects. Stapledon is of the opinion that Australia was never a strong market for mega-projects and pricing and tax are still quite high here. “Getting enough debt for mega-

NEWS | analysis >>


UPDATE >>

Employment Law

recent decision of the NSW Court of Appeal has highlighted the strength of post employment restraint clauses and the importance of clear drafting.

The decision dismisses speculation that post-employment restraints will no longer be enforceable in

modern employment contracts. The case involved the enforcement of a restraint of trade clause, following an employee’s resignation and subsequent move to a competing company.

Background Hanna had been employed by OAMPS Insurance Brokers Ltd (OAMPS) for 19 years. Following an expression of interest from a rival company, he resigned in April 2010 and immediately commenced work with his new employer. Three of Hanna’s clients signaled an intention to follow him, prompting OAMPS to invoke a 'Post Employment Restraint Deed' in his contract.

The relevant clause was cascading in nature, containing nine restraints in total that prohibited Hanna from engaging in certain conduct for a period of up to 15 months in various regions across Australia. OAMPS sought an injunction to prevent Hanna from providing services to a specific list of clients for 15 months in those regions.

The issue for the court was whether the restraint clause was void due to the uncertainty created by its cascading nature. Hanna argued that the deed’s uncertainty stemmed from the fact that “each permutation is inconsistent with every other one and no mechanism is provided for the selection of the one which is to operate.”

On appeal, the court affirmed the initial decision that the deed was in fact not void for uncertainty, noting that the nine restraints were “separate and independent provisions”. Further, when considered individually, each restraint was “capable of being understood by the use of clear words… and being complied with without breaching any of the others”.

A similar outcome was reached again by the court in Ross & Anor v IceTV, which upheld the validity of non-solicitation clauses for 12 months, restraining two executives after their employment terminated.

Lessons for employersDecisions of this type confirm the strength of post-employment restraints to protect company interests after an employee’s contract has terminated.

Employers need to be mindful that when drafting restraint clauses, they are clearly drafted to ensure both parties entering into the contract have a clear understanding of its interpretation, in the event enforcement is required.

Not dead yet – court affirms validity of post-employment restraints

A

Author: Luke Holland, special counsel, Sparke Helmore Lawyers [email protected]

Luke Holland

projects is tricky, but this was the case in the Australian debt markets, even before the GFC,” he said. Blake Dawson partner Joanne Evans doesn’t believe we will see a flurry of A$3bn+ mega-projects in the immediate future, but she is cautiously optimistic. “Mostly bank debt and maturities are pushing back out but it is still a relatively tight market, compared to 3-4 years ago debt is still relatively expensive. There just aren’t the monoline insurers able to do the underwriting they could pre-GFC,” she said.

Funding Doug Jones of Clayton Utz says funding availability has improved. “We are seeing a return to underwriting and a movement away from the complexity of club deals with 20-30 banks, back to a situation where two to three major banks are potentially willing to cooperate and fund major projects,” he said. He described current margins as “generous” and said the amount of work presently available is driven by the dominance of Australian banks in these deals, with mining and oil & gas the significant areas in terms of total investment dollars.

There is a view that the PPP market in Australia has weathered the GFC well and Evans said there is a high level of confidence in those projects underway. According to her, the reason is the fact that Australia has some good state-based procurement strategies, which can work well for particular types of infrastructure projects. “Debt is still expensive, but not as expensive here as elsewhere in the world,” she observed, noting that the key to achieving financial close is innovation and an ability to clearly determine what is feasible and what is not, in time to avoid abandoning projects which have already been through the costly planning process.

Conversely, Briggs believes that the majority of PPPs and smaller projects are still funded by equity. “I would say the debt market reaction post-GFC leaves a question mark over whether project funding will come from the debt or equity markets during the next five years,” he said. He also emphasised the complexity of this sort of project.

For the larger projects, much support is still coming from overseas. “We are now at the part in the cycle where it is possible to raise money – equity is supportive, debt is getting better and there is capacity for banks to get involved,” said Jeff Clark, partner in project finance at Mallesons. He also highlighted the fact that super funds, with a longer term view, are still keen to invest through both debt and equity. “Super funds are a natural fit with a long term view, steady flow and they are not just limited to the Australian markets,” he said. Clark did point out that the recent rise in value of the Australian dollar, if it continues unabated, could mean that some could start to apply the brakes.

A key funding issue will be the patronage models used for road and rail projects. Doug Jones warns that road and rail projects cannot be viewed the same way and that an availability model, such as that used on Victoria’s Peninsula Link, is not always the appropriate funding solution. Stapledon concurs on the risks involved with these projects: “It is fair to say that it will probably be a while before banks are prepared to take patronage risk on ‘greenfield’ road projects in Australia, leading to a focus on alternatives, such as shadow tolling or availability payments,” he said. ALB

14

NEWS | analysis >>


OPINION >>

Maurice Blackburn welcomes the opportunity to respond to the opinion piece written by John Blair –

General Counsel, Air New Zealand, and debunk some of the myths that surround class actions in Australia.

Mr Blair’s article is erroneous in various respects and unfortunately, as is often the case, there appears to have been a conflation of the roles of litigation funder and the lawyer, and a misunderstanding of the laws that apply to representative proceedings in Australia compared with the US.

Australian class actions do not “operate on an opt-in basis where any party can join at any time”. The Federal Court of Australia has an “opt out” system which allows any persons who do not wish to be a part of the proceedings or proceed further with their claims to “opt out”. However, cases can also be brought on a “closed class“ or “opt in” basis.

Mr Blair claims that there is a “potential exposure to parties opting in to an adverse costs award”. The Federal Court Act does not allow adverse costs to be awarded against class members except in very restricted circumstances.

Accordingly, the lead claimant bears the risk of an order to pay the other side’s party/party costs in the event the case is unsuccessful, as is the case in any litigation brought in Australia or New Zealand. The successful party is entitled to have its costs paid by the unsuccessful party. It is quite different (and much more plaintiff friendly) in the US where there is no risk of being required to pay costs if the matter is unsuccessful.

In Australia, claimants must do much more than “find an angle” and wait for the settlement offers. To obtain

In issue 8.10 of ALB magazine, Air New Zealand general counsel John Blair described class actions as a “particularly egregious US-style of legalised extortion.” This month, Erdem Ozyurek of Maurice Blackburn Lawyers, one of the largest class action practices in Australia, has his right of reply

damages the lead claimant (on behalf of the class members) must establish the existence of illegal conduct. If the lead claimant is ultimately unable to prove illegal conduct, it is liable to pay what may be millions of dollars of the defendant’s costs in the class action. This is a significant disincentive to unmeritorious claims. We trust Mr Blair is not opposed to companies that have been found to have acted illegally being liable to consumers and businesses for damages.

It is illegal for lawyers in Australia to charge a contingency fee (a percentage of the damages), in contrast to the US where attorneys are permitted to do so. The growth of litigation funders, who may charge a percentage (in our experience usually between 15% and 35% of the award), is understandable given the extraordinary costs faced by claimants in complex commercial litigation and the risk of huge costs orders being made against the claimant.

Cartel class actions are typically hard fought and are not easily settled just to avoid management time and expense as suggested by Mr Blair. Even in circumstances where companies have been successfully prosecuted for illegal cartel behaviour and have admitted their illegal conduct, there has been a significant reluctance by them to pay damages to the cartel’s victims. We note that:(a) The Amcor class action has

been on foot for over 4 years notwithstanding successful prosecution of Amcor and Visy by the ACCC and admissions by both Amcor and Visy;

(b) The Air Cargo class action remains on foot after nearly 4 years notwithstanding successful

prosecution of several of the respondents with prosecution of the remainder (except the immunity applicant) ongoing, including against Air New Zealand. Air New Zealand is also defending the proceedings brought by the New Zealand Commerce Commission in relation to the alleged cartel; and

(c) The ACCC’s prosecutions in the vitamins cartel matter concluded with statements of agreed fact in late 2000 and 2001, in which the cartelists admitted their misconduct. The Vitamins class action proceeded until 2006, when a settlement was approved.

The Air Cargo class action is a perfect case in point. Airlines, although not Air New Zealand by whom Mr Blair is employed, have admitted their misconduct to competition regulators around the world and yet have not repaid businesses and consumers that they have misled through their illegal conduct.

Class actions in fact play a very important role in enabling the victims of such misconduct to obtain some justice. And, although we wish he was correct, we are unaware of any Australian class actions lawyer owning a private jet.

Class actions: the debate continuesby Erdem Ozyurek – Maurice Blackburn

NEWS | analysis >>


Canterbury earthquake – legal aftershocks continue

NZ COMMENTARY

Firm Profile Buddle Findlay


T he 4 September 2010 earthquake in Canterbury has had a radical impact on law firms in the district. Almost all lawyers suffered major

disruption to their workplaces in the first week following the earthquake, but for many the earthquake continues to affect their practices.

The week immediately following the earthquake was obviously the most trying. Inner-city law firms were forced to work remotely as most could not get access to their offices. It seemed just when an “all clear” was given, another large aftershock would trigger the need for further building inspections, delaying the return to these workplaces. Some suburban practices fared even worse, with damaged buildings meaning there could be no return to the office and alternative premises had to be arranged very quickly.

Once back in their offices, firms faced a huge clean-up task as anything not securely stored was thrown into chaotic piles on the floor. Firms where staff were able to access the firm’s network from home, or other offsite links, were in the best position to continue communicating with their clients and dealing with the most pressing business. The advantage of being able to contact all staff by text messages on cell phones was also readily apparent.

Court proceedings too were affected by the earthquake, although the courts were up and running quickly, and circulating all practitioners with information on what court services were still available in the disruptive first week following the earthquake.

Residential propertyThe most pressing legal challenge since the earthquake has been dealing with the settlement of residential house sales. Numerous problems were thrown up, as banks, insurance companies and lawyers all sought to protect their, or their clients’, interests. Within a few days of the quake, a meeting of Canterbury property lawyers was organised and well attended. It helped

lawyers realise they were not on their own in dealing with the problems completing conveyancing transactions. It also facilitated information sharing on dealing with banks and insurance companies, and on drafting appropriate clauses for sale and purchase contracts to ensure the new owner had the benefit of EQC and insurance cover.

The Property Law Section of the New Zealand Law Society also assisted, with emailed circulars to practitioners updating them with information and advice related to property settlements.

However, the effects of the earthquake have gone well beyond the disruption of the first few days and weeks. Two months later the volume of conveyancing transactions remains at record low levels, and conveyancing-based practices are facing a double hit of reduced workflows and concern that they simply cannot bill their clients for the time it has been taking to settle those conveyancing transactions which do proceed.

Commercial propertyOther legal work appears to be arising as a consequence of the earthquake. Advice is being sought on commercial leases as parties grapple with the impact of earthquake damage on the rights and obligations under the lease. There are also problems arising where although the premises are undamaged, tenants are struggling to pay rent because of a drop-off in business caused by the barricading of adjacent damaged properties.

EmploymentSimilar issues are anticipated with employment contracts if the downturn in business caused by the earthquake does not reverse soon. Employee subsidies were made available via the Christchurch City Council, but these have now ceased, and some businesses in the most affected areas will be forced to shed staff if business does not return to normal levels in the next month or so.

InsuranceWith a record number of insurance claims being lodged for a natural disaster in New Zealand there is sure to be a surge in legal disputes over applicable cover and the assessment of claim entitlements.

LegacyFinally, there remains the prospect that the earthquake will have a bigger legacy in terms of the legal issues it triggers. There has already been academic debate about the Canterbury Earthquake Response and Recovery Act and the decision to provide an immunity from judicial scrutiny for those exercising powers under the Act.

Rumours also abound about the possibility of legal proceedings over decisions to allow subdivision in areas of identified liquefaction risk. All local authorities will now be looking at whether they need to be doing more in terms of addressing the risk of liquefaction when they authorise subdivisions.

So, while most of us are back in our offices, with books back on the shelves and repairs underway, it appears there could be several years before the legal consequences of the earthquake are fully worked through.

This article is written by Rachel Dunningham in the

Christchurch office of Buddle Findlay, one of New

Zealand’s leading law firms. Rachel specialises in civil

litigation, resource management and local government

law. Rachel can be contacted by phone: +64 3 371 3535

or email: [email protected]

Rachel Dunningham

16

NEWS | analysis >>


SIN

GA

POR

E SYDN

EY

ANALYSIS >>

When the Australian and Singapore stock exchanges announced in late October that they had

entered into a merger implementation agreement (MIA) to combine their bourses, many – if not most – commentators across the region were taken aback. The move is the first real 'exchange consolidation' seen in Asia: some consolidation has taken place in the Japanese commodity space but never had two Asia-Pacific bourses entered into such a far-reaching agreement.

The move is perhaps above all an indication of just how serious Singapore's commitment to becoming an alternative financial hub in Asia actually is. Clayton Utz might have seemingly picked the most logical location for expansion when it launched a Hong Kong office earlier this year, but perhaps Singapore will give Hong Kong a run for its money in the longer term.

The ‘ASGX’: putting South-East Asia on the capital markets mapHealthy skepticism surrounds the proposed merger of the Australian and Singapore stock exchanges, but the proposal may given an insight into what direction our Northern neighbours intend to take on the capital markets front

is still far greater than those of Australia and Singapore, so I don't think the potential merger represents a real threat,” said Yang Xusheng, a partner at PRC firm FenXun Partners. “Greater China exchanges still have their edge and will remain poised to seize more market share.”

Yang's opinion is confirmed by almost every statistical metric. The market capitalisation of both the ASX and the SGX do not rank highly. Even a combined entity will be ranked behind Hong Kong in Asia, and globally it will come in well behind lesser-known exchanges, for example Toronto. In terms of futures businesses for listed contracts, the SGX and ASX rank 12th and 13th, respectively, in Asia. “There isn't a real benefit for companies to reconsider Australia or Singapore as a listing venue as opposed to Hong Kong or Shanghai,” Yang said. “They wouldn't raise more money and gain more investor interest just because it is a newer and larger entity.”

However, a new entrant onto Asia's capital market scene the size of the 'ASGX' is sure to shake things up to a degree, as Ronald Arculli, chairman of the Hong Kong Clearing & Exchanges Limited and a senior partner at PRC firm King & Wood, notes. “All of us are competing,” he said. “There will be occasions when companies decide Australia and Singapore is the place for them.”

South-East AsiaWhile only time will tell if the merger of the Australian and Singapore stock exchanges will create a force capable of ending Hong Kong’s capital market hegemony in Asia, it is perhaps in South-East Asia where things will be most acutely felt. “The ASX-SGX merger demonstrates the need for all international financial centres and players to have a clear strategy to ensure their strength going forward, so as not to be marginalised," said Alan Ewins, a partner with Allen & Overy in Hong Kong.

While it is unlikely that South-East Asia’s smaller players will rush to strike up their own mergers (in fact, the tough regulatory restrictions in place on most boards make this unlikely) it may mean more collaborations and tie-ups. In

The US$8.3bn combination will create the second-largest listing venue in Asia-Pacific, with over 2,700 listed companies from over 20 countries including over 200 listings from Greater China. It would create the world's second-largest cluster of companies in the resources sector (more than 900 listings), the largest REITs sector (over 80 listings) and the largest number of ETFs (over 100) seen in Asia-Pacific. It would offer access to Asia-Pacific's largest (and the world's second largest) base of institutional investors with combined assets under management of US$2.3trn from superannuation, institutional and sovereign wealth funds. The merger would in short, create an Asia-Pacific 'super bourse.'

Notwithstanding the groundbreaking nature of the union, few predict it will have a discernable impact on Asia's capital markets hierarchy. “The trading volume and activity in Hong Kong and Shanghai

NEWS | analysis >>


us report

ROUNDUP• Jones Day has advised one of the owners of the iconic Notting Hill estate in London on the sale of

GBP131m worth of prime heritage real estate• King & Spalding made eight partnership appointments in early November, including one in London

and three in Atlanta; the others were split between Houston, Abu Dhabi, Dubai and Riyadh• Cementing its status as a global-25 law firm, SNR Denton has advised JP Morgan on the buyout of a

55% stake in US$6bn Brazilian hedge fund, Gavea• Ropes & Gray has promoted 10 lawyers to partner, including one each in Hong Kong, Silicon Valley

and London• Showing that the record companies can fight back, a US jury has ordered Minnesota woman Jammie

Thomas-Rasset to pay US$1.4m for downloading 24 songs via KaZaA• Latham & Watkins, a firm which one year ago was in the midst of a 200-lawyer lay-off program,

has (following hires in the Middle East, Asia and Moscow) now been deemed the easiest US firm to recruit for by a major London-based recruitment firm

• US law firms are set to increase salaries across the board by anywhere up to 4.1% in 2011, according to the latest results from Robert Half Legal

• The Manhattan federal court ruled that EMI was not sold for above the odds by Citi banker David Wormsley. Paul Weiss partner Ted Wells secured the victory; EMI was advised by Freshfields

SquireSandersHammondsitis,from1January2011The Squires-Hammonds merger was confirmed with the backing of 95% of the combined partnership on 8 November, following a vote taken by all but 17 of the partners on 7 November. The new firm will have 460 partners and 1,275 lawyers and will officially launch as Squire Sanders Hammonds (Squires Sanders & Dempsey in Eastern Europe and the US where Hammonds does not have a presence) on 1 January 2011.

The combined turnover is expected to be US$625m and New York-based Squire Sanders partner Howard Nicolas will be managing partner for the Americas and Asia-Pacific. Hammonds managing partner Peter Crossley will be Europe managing partner.

The merger caps off a very trans-Atlantic 2010, which also saw Sonnenschein Nath & Rosenthal and Denton Wilde Sapte merge in October to create SNR Denton, and Hogan & Hartson and Lovells merge in May to form Hogan Lovells. Squire Sanders Hammonds will operate under the same Swiss Verein structure these firms used.

Domesticmergercreatesnew650-lawyer‘superpractice’Atlanta-based Kilpatrick Stockton and San Francisco-based Townsend and Townsend and

Crew have agreed to a merger that will create a US$400m, 650-lawyer practice to be named Kilpatrick Townsend and Stockton. The firm will have 17 offices across the US and is to be officially launched on 1 January 2011.

Townsend, which specialises in IP, is said to be the initiator – it has been searching for a merger partner for some time following the resignation of chairman James Gilliland last December. Kilpatrick posted gross revenue of US$246m and PEP of US$615,000 in 2009, while the smaller Townsend pulled in US$161m and PEP of US$810,000.

WallStreetmovesonEurope:Sullivan&CromwelllatesttorecruitLondongradsTwo months after Ropes & Gray announced plans for a graduate recruitment program in London, Wall Street stalwart Sullivan & Cromwell will broaden its horizons and take its ‘grow organically’ approach to London.

The firm will begin a city training scheme from 2013, offering summer placements from as early as 2011.The firm aims to attract between four and six graduates per year, including non-law graduates. The program is part of a strategy to consolidate Sullcrom’s UK and European presence.

Representatives of the firm expressed confidence in the program, calling it a demonstration of its commitment to London.

February, four stock exchanges in South-East Asia signed an initial cooperation agreement with NYSE Technologies for the technology needed to establish a trading link between them. The four were the SGX, Bursa Malaysia, the Philippine Stock Exchange and the Stock Exchange of Thailand.

This initiative has thus far failed to get off the ground for want of “political will”, according to commentators, but the rapidly changing capital markets landscape in South-East Asia may prove the catalyst. Mohamed Yusoff, chief executive of Bursa Malaysia Bhd, has said that his exchange is open to “synergistic opportunities” with other exchanges, while officials in Taiwan and Indonesia have conceded that further collaboration may soon be necessary.

Will the arrival of the ASGX be a bad thing for the other South-East Asian exchanges? There are those who think a super bourse capable of luring investors from across the world into the region will actually help, rather than hinder, nascent capital markets in places like Vietnam, Indonesia and the Philippines. Ito Warsito, president director of the Indonesian Stock Exchange, sees the merger as a positive development. “[It will make] the global market pay more attention to our region,” he said, pointing out that a merger would make the region’s markets more competitive rather than weaker.

Having a board which will contain the largest cluster of natural resources companies, sitting at the gateway to a region which is blessed with an abundance of mines, minerals and raw materials, may well prove to be a blessing in disguise for spluttering capital markets right through the region. ALB

“Allofusarecompeting.TherewillbeoccasionswhencompaniesdecideAustraliaandSingaporeistheplaceforthem”RONALDARCULLI,HONGKONGCLEARING&EXCHANGESLTD

18

NEWS >>


Norton Rose: Canada and South Africa connection to benefit Australian investors

Norton Rose Group has again launched a targeted attack on the

minerals and resource sector, with two new firms, one in Canada and one in South Africa, joining the network. The addition of Canadian law firm Ogilvy Renault and leading South African law firm Deneys Reitz from June 1, 2011 will take Norton Rose to 38 offices worldwide and approximately 2,500 lawyers. “Australia, Canada and South Africa are countries that are very resource rich,” said Don Boyd, Group Deputy Chief Executive, Norton Rose

Group. “Our firm is focused on this area of business, we have many clients in China and elsewhere who are heavily involved in the resource sector and we see great synergies between those clients’ needs and these locations.”

Although the firm already undertakes a large amount of work in Africa, the new South African offices of Deneys Reitz will provide the firm with a “jumping off” point for the rest of the continent, said Boyd. “There are more than 100 companies in Australia investing into African-based resource

INDUSTRY >>

INDUSTRY >>

news in brief>>NZLAWYERPUTANIMALSONTHEAGENDAA group of top New Zealand lawyers and a member of parliament have successfully led a campaign to change the way animal cruelty is dealt with in the courts.

Chief prosecutor at the Serious Fraud Office, Anita Killeen, along with member for Tauranga Simon Bridges, has been pushing for changes to the Animal Welfare Act (1999) for several years and this year achieved a unanimous passing in parliament of the new legislation which has significantly increased penalties for those found guilty of cruelty to animals.

The Animal Welfare Amendment Act will increase the maximum sentences and fines for animal ill-treatment and neglect – the new maximum sentence for wilful ill-treatment of an animal increases from three to five years and the maximum fine will double to NZ$100,000 for an individual and NZ$500,000 for a body corporate.

Killen has also facilitated the creation of a voluntary legal panel for the Auckland SPCA, which includes 20 lawyers from across the country, including 13 Queens Counsels.

A&OREPORTREVENUEINCREASE,GROWTHINNEWMARKETSThe Asia Pacific region has helped spearhead Allen & Overy’s revenue rebound for the six months to October 31. The Magic Circle firm has reported a 3% increase in revenue compared to the same period last year, up from £511m to £526m.

Turnover was up across all practice areas, and once again half the firm’s turnover was generated outside the UK with strong performances across the Asia Pacific, Moscow and New York. The firm opened new offices in Sydney, Perth and Doha earlier this year and launched an associated office in Jakarta.

“Our strategy of investing in new markets has helped deliver steady growth, which reflects the diversified nature of our business,” said Allen & Overy managing partner, Wim Dejonghe. “Our new offices in Australia, Indonesia and Qatar are showing positive early progress, and we now have the largest global network of any of our major competitors.”

The firm previously reported a 4% drop in revenues for the 2009-10 financial year – down from GBP1.091bn to £1.05bn.

Outsourcing to benefit clients and junior lawyers, says Blake Dawson partner Junior lawyers will have more

opportunities to undertake high-level legal work through the use of legal outsource providers such as CPA Global, according to a top tier partner. “I think it is very naive to think that lawyers can’t learn unless they are snowed under with repetitive, low-level legal work,” said partner at Blake Dawson, Tony Denholder, during a presentation at the 2010 Australian Corporate Lawyers Association (ACLA) conference, held in Sydney.

“Instead, junior lawyers will be able to delegate low-level, repetitious legal work to outsource providers such as CPA and focus instead on the practice of law. It also works out cheaper for the client, because instead of a junior lawyer doing that work, a dedicated professional is doing it.”

Denholder added that the firm was looking to utilise CPA’s service with other clients. “There is a lot of work across all practice areas where there are task we think can be done efficiently by outsourced lawyers,” said Denholder. “We are now in discussion with other clients to pursue other opportunities, where there is value for money in using CPA.” CPA Global has two offices in India where legal work, including patent searches, document review, transaction support, contractual

solutions and legal research is undertaken for clients around the world, including Blake Dawson’s client Rio Tinto.

CPA Global strategy director for legal service outsourcing and former Rio Tinto general counsel Leah Cooper said a number of law firms and their clients were seeing the advantage of legal outsourcing. “By outsourcing low-level legal work you are also freeing up internal legal talent for more complex legal work,” she said. “We are not trying to replace lawyers; we are trying to help lawyers do legal work,” she added.

A number of CPA Global staff are trained lawyers who specialise in a particular area of work, making them more efficient, according to Cooper. “Our staff focus on one area and are able to work at higher levels of productivity, because it’s all they do... our staff are not as distracted as lawyers,” she said. Even though the staff at CPA Global have legal training, they are not practicing lawyers, making it a cheaper option for clients. “In legal research we don’t provide the conclusion, that’s the legal firm’s job, we provide the research, the analysis, the examples,” said Cooper. ALB

Leah Cooper CPA Global

NEWS >>


Norton Rose: Canada and South Africa connection to benefit Australian investors news in brief>>LAWYERJOINSTHEA-LEAGUEPrincipal of Griffins Hilditch Lawyers, Greg Griffins, has become a part owner of the Adelaide A-League club. Griffin joined a consortium including one of South Australia’s richest and most powerful men, Rob Gerard, medical identity Richard Noble and businessman Bruno Marveggio, to buy the club which had been without owners since last May.

The consortium has paid an undisclosed fee to Football Federation Australia (FFA), which had been in charge of the club while new owners were being sought. Adelaide United lost about A$1.3m last year but Griffin told Fairfax Media he was bullish about reversing the club’s financial fortunes with the support of Gerard. “We are not here to lose money, we’re actually here to make it,” said Griffin, who has now been installed as United’s new chairman.

M+KADDSMELBOURNEWORKPLACEANDTRAININGFIRMMacpherson + Kelley has continued its strong growth trajectory following a merger with boutique Melbourne workplace and legal training firm Douglas LPT. The latest merger with a boutique firm comes only three months after M+K merged with Tasmanian firm Dobson Mitchell & Allport, although that firm is yet to adopt the M+K brand.

The merger of Douglas LPT and M+K brings an additional seven staff to the employment and industrial relations practice team, including four lawyers and former general manager of legal, Diana Taylor, who has been appointed executive counsel at M+K. As part of the merger Douglas LPT managing director Andrew Douglas has assumed the title of principal (partner) in the Melbourne office of M+K.

M+K managing director Damian Paul said the merger would take the employment and industrial relations team to 19 lawyers nationally including seven principals (partners) and four accredited workplace relations specialists. .

MINTERELLISONCAUGHTINNRLSTORMMinter Ellison is in the middle of a Mexican stand-off between NRL star Greg Inglis and his former club, The Melbourne Storm. Minter Ellison’s A$100,000 plus legal bill for successfully defending Inglis in two assault cases is yet to be resolved, with the two parties arguing over who should pay.

It is understood NRL auditor Ian Schubert has ruled that any money paid towards the legal bill will be included in the club’s salary cap as payments to a player, which is why the Storm are reluctant to pay it. However, media reports have suggested that since it was former Storm chief executive Brian Waldron who engaged Minter Ellison to lead Inglis’s defence, Inglis is arguing that the Melbourne Storm should pay the majority of the legal costs.

The situation means Inglis’s new club, Brisbane, is still waiting to officially sign on the star. Broncos chief Bruno Cullen said the matter was between the Storm, the NRL and Inglis’s manager, Allan Gainey.

projects. This has the potential to service them in a bigger way,” he said.

The negotiations between the firms and Norton Rose, which merged with Australian firm Deacons at the start of the year, have been taking place for about 12 months and Boyd said that there was a heightened awareness amongst firms in those markets to international law firms moving into the market. “I’m confident that there will be flow-on effects in those markets from this announcement, just as I’m confident Allen & Overy won’t be the

last international firm to enter the Australian market,” he said. When asked why Norton Rose once again chose to absorb local firms instead of establishing their own office Boyd said Norton Rose saw it as “much more important” to be part of the mainstream legal network in that jurisdiction, through the existing operations of those firms. ALB

Don Boyd Norton Rose

Hunt & Hunt shuts Newcastle office have chosen to pursue other options, while some of the more junior staff have relocated to the firm’s Sydney offices. “We have been very supportive of staff wanting to look for opportunities elsewhere,” the source said.

Hunt & Hunt has offices in capital cities across Australia, including two in Sydney, and an office in Shanghai. The source said that as Newcastle was the only regional office it was “odd” and did not fit in with the rest of the firm’s network. He said the firm “had already seamlessly accommodated existing Newcastle clients through the Sydney offices.” ALB

Hunt & Hunt has closed its Newcastle office after 27 years. A source

within the firm said management had taken the position that the Newcastle office was no longer aligned with its national strategy. “10 years ago it was a market we wanted to be in, but things have changed,” the source said. “The market is not as large as we thought it would be, it has not grown in line with the expectations we had.”

A significant number of Hunt & Hunt Newcastle staff were poached by rival firm Moray & Agnew when it launched in Newcastle five years ago. The two remaining partners located in the office

NEW SOUTH WALES >>

20

NEWS >>


NEW ZEALAND >>

Private equity on the move in NZ Following on from strong activity in

Australia, the private equity market in New Zealand is also rebounding to pre-downturn levels. According to the Ernst & Young and NZVCA Monitor, private equity investment in New Zealand for the first six months of 2010 hit a three-year high at NZ$170m, with mid-sized deals most common, according to the report.

During 2008-09 the private equity firms were very inward looking, and more concerned about improving their current assets than looking for new ones, said Bell Gully partner and head of corporate James Gibson. “The Global Financial Crisis hit hard on the amount of money private equity firms could borrow, but because the banks are lending to them again, the

NEW SOUTH WALES >>

market has reawakened,” he said. The average investment size during the first six months of the year was NZ$8.5m, however, Gibson said the New Zealand market has always been dominated by mid-size deals.

“I think we have many good private companies in New Zealand, but they are mainly small-to-medium sized enterprises. New Zealand has always had a mid-market size private equity deal space, so I don’t think this has changed,” he said. However, just because the majority of companies available are smaller doesn’t mean they can’t be profitable like the bigger multimillion dollar deals, added Gibson. “Private equity houses tend to play in the one particular area; the size of the fund generally dictates what size

investments they are looking for.”Gibson said that the activity in

the M&A space this year had been significantly up on last year, but more importantly, there was more certainty in the market. “I think there is a certain level of enthusiasm [in the market] following some of the bigger successful deals in the Australian market,” he said. While there has been a lot of noise in the Australian market around Asian-based firms investing in agribusiness and food related companies, New Zealand has not seen the same amount of interest in this space. “Australia is still the number one source of private equity activity into New Zealand, but there has been more US, UK and Asian firms looking at the market,” he said. ALB

New York-NSW MoU to save time and money in disputes

Time and cost savings are set to be the greatest achievement if a new

memorandum of understanding (MoU) between NSW and New York courts comes into effect. The NSW Supreme Court, Law Council of Australia and their counterparts in NY signed the MoU recently, during the recent NY Bar Association meeting in Sydney.

Mallesons partner and head of dispute resolution, Roger Forbes, said the MoU had the potential to substantially cut costs and time in cases where NY law was in question. Under the agreement, a case in the NSW Supreme Court involving an element of NY law would see the judge pass on the questions surrounding that law to a NY-based judge, who would then make recommendations to the NSW judge on their findings. “Under the current system, a judge is required to identify what that law is through the evidence presented, often involving witnesses, which can be expensive,” said Forbes. “The judges are required to interpret a foreign law, which they have no

experience or expertise in.”Forbes said “contracting out” fact-

finding in legal cases was nothing new, with medical experts or engineering experts often engaged by judges; this MoU was a continuation of that practice – just to another judge in another jurisdiction. A similar MoU was made with the Supreme Court of Singapore in June, however it has not yet come into practice. “Hopefully they will draw the rules of the agreement so that the full extent of time and cost benefits can be achieved, and soon,” said Forbes.

He added that the MoU’s were an effort by the courts to remain active in international disputes. “The courts want to remain a relevant form of dispute resolution and they are aware of international arbitration becoming a more common occurrence,” he said. He also said there was great potential for more MoU’s with other major Australian trading partners. “I think all Supreme Courts could potentially benefit from similar arrangements,” he stated. ALB

NEWS >>


QUEENSLAND >>

TED WILLIAMS Group counsel

Thiess Pty Ltd

IN-HOUSE Q&A >>

integrity legal

Whyhavein-houselawyersbecomeanincreasinglyindispensablepartofanorganisation?

There has been exponential growth in the scale and complexity of general business transactions. This continues. It is not enough to receive ad hoc external advice on discrete aspects. A broader legal view must also be taken. This is best done by someone with a deep understanding of the business and whose interests are more closely aligned than those for whom advice is a commodity. Also external advisers are often better managed by those of the same professional discipline.

Inrecenttimes,theroleofthegeneralcounselhasdiversifiedintoamulti-facetedrole,(wherethe

generalcounselcanwearthe‘hat’oflawyer,legalmanager,compliancemanager,andcompanysecretary).Doyoubelievethishasincreasedyourriskprofile?

Yes. It is vital that a level of independence remains. From a purely practical perspective, legal professional privilege against disclosure will not be granted where courts consider that the in-house counsel is merely subordinated to the will of the business or is merely seeking to shield purely commercial considerations. Moreover, I believe that for legal advice to be of any value, it must be independent. Good advice is not always what the business wants to hear, but what it needs to be told. The challenge is to be able influence the business such that commercial objectives and legal realities are aligned. This can be made more difficult (but not necessarily impossible) where lawyers occupy multiple legal/commercial roles.

Whatdoyouconsidertobethemainchallengesyouandyourteamwillfacein2011?

There are many. The business environment remains uncertain, particularly as regards finance for major projects and taxes on mining. This impacts the ability to initiate new projects. There is no clarity in the manner in which carbon emissions will be regulated or taxed in circumstances where they must now be reported. Regulation of safety and harmonisation of health and safety laws remains politically charged and uncertain. It is difficult to obtain clear guidance from the relevant authorities as to legislated reforms such as in the area of Personal Property Securities. The inabilty to provide definitive legal advice in these areas hampers decision making and erodes confidence.

1

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Brisbane firms Gadens and Maunsell Pennington merge Gadens Lawyers Brisbane and fellow Brisbane firm

Maunsell Pennington are to merge in the coming months. Maunsell Pennington specialises in property, building &

construction and commercial law, while Gadens specialises in mid-market transaction work in the property, banking, insolvency, litigation, insurance and energy sectors. The newly merged entity will retain the Gadens name and will be based in Gadens existing offices.

Gadens Brisbane chairman, Paul Spiro, explained that the firms decided to merge because both are committed to pursuing opportunities for growth. “A real benefit is more experienced lawyers in the property, commercial and construction sectors, which are areas for growth as the economy recovers.” he said.

Managing partner of Maunsell Pennington, David Maunsell, added that the new entity would create opportunities for both clients and staff. “Through the merger of like-minded, growth-focussed CBD law firms, we will create even more opportunities for partners, clients and staff,” Maunsell said. “We were at a point where we had to decide whether we would grow, through adding staff and space, when Gadens approached us.”

Gadens Brisbane has 23 partners, while Maunsell Pennington has three partners and a team of 14 professional and administrative staff. All staff from Maunsell Pennington will assume equivalent roles at Gadens. The merger process will be completed on 1 February 2011. ALB

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NEWS >>


LAWYERSTOFUNDNEWGOVERNINGBODIESThe National Legal Profession Taskforce has released its interim report on the proposed framework, following 162 submissions on the proposal during the three month consultation period. Feedback on the new National Law and National Rules for lawyers was overwhelmingly in favour of maintaining state-based regulators (there are 55 across Australia), as opposed to a new national body.

The annual cost of running the new consolidated regulatory bodies, if they are introduced, is estimated to be around A$4m, which would be covered by imposing a A$795 fee on new lawyers when they are admitted to practice. This would replace the existing admission fees levied under state and territory laws, although, if jurisdictions wish to impose additional levies on admission for their own uses, they may do so. The report also says the state and territory governments should pay the $1.7m start-up cost, which includes capital costs of A$957,000.

LEGALREGULATORYBOARDCOMPOSITIONANNOUNCEDThe National Legal Profession Taskforce has proposed in its interim report that the new National Legal Services Board be comprised of seven members including: two members chosen by recommendation from the Law Council of Australia (LCA); one member appointed on the recommendation of the Australian Bar Association (ABA), three members appointed on the recommendation of the Standing Committee of Attorneys-General (SCAG) while the final member, the chair, would be appointed on the recommendation of SCAG, on the condition that it has consulted with the president of the LCA, the president of the ABA and a member of the Council of Chief Justices nominated by the council for this purpose.

The proposal has been met with strong objection from the legal community. The final draft intergovernmental agreement will be presented to the Council of Australian Governments in December.

NEW ZEALAND >>

Complaints made against NZ lawyers top 1,400

The latest New Zealand Law Society complaints report shows that

overcharging and professional breaches are the main reasons behind clients making an official complaint. The annual Lawyers Complaints Service report for the year to June 30 shows that 1,461 complaints were made during the period. During that time, 1,377 complaints were closed, with no action being taken in 1,061 of those cases (77%). Of those 1,377 complaints 13% related to overcharging, 13% to breaches of the Rules of Conduct and Client Care, 10% to other conduct issues, 9% over inadequate reporting or communications, 8% to alleged negligence or incompetence, and 7% to delay.

Most of the complaints filed with the Lawyers Complaints Service over the year came from clients or former clients

of lawyers (58%). Third parties (13%) were the next-most important source, followed by clients for the other side (10%) and lawyers (10%).

The report also provides information on the parties against whom complaints were made. Most (1,381 of 1,461 complaints) were against lawyers, with 56 against former lawyers, 16 against non-lawyer employees, four against incorporated law firms, three against former non-lawyer employees, and one against a former incorporated law firm. During the period the Lawyers Standards Committees made determinations on 123 complaints. Of the orders made, 30% were for payment of costs to NZLS, 17% were for payment of a fine to NZLS, 16% were for a censure or reprimand and 12% were for payment of NZLS inquiry costs and expenses. ALB

news in brief>>

► SSSLawyers,judgesandlegalsupportstaffhitthepavementinPerthtoraisefundsfordisadvantagedyouthonNovember6.TheLawSocietyofWesternAustralia’s’LawyersforaCause’charityeventinvolvedmorethan150membersofthelegalprofession.Legalpractitionerscouldchoosefroma5kmwalk,10kmrunor35kmbikerideaspartoftheevent.AllmoneyraisedfromtheeventwillgotowardstheChiefJustice’sYouthAppeal.

PicturedhereareparticipantsLauraThorneloe,Ai-MeiNguyen,GaryThomasandRobBowker(L–R)fromTottlePartners.

Lawyers find a cause to hit the pavement in WA

NEWS >>


► LATERAL HIRESName Practice areas Organisation coming from Organisation going to

JustinAdam Property Corrs Chambers Westgarth ColinBiggers&PaisleyAndrewDouglas Industrial relations Douglas LPT Macpherson+KelleyKatrinaGroshinski Regulatory Clayton Utz MinterEllisonJasonLambeth M&A Gilbert + Tobin BlakeDawsonStephenLayburn Corporate, commercial Bell Gully HeskethHenryPamelaMcAlister Superannuation Greenfields Financial

Services Lawyers Hall&Wilcox

PeterMcCullough Taxation Ernst & Young BlakeDawsonRowanMcMonnies

Competition ACCC CorrsChambersWestgarth

StuartMengler Corporate Allens AllionLegalSimonSorockyj Technology Pinsent Masons RussellKennedyPaulRoss Family law Westminster Lawyers HoldingRedlichSharleneWellard Employment relations Australian Business Lawyers PiperAldermanHermanYip Banking & finance Jones Day NortonRose

APPOINTMENTS

NewpartneratPiperAlderman

Piper Alderman has added a new partner to its employment relations team. Sharlene Wellard joins the partnership in the Sydney office of Piper Alderman from Australian Business Lawyers, which was recently acquired by a wholly-owned division of the NSW Business Chamber.

Wellard has experience in advising employers and employer associations across the spectrum of employment and industrial law, discrimination and occupational health and safety. She is an experienced advocate and provides strategic advice to employers on managing workplace change, including restructuring and redundancies and on drafting and implementing policies and employment contracts. Wellard is also the honorary secretary of the Industrial Relations Society of NSW.

Ernst & Young Blake Dawson

Ernst&YoungpartnerjoinsBlakeDawsonBlake Dawson has appointed Peter McCullough as a partner in its direct tax practice in Sydney.

McCullough joins the firm after more than 15 years as a partner at global accounting firms Ernst & Young and Deloitte, where he built a reputation in providing transactional advice to some of the nation’s blue chip companies and investment banks.

As part of Ernst & Young’s transactional tax team, McCullough worked across a wide range of sectors including financial services, manufacturing and retail, defence, property and

tourism as well as privatisations and utilities. He also led accounts for major Australian and multinational clients. McCullough also helped establish Deloitte’s international tax group in Australia, as well as heading the firm’s NSW tax practice for several years.

Jones Day Norton Rose

NortonRoseluresJonesDaypartnertoPerthBanking and finance partner at Jones Day Singapore, Herman Yip, has re-joined Norton Rose as a partner in the Perth office.

Yip began his legal career at Freehills in Perth and Melbourne before joining the banking & finance practice group of Norton Rose in Singapore in 1999. He was a member of the Norton Rose team for six and a half years prior to joining the partnership at Jones Day (Singapore) in January 2006.

Yip has extensive banking and finance experience in the energy, resources, infrastructure and real estate sectors. His practice focuses on project and corporate and structured financings.

Greenfields Financial Services Lawyers Hall & Wilcox

Hall&WilcoxmakesasuperappointmentHall & Wilcox has appointed Pamela McAlister, a former Freehills funds management partner, as partner and head of its superannuation team.

McAlister was most recently principal at Greenfields Financial Services Lawyers and has held senior roles in both the private and public sector including the role of general counsel and group executive – governance for Australian Unity. Before joining Australian Unity McAlister was the deputy executive director responsible for financial services regulation at the ASIC. As deputy executive director she was responsible for the supervisory functions of the directorate. Before joining ASIC in July 2002, she was a partner with Freehills in Melbourne.

Clayton Utz Minter Ellison

ClutzcompetitionandregulatoryspecialistsjoinMintersFormer Clayton Utz partner Katrina Groshinski and fellow senior associate Naveena Rajaretnam have joined Minter Ellison in Sydney.

Groshinski has previously acted as a strategic advisor to organisations working in the energy, rail, water, telecommunications and broadcasting industries. She also advises on all aspects of regulatory frameworks from design and implementation to application of existing legislation reform.

Rajeretnam has been involved in energy regulatory reforms to the national gas and electricity markets over the last few years, having advised regulators, governments and businesses on both design and implementation aspects of these reforms.

Allens Arthur Robinson Allion Legal

AllenspartnerluredbyAllionEx-Allens Arthur Robinson partner Stuart Mengler has moved from Beijing to Perth to join Allion Legal as a principal. Mengler has joined the firm’s corporate and resources practice group where he will be focusing on the energy and resources industry.

Mengler’s particular expertise is in joint ventures, mergers and acquisitions, contract negotiation and drafting and general resources law advice.

Allion Legal was formed in July last year as the result of the merger between the established Western Australian law firms of Michael Whyte & Co and Pullinger Readhead Lucas.

Westminster Lawyers Holding Redlich

Westminsterco-founderjoinsHoldingRedlichHolding Redlich has lured senior divorce lawyer and co-founder of Westminster Lawyers Paul Ross to the firm with a partnership.

The former director of Westminster Lawyers will be based in the Melbourne office and is understood to have made the move after years of referring legal work to other firms.

Prior to co-founding Westminsters, Ross held roles at Madgwicks Lawyers, where he established a family law practice, Goddard Elliott Barristers and Solicitors and Purves Clarke Richards. His specialty within the family law practice is in the splitting of assets following separations and the drawing up of pre-nuptial and post-nuptial agreements.

Peter McCullough

Katrina Groshinski

Naveena Rajaretnam

Stuart Mengler

Sharlene Wellard

Australian Business Lawyers Piper Alderman

PROFILE | managing partner >>

24 Australasian Legal Business ISSUE 8.12

Taking his place at the Baker & McKenzie global partnership conference, Chris Freeland received a fresh perspective on

the scale of the organisation. “I was sitting there in the plenary session with all of the international partners,” he recalled. “And up front there were the flags of every country where Baker & McKenzie has a presence – that’s 40 different flags! And they had rows of tables where all the partners sat and every partner had a name tag and a microphone – it was like the United Nations.”

Fortunately, Baker & McKenzie operates on a ‘Swiss verein’ structure which sees offices or office groups operating with relative autonomy, under the guidance of the firm’s global executive committee. This means that the everyday management of the firm is not beset with the notoriously political machinations found in the UN. However, Freeland takes positive aspects from the UN analogy. “I’ve met partners from all over the world,” he says. “We’d be talking about an issue and every partner gets the opportunity to have a say. To me that says a lot about the culture of the

New Baker & McKenzie managing partner Chris Freeland would like to remind the Australian market that international firms are not a new phenomenon ‘down under’ – and he’s confident that his firm can face up to the challenges from the Magic Circle’s finest

ALB 2010 MANAGING PARTNER SERIES

The United Nations of law Christopher Freeland, Baker & McKenzie

firm – how we respect the individual, how we encourage free thinking and entrepreneurial behaviour.”

Given the excitement over the arrival of Allen & Overy in Australia this year, one might be forgiven for thinking that international firms are a brand new phenomenon in the Australian market – a point on which Freeland would beg to differ. “It’s not year 1, it’s year 50,” he says. “We’ve been in the market almost five decades as a global firm.” However, most of those five decades would have

been spent as Australia’s only global firm, which raises the question of how Baker & McKenzie will respond to the challenge of equally well-respected international players joining them in Australia.

Freeland says he is confident that Baker & McKenzie will able to hold its own against Allen & Overy and Norton Rose – and any other international firm which makes its way onto Australian shores. “We’re different – we have offices in 40 countries around the world,

► QUICK FACTS: BAKER & MCKENZIE

Numberofoffices

Countriesrepresented

Numberofpartners

Globalfeeincome

Yearestablished

YearenteredAustralia

Nationalmanagingpartner,Australia

Nationalchairman,Australia

Globalchairman

68

1,35040

US$2.1bn1949

ChrisFreeland1964

BruceHambrettEduardoLeite





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service. Part of great client service is the ability to manage expectations and timelines and all of that is part of project management – so absolutely it’s important.”

Freeland says that the best place to learn about project management is on the job. “We have some great partners who manage large-scale projects and the best training I think you could get is to observe and work with them,” he says. “There are also courses on project management, but the best training is to observe those who do it well.”

BackgroundFreeland describes his career as falling into three segments. In the first segment, he practised for many years as a corporate lawyer. In the second, he moved to New York, completed an MBA and entered strategy consulting with the Boston Consulting Group. In the third segment, he returned to the law firms, serving as chief operating officer at Gilbert + Tobin, which including a year in China with King + Wood, before moving onto Baker & McKenzie four months ago.

He has been in professional services leadership roles for about ten years. “Part of the attraction of Bakers was the chance to play a leadership role in Australia with the world’s biggest law firm,” he says. “There’s the whole lot of sharing ideas and having interactions with people from all around the world.” Freeland describes his time at Gilbert + Tobin as “terrific” – so what did he learn there? “I learned about how to implement change in professional services firms because we’re not like a corporate – when we decide to do something, within a partnership you need to bring stakeholders with you,” he says.

Gilbert + Tobin managing partner Danny Gilbert is well known for being a dynamic force within that firm, but Freeland says that the same principles apply. “G+T is a partnership like Bakers is a partnership and in any partnership, no one can dictate how things will happen without bringing people with them – that’s the same for any professional services firm. That can make things a bit more challenging at times, things can take longer sometimes but in the longer term it’s really about getting that buy-in,” he explains. ALB

we’re the biggest law firm in the world by revenues and number of lawyers. Our size and penetration means we’re in a space of our own,” he says.

The Australian market may be notoriously over-serviced but there is always the opportunity to take more market share, or for the momentum to shift between different groups of firms. In Freeland’s view, the Australian market is changing in a manner which is more likely to be favourable to global firms as clients look to find advisors who are capable of servicing them across many jurisdictions. “I think it is a trend that is definitely increasing as we see the globalisation of so many players and global capital flows; you see investment coming out of China and other places into Australia and that will continue,” he says. “So as you have this global mentality from corporates, so too they want their legal advisors to bring that international perspective; to have that capacity to draw on best practice from overseas and to help them navigate through regulatory issues in other parts of the world.”

The extent to which alternative billing arrangements have penetrated the market consciousness is the subject of some debate, but Freeland says he has definitely seen this trend. “I think there is a bit of a trend there,” he says. “Clients are looking for appropriate solutions which are right for them and part of that is billing arrangements. There are more such arrangements than there have been in the past. It reflects what clients are looking for in terms of providing the right solution for them.” While some areas of legal practice have been traditionally more associated with alternative fee arrangements than others, Freeland says he has noticed these arrangements arising with more frequency in the project and transactional space.

Alternative fee arrangements call for some astute budgeting and ability to manage timeframes. This may mean that lawyers looking to advance their careers may do well to brush up their project management skills. “Project management is a skill which is increasingly in demand,” says Freeland. “If you’re in a transactional practice, I think it’s part of being what a great lawyer is about. You need to be an expert in the law, but you also need to provide great client

“Part of great client service is the ability to manage expectations and timelines and all of that is part of project management – so absolutely it’s important”

Christopher Freeland Baker & McKenzie

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http://www.lexisnexis.com.au/booksale

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FEATURE | fast 10 >>


► METHODOLOGYThe Fast 10 list is based on a survey sent to over 100 firms in Australia and New Zealand. Only firms which completed the survey were considered for inclusion in the Fast 10. The primary criterion for inclusion was percentage revenue growth for the 2010 financial year, and to a lesser degree, growth in fee-earners. Figures were supplied by the firms themselves and only those law firms with at least ten lawyers were eligible for consideration. All growth figures and percentages have been rounded to the nearest whole number.

Who are the fastest growing law firms in Australia and New Zealand? ALB’s annual Fast 10 list returns to showcase firms which have had exceptional growth in FY2010

Given the inevitable “lag” factor between an economic event and its impact on law firm fortunes, revenue

results for FY2010 were never going to be a pretty sight. With some notable exceptions such as Gilbert + Tobin and Minter Ellison, law firms servicing the top end of the corporate market suffered a decline in revenues – which is hardly a surprise given the circumstances of FY2010.

It’s all the more reason then, to acknowledge the achievements of those firms which have recorded above-market growth. The Fast 10 is determined largely by reference to revenue growth, with a 20% weighting for growth in the number of lawyers. This year the cut-off for inclusion in the list was 14% revenue growth. The highest-ranked firm, Marque Lawyers, grew revenues by 56%, which is a similar result to that achieved by last year’s winner, Integrated Legal

Holdings, which had 59% growth in FY2009.

As always, the Fast 10 reflects a mix of firms which have grown organically and firms which have grown by acquisition. However, in an interesting departure from the trend of the 2008 and 2009 Fast 10 surveys, the top three firms this year can be said to have attained that goal largely without the benefit of mergers in FY2010. Two of these firms have, in fact, been active on the acquisition front, but the timing of these acquisitions would have meant that those firms would not have seen any revenue benefit in FY2010. Top-ranked Marque Lawyers has not been involved with any acquisitions – an encouraging affirmation that it is still possible to top the Fast 10 list through organic growth.

Who’s back...Some law firms are appearing in the Fast 10 for the second consecutive year.

► 2009 FAST 10 RESULTS

1.IntegratedLegalHoldings

2.HerbertGeer

3.Wotton+Kearney

4.Slater&Gordon

5.M+KLawyers

6.ThomsonPlayfordCutlers

7.HenryDavisYork

8.MillsOakley

9.Hall&Wilcox

10.Curwoods

ALB

FA

STCurwoods

Anthony Harper Lander & Rogers

Slater & Gordon

Cooper Grace Ward

Macpherson + Kelley



Henry Davis York

Marque Lawyers


Anthony Harper

Wotton + Kearney

Lander & Rogers

Slater & Gordon


Henry Davis York


Anthony Harper

Wotton + Kearney

Marque Lawyers


Lander & Rogers

Slater & Gordon

Cooper Grace Ward Curwoods

Lander & Rogers

Marque Lawyers

Marque Lawyers


Marque Lawyers

2010



These firms can be split into two broad categories: first, traditional law firms with a counter-cyclical flavour such as insurance firms Curwoods and Wotton + Kearney, and the inimitable Henry Davis York. These firms may quibble over the use of the word ‘traditional’, but the term is appropriate when applied relative to the second category of returning firms: Marque Lawyers, Integrated Legal Holdings, Slater & Gordon and M+K. These are clearly firms which represent a new model for the practice of law: ILH and Slater & Gordon are listed firms, M+K is breaking new ground in the small/ medium enterprise space and Marque Lawyers is known for its insistence on non-traditional billing structures.

The ALB Fast 10 has historically been the preserve of commercial law firms and the presence of ILH and Slater & Gordon may provoke some comment, as indeed it did last year. However, the purpose of the Fast 10 is to provide an indication where industry

change is at its greatest – once again, it is clear that change is not confined to the top tier or even commercial firms generally. Allen & Overy may have captured the headlines, but is yet to capture the growth experienced by these innovative young firms.

Anthony Harper, Cooper Grace Ward and Lander & Rogers are the new faces in the 2010 Fast 10 list. These firms have had an extremely positive 2010, with Lander & Rogers in particular attracting praise as a rising star of the mid-tier. However, several stalwarts of the Fast 10 are absent this year: longstanding Melbourne rivals Mills Oakley and Hall & Wilcox have missed the cut. However, they did not miss out by far and there was little to separate the tenth firm on the list, Henry Davis York, from the rest of the chasing pack.

Number oneTo the chagrin of managing partner Michael Bradley, Marque Lawyers was not permitted to participate in

the 2009 Fast 10 because the firm had not been in existence long enough to produce any meaningful year-on-year growth figures. Bradley has now exacted his revenge by capturing the number one spot on the 2010 Fast 10, courtesy of 56% revenue growth and 40% fee-earner growth. Still, Bradley is best cast in the role of the reluctant hero of the Fast 10 – he is highly wary of the concept of growth for the sake of growth.

He says that while the firm is expecting “decent” revenue growth for FY2011, there is no plan to expand aggressively. “We don’t see the need to,” he says. “We enjoy being small. Law firms tend to grow like topsy – they grow because they can and it’s growth for the sake of growth. We take a longer term view of where we want to be.” However, Bradley says that some growth is inevitable, to an extent. “You have to grow to provide a career path for staff, or you’ll end up as a one-generation firm,” he says. ALB

Hall & Wilcox is a regular entrant on the Fast 10 which narrowly missed the cut this year with 12% revenue growth and 9% fee-earner growth. The firm has implemented a strategic plan which will see it through to 2015. Managing partner Tony Macvean said that there will be an emphasis, among other things, on focusing services on industry teams and client types and improving the commerciality of services.

Hall&Wilcox

► HONORARY MENTIONS

Competition for spots in the Fast 10 was particularly intense this year and for this reason, it is also worthwhile to acknowledge the firms which fell just outside the list

Herbert Geer recorded 52% revenue growth last year following mergers in Sydney and Brisbane and continued the good growth in FY2010 – 13.5% revenue growth and 3% fee-earner growth. Managing partner Bill Fazio says that the firm expects continued growth in 2011 with particular focus being on Brisbane and Sydney. “We also believe Herbert Geer is the only law firm in Australia to have appointed a Chief Innovation Officer to refine and improve all business processes,” he said.

HerbertGeer

Readers will have observed a clear pattern beginning to emerge in this list - while Lander & Rogers and M+K are the only Melbourne firms to make the official Fast 10, the chasing pack is heavily dominated by Victorians. Respected player Maddocks recorded 12% revenue growth and 13% fee-earner growth, which placed it at number 11 in the Fast 10 rankings.

Maddocks

Perth-based Jackson McDonald, which last featured in the Fast 10 in 2007, was again in strong contention this year with 10% revenue growth and 17% fee-earner growth. “Our continuing growth, measured in partner and staff numbers and in fees, reflects the strength and range of business opportunities in Western Australia,“ said CEO John McLean. “A focus on good strategic planning has ensured that our firm is well positioned to capitalise on these opportunities.”

JacksonMcDonald

With 19% fee-earner growth and 10% revenue growth, ALB Melbourne firm of the year Mills Oakley was unlucky to slip out of the Fast 10 this year after three consecutive appearances, including number-one in 2007. This is a firm with a long track record of strong and sustainable organic growth. CEO John Nerurker is quietly confident that it will return to the Fast 10 in 2011.

MillsOakley

30



Summary:With one of the market’s best-known insolvency and restructuring practices, it comes as no surprise

that Henry Davis York has once again worked its way into the Fast 10. But the story the firm really wants you to hear is what is happening in areas outside of insolvency and restructuring. “During the past year we have seen a noticeable change in market and client recognition of our expertise, beyond our traditional strengths,” says managing partner Sharon Cook. She nominates property, environment, construction and financial services as key growth areas. Traditionally a “grow your own” partnership culture, HDY has made several lateral hires, including two new banking & financial services partners, and is budgeting for a further 10% increase in revenues in FY2011.

Henry Davis York Managingpartner: Sharon CookPartners:52Revenue: A$97mRevenuegrowth: 14%Fee-earners: 156Fee-earnergrowth: 6%

Summary:Respected insurance firm Wotton + Kearney is another Fast 10 regular returning for 2010. Managing partner

David Kearney says that the firm’s workflow is continuing to receive a boost from GFC-related disputes. However, he says that this alone cannot explain the firm’s success. “We’ve had growth in the order of 20-30% since we started with six lawyers in 2002,” he says. “So it’s not just GFC–related.” Kearney attributes the firm’s success to a focus on people development and strategic planning and notes that there has been little reliance on lateral hires or acquisitions.

Wotton + KearneyManagingpartner: David KearneyPartners:12Revenue: A$18mRevenuegrowth: 19%Fee-earners: 42Fee-earnergrowth: 50%

Summary:Curwoods made its Fast 10 debut in 2009 and has continued to

grow in 2010, with over 80% of the firm’s workflow insurance-related. Managing partner Scott Kennedy identifies professional indemnity and CTP as particularly busy areas, with Curwoods being the only firm to be represented on the panel of all five CTP insurers. Kennedy says that success with panel appointments, rather than overall growth in the insurance legal services market, has been the key to the firm’s growth.

“There has been a big consolidation of insurers and therefore a consolidation of [panels],” he says. “If you don’t make the cut, you lose staff to other firms. We’ve been very fortunate with our panel tenders.” Kennedy says that after five years of growth, the firm is now looking to enter a consolidation phase. “There will be a level of growth, but our focus will be on looking after the clients we’ve got and making sure they are properly serviced,” he says.

Curwoods Managingpartner: Scott KennedyPartners:12Revenue: A$15mRevenuegrowth: 23%Fee-earners: 42Fee-earnergrowth: 36%

Summary:New Zealand firms calculate their financials on the calendar year, so

the revenue figures for Anthony Harper reflect the firm’s performance for the first nine months of 2010 – which is not a valid basis for comparison with Australian firms, who have reported their figures for the year to June. However, what is clear is that this is a noteworthy performance by Anthony Harper in a somewhat lacklustre market. New Zealand firms as a whole are struggling – see ALB’s Special Report: New Zealand 2010 in this issue for more details – and any firm which has managed to grow revenues in 2010 by any significant amount will be very much the exception to the rule.

This growth, however, does have significant lateral hire component. Christchurch-based Anthony Harper established a permanent base in Auckland for the first time this year and has recruited, among others, corporate specialist Ewe Leong Lim and property expert Sylvia Cheah from Hesketh Henry, and barrister Rod Smith in dispute resolution.

Anthony Harper Managingpartner: David GouldPartners:16Revenue: A$6mRevenuegrowth: 31%Fee-earners: 20Fee-earnergrowth: 42%

10 9

8 7



Lander & Rogers Chiefexecutivepartner: Andrew WilderPartners:47Revenue: A$60mRevenuegrowth: 20% Fee-earners: 119Fee-earnergrowth: 31%

Summary:In contrast to fellow listed firm Integrated Legal Holdings, which has had a quiet year on the acquisition

front, Slater & Gordon has continued its expansion plans with a vengeance, acquiring six new firms and opening three new offices. In line with the firm’s private client focus, these new operations are largely in the regional areas of the eastern states. However they also include Brisbane firm Trilby Misso and high-profile personal injury litigation firm Keddies. (not reflected in FY2010 revenues).

Again, in contrast to the ILH model of operating firms independently, Slater & Gordon CEO Andrew Grech has said that Keddies will be integrated in the Slater & Gordon structure “as soon as possible.” “We’ve said from when we listed that leading the consolidation of the Australian personal injuries market was a prime aim for us, with Queensland and NSW the main targets,” he said.

Slater & Gordon Chiefexecutiveofficer: Andrew GrechRevenue: A$125mRevenuegrowth: 21%Fee-earners: 235Fee-earnergrowth: 19%

Summary:Melbourne- and Sydney-based Lander & Rogers has achieved a noteworthy double this year – the

firm has qualified for both the Fast 10 and the ALB 30 list of Australia and New Zealand’s largest 30 firms. Landers has made some important lateral hires over the past 18 months, including former Minters construction head David Fabian, ex-PWC employment and IR expert Neil Napper and more recently made some senior associate appointments from Freehills and Baker & McKenzie. “We made considerable investments into our Sydney office and have seen a sizeable increase in business, client relationships and staff numbers as a result,” said chief executive partner Andrew Willder. “Our Sydney office will continue to be a focus also for further growth and development. We are enthusiastic about the coming year and are confident that we will continue to have healthy, sustainable growth over the next 12 months.”

6 5

http://www.cgw.com.au

32



Summary:An eventful 12 months for Brisbane-based Cooper Grace Ward have seen the firm enter into a merger with local firm Bain Gasteen and abandon its

traditional Eagle St base in favour of new 5 Green Star-rated premises in George St. Managing partner Chris Ward cites outstanding client service and winning of several awards recognising the firm’s efforts as a quality employer, as other highlights of the year. “Overarching our ongoing growth strategy is a basic strategy to build on the momentum we have created through the building move and the merger,” he said.

It will be interesting to see whether Cooper Grace Ward is indeed able to sustain this momentum – while Brisbane firms have appeared sporadically in the Fast 10, no Brisbane firm has been able to maintain a consistent presence either within or on the fringes of the Fast 10. Thynne & Macartney topped the 2008 Fast 10 following a merger with fellow Brisbane firm Biggs & Biggs.

Cooper Grace Ward Managingpartner: Chris WardPartners:23Revenue: A$27mRevenuegrowth: 25%Fee-earners: 67Fee-earnergrowth: 40%

Summary:A merger with Hobart-based Dobson Mitchell & Allport must have been a highlight of 2010 for M+K – however, this was not reflected in

the firm’s FY2010 revenues, making their 31% growth figure rather more impressive as a result. The ultimate plan is for M+K to develop a national presence as a mid-market specialist legal advisor – it is likely that the firm will shortly add to its Melbourne, Sydney and Hobart offices with new ventures in other states. In the meantime, it is noteworthy that M+K’s FY2010 revenues were not inflated by mergers – other than the Hobart merger which occurred in July 2010, the firm has spent the year consolidating its North Sydney and Sydney offices and growing existing operations. “Our focus on advising mid-to large-sized businesses, coupled with our unique business model, are key drivers of our growth,” managing director Damian Paul said. “We expect our growth in FY2011 to exceed that of FY2010.”

Macpherson + Kelley Managingdirector: Damian PaulPrincipals:43Revenue: A$32mRevenuegrowth: 31%Fee-earners: 67Fee-earnergrowth: 46%

Summary:The ILH story for FY2010 is in contrast to acquisition-laden 2009: in fact,

the group has made no acquisitions in the past year. “After significant acquisitions in 2009, the focus for 2010 was on our existing member firms,” said MD Graeme Fowler. However, not all of the 2010 revenue growth can be classified as organic, as some of the group’s 2009 acquisitions were not fully reflected in the FY2009 results and only made their full impact on the ILH revenue stream in FY2010. Fowler estimates that about 70% of the group’s growth last year was of an organic nature.

The firm has an ambitious acquisition strategy for coming years and expects to build its ranks up to 15-20 member firms. This result could see a formidable player in the SME/ private client space with a scale and turnover comparable to that of a large corporate firm. As Fowler noted in last month’s ALB-LexisNexis Managing Partner profile interview, there are strong parallels between ILH and accounting firm WHK. WHK is currently the fifth-largest accounting firm in Australia, having attained that status by aggregating firms in the SME client space and allowing these firms a high degree of autonomy within the WHK structure. Time will tell whether ILH is able to successfully implement the same model in the legal sector.

Integrated Legal Holdings Managingdirector: Graeme Fowler Partners:17Revenue: A$24mRevenuegrowth: 41%Fee-earners: 55Fee-earnergrowth: 19%

Summary:On the back of a bold new brand and a much-publicised commitment

to alternative billing arrangements, this two-year firm has experienced a surge of business which has seen it emerge as the clear winner of this year’s Fast 10. “We’ve had a lot of exposure and put a message into the market that’s resonated,” said Bradley. “There’s a perception that there’s a freshness to our approach. The industry has been in stasis – it is not moving forward and that’s not attractive to clients.”

Marque Lawyers has a diverse client base ranging from start-up businesses through to blue-chip corporates such as Westpac, which appointed the firm to its panel last year. “That was a great buzz [to be appointed],” says Bradley. “They actually shrank their panel and added two new firms and they were interested in our offering.”Bradley said that while the firm is expecting “decent” revenue growth for FY2011, there is no plan to expand aggressively. “We don’t see the need to,” he explained. “We enjoy being small. Law firms tend to grow like topsy – they grow because they can and it’s growth for the sake of growth. We take a longer term view of where we want to be.”

Marque Lawyers Managingpartner: Michael BradleyPartners:7Revenue: A$4.5mRevenuegrowth: 56%Fee-earners: 14Fee-earnergrowth: 40%

4 3

2 1




Reflections on New Zealand

34

New Zealand firms had a slow 2010, but many lawyers believe that there’s a light at the end of the tunnel. They share their optimism with ALB

ALB SPECIAL REPORT | New Zealand 2010 >>



If New Zealanders were hoping for a miraculous economic recovery in 2010, they would have been sorely disappointed. 2010 has not been the

year for which they were hoping – and certainly not the year which most commercial law firms were hoping. With some qualified exceptions, law firms will not be enjoying significant revenue growth this year. “I’d say growth will be pretty flat. If there’s growth, there won’t be anything to write home about. Certainly in the top-tier practice areas, it’s pretty obvious that no one is having a brilliant time of it,” says Russell McVeagh CEO Gary McDiarmid.

Simpson Grierson chairman Kevin Jaffe says that it’s simply a question of economic reality. “Most businesses are finding life tough and we’re just reflective of that. I suspect it’s quite different in Australia,” he observes. Chapman Tripp managing partner Andrew Poole preferred not to comment on revenue, but says that his firm is “doing as well as we could expect to do in a tough market.”

Roger Partridge of Bell Gully says that his firm has recorded “modest” revenue growth and that the market is showing some positive signs. “I think we would say it hasn’t been as strong a climb out of recession as what we had hoped. But it’s been pretty steady this year. It was stronger in the first two calendar quarters than the third, but things are looking pretty strong again in the fourth quarter,” he says.

Poole agrees that the latter months

of 2010 have shown promise – but he is not sure whether the trend will endure for the full course of 2011. “Certainly we’ve seen corporate and commercial activity pick up in the last two months – but if we had been speaking at exactly the same time last year, I would have said the same thing,” he says. “It’s a pattern we saw last year – it was a harsh winter.” But some firms have managed significant growth. Buddle Findlay is on track to grow by 10%, a result which perhaps reflects the firm’s mix of practice areas.

However, chairman Peter Chemis says that his firm has also been able to increase market share. “It is worth taking a look at the growth of legal panels and who’s on those panels and where the work is going,” he says. “You can see precisely what the allocation of work is because it’s quite common for clients to share that information. It’s common for clients to share [details of their spend] with the panel so that firms know where they stand and if they need to pull their socks up.” Chemis says that client expectations are changing and nominates price and capacity for firms to work collaboratively to service the client, as key aspects of this new paradigm.

Minter Ellison Rudd Watts is on track to record 7% growth in FY2010, a result which follows some strategic lateral recruitment. “The firm has had a restructuring and readied itself for the next ten years,” says managing partner Mark Weenink. “The average age of the partners is now 41, we’ve had 12 new partners join in the last 18 months, so it’s brought a much greater sense of

Gary McDiarmid Russell McVeagh

“There’s talk of areas like infrastructure opening up, but it hasn’t really materialised yet. There’s a lot of investment being contemplated, particularly around Auckland. But that stuff has a long lead time – it hasn’t really kicked in yet. It will happen, but from a legal point of view that’s some way away”

Kevin JaffeSimpson Grierson

► NZX 50 INDEX (GROSS) JUNE-NOVEMBER 2010

Source: http://www.nzx.com/markets/indices/NZ50

Jun Jul Aug Sep Oct Nov

3,350

3,325

3,300

3,2753,250

3,225

3,200

3,1753,150

3,125

3,100

3,0753,050

3,025

3,000

2,9752,9502,925

N2: N250G Daily

36



vigour and new ideas.”But the star performer in the growth

stakes this year is undoubtedly South Island-based Anthony Harper, which is on track for 31% revenue growth. The firm has increased its fee-earner base from 14 to 20 lawyers and secured itself a permanent Auckland presence for the first time. Anthony Harper is the only New Zealand firm to feature in this year’s ALB Fast 10 list, a look at the fastest growing Australian and New Zealand firms.

Transactional activityThe consensus is that M&A activity has improved marginally since last year – however, that is not necessarily a sign of a more healthy economy. “There are industries under pressure and I think it’s all the pretty classic stuff you’d expect at the bottom of the cycle – there are people with money to spend when opportunities present themselves. It would be overstating things to say there’s been a flood of it,” says McDiarmid.

Clayton Kimpton of Kensington Swan says that his firm has seen more activity at the due diligence stage – but again, he is cautious with his optimism. “When something comes through, we all know about it,” he says. “It’s hard work.” Partridge is more optimistic. “There were promising signs in the first six months [of 2010] and we were underway on a number of transactions, it then flattened down – but now it’s showing signs of picking up again,” he says. “No big projects have been announced, but you can be busy behind the scenes before that happens.” Andrew Poole says his firm has observed better deal flow in recent times, although he says most deals are moderately sized.

As might be expected, insolvency and restructuring work continues to feature prominently in the firm’s workloads. “A lot of businesses have failed and there’s talk that we’re not through it all – maybe there will be more hurt out there,” says Jaffe. “That has definitely generated a degree of legal work as you’d expect – those unwinds are always pretty messy. What you hear a lot around town is people saying we’re not through the worst of it yet – you can

take that to mean what you will.”

Mergers, lateral hires and partner numbersMerger talks between DLA Phillips Fox and Minter Ellison Rudd Watts are now understood to be off the table, with the substantial point of difference rumoured to be whether the arrangement was to be conducted more in the nature of a merger or takeover. Minters managing partner Mark Weenink says that his firm intends to keep an open mind in relation to future opportunities. “We’re always looking at those sorts of discussions,” he says. “We’ve looked at a number of opportunities in the last two years. We’re always open to that idea: we’re not talking to anyone at the moment, but we’ll certainly take a look.”

The broader lesson, says Weenink, is that consolidation at some point is inevitable. “I think there will be consolidation, it’s just a matter of when – the same as the Australian market,” he says. “There is a perception in the NZ marketplace that there is at least one big firm too many and that there will be consolidation at some stage. That does drive the big firms to try and get bigger at the expense of the small firms.”

In the meantime, movement of partners between firms is likely to increase, with several firms looking to make strategic lateral hires. Kensington Swan is one such firm. “We’ve been in a process of partner acquisition,” says Kimpton. “Our view is that where there are key areas that we need to develop where we are unable to rely solely on organic growth, we need to get the right people in.” Kimpton says he expects lateral hires to be a feature of the NZ market “over the next 1-3 years” – a result of firms playing catch-up after a period of conservative recruitment. “I know we’re not the only firm to look strategically at bringing in teams and the right people and that’s something you’ll see,” he says. “When you talk to the different recruitment people out there, we’re not the only ones talking that one up.”

Minter Ellison Rudd Watts is perhaps the best-known example of a firm searching for talent, and Weenink agrees that other firms are likely to join the hunt. “We haven’t seen any other firms actually do it yet,” he says. “But I know they are in the marketplace looking – I know that because our

“There is a perception in the NZ marketplace that there is at least one big firm too many and that there will be

consolidation at some stage. That does drive the big firms to try and get bigger at the expense of the small firms”

Mark WeeninkMinter Ellison Rudd Watts

Roger Partridge Bell Gully




http://www.buddlefindlay.com

38



partners have had a few approaches.” By contrast, Gary McDiarmid says his firm will be looking to promote from within. “We’ve done more lateral hiring than most in the past,” he says.

“Now we’re probably much more on a cycle of promoting from within. We’ll have at least three new partners by the end of the year. We’re committed to succession and promoting good people and there are natural pressures that go with that.”

As in Australia, the key pressure is keeping partnership numbers under control in a tough environment. Ever ready with the metaphor, McDiarmid says the situation is like a balloon being deflated. “[The economy] has probably gone back about 3 years. Things have shrunk probably by about 20% – that’s a lot of air to take out,” he says. “If you look at fundamentals, there’s no one [that is] immune. Everyone is impacted. What does that mean in a professional services market that was already overheated, after a period of growth in income and growth in firm size? It means you’re seeing firms shrinking. Any firm thinking through its strategy is not going to be growing its partner numbers. But at the same time, you have to have renewal and you have to have succession.”

InfrastructureThe New Zealand government has released a ‘National Infrastructure Plan’ which outlines its objectives over the next decade. According to the plan, NZ$10.7bn will be spent on

state highways over the next 10 years, NZ$3.3bn will be spent on the national electricity grid over the next 5 years and NZ$1.5bn on urban broadband over the next 10 years. There are also a number of other interesting long-term projects mooted, such as a second crossing of the Auckland harbour.

With a recurring annual government spend of about NZ$6bn a year on infrastructure, some projects have already made their way onto the law firm’s radar, but opinions vary on the extent to which infrastructure is figuring in law firm workflow. “There’s talk of areas like infrastructure opening up, but it hasn’t really materialised yet,” says Jaffe. “There’s a lot of investment being contemplated, particularly around Auckland. But that stuff has a long lead time – it hasn’t really kicked in yet. It will happen, but from a legal point of view that’s some way away. At the moment they’re just concepts. Maybe three or four years down the track there could be quite a bit of work there – but who knows, a lot of ideas might never happen.”

McDiarmid is another to offer a qualified view on the benefits of infrastructure projects to law firms. “What may sound like massive projects, like road infrastructure, aren’t necessarily that complicated legally,” he explains. “And the people who do that sort of work have got their own experts. So in terms of work, it’s more the regulatory processes and the fights – when things don’t go so well afterwards.”

“There’s a heck of a lot of legal work that happens before they start building. There’s the property work because they have to acquire the land, there’s the planning work, the indigenous issues, the dealings with council, the contractual work and the funding work. There’s a tremendous amount of work that goes into the front end”

Clayton Kimpton Kensington Swan



Kimpton says that public-private partnerships (PPP) projects have been particularly slow out of the blocks. However, he adds that there has been plenty of other infrastructure work to keep his firm busy – even for those projects that are at early stages. “There’s a heck of a lot of legal work that happens before they start building,” he says. “There’s the property work because they have to acquire the land. There’s the planning work, the indigenous issues, the dealings with council, the contractual work and the funding work – there’s a tremendous amount of work that goes into the front end.”

Chemis says that his firm has seen a good deal of infrastructure work relating to roads, perhaps in part a reflection of the fact that Buddle Findlay, Kensington Swan and Chapman Tripp are the three panel advisors to the New Zealand Transport Agency, the body which, among other things, is responsible for planning and delivering new road projects. “There have been a number of Roads of National Significance (RONs) projects underway – they are very [legally] intensive from a resource management and environmental consent perspective. That’s really where the work is being done to work through all the approvals,” says Chapman Tripp’s Poole.

As in Australia, broadband is a hot topic and the New Zealand equivalent of the NBN, known as the Ultra-Fast Broadband Network, is in the early stages of implementation. Crown Fibre Holdings is the state-owned entity responsible for building the network and is receiving legal advice from Bell Gully, which won the appointment after a competitive bid process. “Certainly they’re active,” says CEO Partridge. “They haven’t yet put together the deals, but [the project is] active for us as a firm.” Bell Gully has also been busy developing a contractual framework for Treasury in relation to the two PPPs which have surfaced to date – a prison project and an education facility project.

Abu DhabiAs is the case with any unusual new venture, there is a good deal of speculation and frank industry curiosity about the progress of Kensington Swan’s Abu Dhabi office, which is nearing the end of its first year of operation. Kimpton says that while the firm has set undisclosed revenue targets, partners are also expected to ‘hit the street’ and bring in additional clients, and he adds that he is pleased with the progress so far. “The panel appointments are occurring and as the government starts to spend money again, those

Peter Chemis Buddle Findlay

► ALB LAW AWARDS 2010 – NEW ZEALAND WINNERS

DEALAWARDS Winner

NewZealand–DealmakeroftheYear Pip Greenwood, Russell McVeagh

NewZealand–DealteamoftheYear Russell McVeagh – capital markets team

NZDealoftheYear Fisher & Paykel recapitalisation

(Bell Gully, Freehills, Minter Ellison Rudd Watts, Simpson Grierson, Russell McVeagh)

IN-HOUSEAWARDS

NewZealand–In-houseTeamoftheYear ANZ National Bank

http://www.minterellison.co.nz

40



appointments will pay dividends,” he says. “We have eight key Abu Dhabi government appointments – I’m reluctant to say more than that for confidentiality reasons, but we are really pleased.”

In addition to garnering work for local clients, the Abu Dhabi office is also a part of the firm’s pursuit of export-related work. “The NZ economy is dependent on government, infrastructure, energy, institutions and exports,” says Kimpton. “We’re represented in all of those, but we want to make sure we’re really representing the NZ economy in terms of its exports. Part of the broader strategy is to make sure we are able to act for, advise and strategise with New Zealand companies involved in export, whether it’s into China, the US or Australia. We’ve established relationships with firms such as Norton Rose to cover Australia and Asia and Abu Dhabi is another part of that.”

Rugby World CupNew Zealanders are looking forward to the 2011 Rugby World Cup, which will take place across 13 venues on the north and south islands in September and October 2011. The hope is that the excitement of the event will translate into solid economic advancement. “The spotlight is going to be on New Zealand as a destination for investment,” says Poole. “What the government is doing is building a program of events around the World Cup, recognising that there will be a number of senior commercial people visiting New Zealand for a fairly sustained period of time. There’s a 2 week period between the quarter-finals and the final – so I think it is going to generate some interest. I think it will create a greater sense of confidence.”

Undoubtedly the event will also become a focal point for lawyers looking to entertain their prized clients. One firm which will be entertaining more than most is Russell McVeagh, which has acquired the title of official law firm of the World Cup in New Zealand. The arrangement, understood to be similar to the one established between Clifford Chance and the International Rugby Board for the 2007 World Cup

in France, will see Russell McVeagh receive a ticket allocation and a corporate box at each game. This is in return for performing legal work up to a capped value, which the firm was not able to disclose.

McDiarmid says that the firm had acted for the IRB on a number of other matters and the arrangement had evolved naturally. “We’d been doing work for the IRB for a while and when the World Cup came up, they asked us if we would like to be the lawyers. As far as I’m aware, it wasn’t tendered out – it just came up and we sat down and had a relatively short and professional negotiation to come up with an arrangement,” he says. As McDiarmid readily concedes, such a branding initiative is unusual for a corporate law firm. “It’s not something we would normally do,” he says.

“We’re pretty focussed on doing the right things for our clients and building our brand that way. If you’re a bank or insurance company, they are more likely to do mass brand sponsorship. Our target audience is less than 1% of the population.”

It was the unique nature of the event and the cultural values involved which attracted the firm to the idea. “The country is rugby mad and the brand alignment is perfect from our view. We have a culture that is very similar to the All Blacks,” says McDiarmid. That’s a comment which may come back to haunt him next year, but he hastened to explain that the firm saw the All Blacks–Russell McVeagh analogy as an overwhelmingly positive one. “The All Blacks are distinctly New Zealand and at the top of what they do. Like us, they are a highly competitive and driven team of people and there is a culture of success – we’re looking forward to them picking up the World Cup next year.”

The key point might be that this is one branding association with which lawyers and their clients can readily relate. “Some law firms get involved in branding pursuits such as the opera and things like that,” observes McDiarmid. “If you’re going to do major things, they need to represent how your culture is seen. We’re seen as very top of the game, very competitive and driven. Is the opera seen as that? I don’t think so. And that’s not to be critical of the opera or the law firms – my point is that there needs to be a logical alignment.” ALB

Andrew Poole Chapman Tripp



http://www.russellmcveagh.com

42

FEATURE | interview >>


In a development that must have raised a flutter of interest from partners at major law firms, a recent study by ACLA and CLANZ found

that many general counsels were planning to increase the size of their in-house teams. Is this the latest step in the continuing evolution of the in-house legal function?

One GC who is at the vanguard of this trend is SP AusNet general counsel and company secretary Susan Taylor, who has spent the past 18 months recruiting additional lawyers and reviewing the work briefed out to law firms. It is a strategy which has seen the team expand from two to eight lawyers and resulted in a 70% saving on external legal fees for “business as usual” matters. “Like many in-house legal teams, we used to coordinate work going out to external lawyers rather than trying to do it ourselves,” says Taylor. “Now, it’s almost engendered a sense of pride amongst the group that unless it’s absolutely esoteric and very specialised, we will not send it out. We have built up the team so we’ve got

IN-HOUSE PERSPECTIVE

SP AusNet general counsel and company secretary Susan Taylor speaks with ALB about strengthening in-house teams, reducing external legal spend and the value of the communal office ‘lolly jar’

Susan Taylor, SP AusNet


Keeping it in-house

(left to right) Paul Connolly (acting assistant company secretary), Shannon Cogan (commercial lawyer), Susan Taylor (general counsel and company secretary), Karena Reid (legal manager), Joanne Treloar (executive assistant), Natalie O'Connor (senior commercial lawyer), Peter Cope (commercial lawyer), Evan Holland (senior commercial lawyer), absent: Genevieve Simkiss (assistant company secretary)

most areas of expertise covered and that’s allowed us to keep things within our team.”

While litigation is an example of work which might be more likely to be outsourced, this is not an inflexible rule. The company is currently pondering an appeal in a matter involving the Australian Energy Regulator (AER) and Taylor and her team are instructing barristers directly, rather than using a law firm. A major price review with the AER is

also being handled completely in-house. “And I think that’s more satisfying for our lawyers – knowing that they’re doing that work and making that contribution to the company, rather than just being a middle person flicking the work around to the law firms,” Taylor observes.

It would be easy to interpret Taylor’s strategy of keeping work in-house as a sign of frustration at the lack of law firm flexibility on issues such as fees, but she says that this could not be



In essence, it’s a cultural shift at the law firm level. “Especially since the GFC, the firms have been more conscious of giving us value for money. Once upon a time, that might not have been the case – firms were of the impression that they could get away with charging large fees and they probably could. Now there’s a consciousness of the need to provide value for money as well as good quality work,” says Taylor. She does have an informal panel of law firms and calls for quotes where an external briefing is necessary. “But we really don’t use law firms that much, so having a [formal] panel is not worthwhile for us.”

RecruitmentClearly a good recruitment process is vital if sophisticated work is to be done in-house. While Taylor uses traditional methods such as recruiters to find candidates, she has also introduced a novel democratic element into the

balance,” says Taylor. “But we need to do that gradually because we need to demonstrate the business case for getting a new member each time we do.”

Internal relationshipsThe office ’lolly jar’ is often an inducement for people in different parts of the business to interact with each other. It’s a metaphor not lost on the SP AusNet legal team, who have cultivated a reputation for keeping the business supplied with sweet treats. Whether these’clients’ are looking for legal advice or are simply hungry, Taylor takes satisfaction from the way in which the legal team has increased its profile in the business. “We’re really trying to break down the barriers that a lot of areas of the business have about lawyers,” she says. “We try not to be ‘the lawyers’ and try and deal with people on terms that they can appreciate and understand.”

The proof of the success of this strategy can be found in the team’s rising workload. “A lot of people are coming to us who never approached lawyers anywhere. I think we’ll continue to get growth in the work coming through the door while people are still discovering that we’re here,” says Taylor.

This month, Taylor will be organising the team’s “magical mystery tour,” a team day out and about in Melbourne, which last year took the group to St Kilda’s Luna Park. “We do work very hard, often most of the team is still here at 7 at night and yet we are able to have fun. That’s sign of a close-knit group,” says Taylor. “We’re very fortunate to have a group that’s worked out so extremely well.” ALB

further from the truth. “I think firms are very conscious of the pressures we are under,” she says. “We see that very much from Freehills, for example, who are assisting us with the bushfire class actions. Despite the fact that it’s a huge piece of litigation, I do see them making efforts to help us keep the costs down and they are willing to work with us to allow us to do things which they might otherwise have done. It comes down to being upfront with the law firms. I do let them know that even though we’re a large listed company, we are under a lot of pressure with cost and they’ve been good about that.”

► SP AUSNETSP AusNet is an ASX 100 company and the biggest provider of energy infrastructure in Victoria. It owns and

operates the electricity transmission system in the whole state, the electricity distribution system in eastern

Victoria and the gas distribution pipeline system in western Victoria.

1989 – 1994

• Middletons

1994 – 2003

• Freehills (partner from 1998 onwards)

• Appointee, International Legal Services Advisory Council

1999 – 2003 1999 – 2003

• Director, St Kilda Football Club

SUSAN TAYLOR – CAREER HIGHLIGHTS

2003 – 2004

• Attorney-Advisor, Federal Energy Regulatory Commission, United States Government (Washington DC)

2004 – 2008

• private practice, Heller Ehrman and Sullivan & Worcester, Washington

2008

• present: General Counsel and Company Secretary, SP AusNet.

2009

• Graduated from Australian Institute of Company Directors

2010

• present: Director, Yarra Energy Foundation

“We’re really trying to break down the barriers that a lot of areas of the business have about lawyers”

Susan Taylor SP Ausnet

process. While she conducts first-round interviews herself, the candidate will meet the entire team for the second interview and there is a voting process to arrive at a collective decision. “The fit is what’s making the team a success,” says Taylor. “We work very hard, but we also have a good time. It’s a rather flat structure. There are people here who know a lot more than what I do in certain areas and vice versa, and we all pitch in and help.”

Some GCs have a preference for recruiting lawyers with a private practice background. Taylor has recruited lawyers from in-house backgrounds, but she does have a perception that private practice lawyers may be better adapted to working autonomously. “I hadn’t really thought of whether I had a preference either way, but maybe that’s the case,” she says. “In fact, most of the people coming in to interview for the two vacancies we have at the moment are private practice lawyers.”

While Taylor appreciates the focus required to build a particular specialisation, it is not her aim to build a team of experts devoted exclusively to their area. “We want them to be able to do everything – we want them to have a variety of work. We give them a good array of work – but having said that, when we recruit, we know what skills we lack and we do try and focus on that. But once that person joins the team, they will focus on that [area] and a whole range of other work,” she says.

Further growth for the in-house team is on the agenda. “We’re working very hard – much longer hours than other areas of the business – and I intend to continue to grow the team so that we can improve work/life

44

FEATURE | service provider awards >>

Australasian Legal Business ISSUE 8.1244 Australasian Legal Business ISSUE 8.12

► THE WINNERS OF THE 2010 SERVICE PROVIDER AWARDS, AS CHOSEN BY YOU:

Category Gold Silver Bronze HighlyRecommended

Preferredlargerecruitmentagency Hays Mahlab Randstad Hudson Robert Walters

Preferredboutiquelegalrecruitmentagency Burgess Paluch Law Staff Marsden GR Law Integrity Legal

Accounting&practicemanagementsoftwareprovider MYOB Aderant Thomson Elite 3E

Open Practice Leap legal Software

Preferreddocumentreproduction&managementprovider Law in Order LitSupport e.Law Kyocera OzDox

Preferreddocumentmanagementand/orcasemanagementsoftwareprovider Law In order LitSupport LexisNexis Caseflow e.Law

Preferreddictation/transcriptionprovider BigHand Philips Winscribe Speech recognition

Merrill Corporation

Preferredtertiaryeducationprovider The University of Melbourne

The College of Law

Monash University

The University of Sydney

The University of NSW



With offices throughout Australia and New Zealand it is easy to

see why Hays is the preferred large recruitment agency for the legal profession. “Our network of consultants is hard to beat in the local legal jobs market,” says director of Hays Legal, Darren Buchanan. “We have a unique position in the market, in that we have a national network and an

Preferred large recruitment agency

“Our expert legal sector experience and market intelligence allows us to achieve lasting impact by bringing the right person together with the right job”

DarrenBuchananDirectorHaysLegal

international network of recruitment consultants. We all work together as a team to solve our client and candidate needs,” says Buchanan.

Hays Legal first started providing recruitment services more than 18 years ago but did not open an office in Sydney until 2001, which was quickly followed by offices in Melbourne and Brisbane in 2002. Hays’ world-wide operation spans 28 countries and employs 6,600 staff in 270 offices. The agency recruits for a wide range of positions across the legal landscape, from paralegals and first year solicitors to senior partners, general counsels and compliance officers, says Buchannan.

Hays finds suitable candidates for all types of clients, from international legal

practices to respected niche law firms, as well as corporate, financial and public sector organisations. “Because lawyers are such moveable people, who will look to find the best possible position regardless of where it is, we are able to utilise our entire network to find the best possible candidate and the best possible role,” says Buchannan.

Hays also have a specialist arm for lawyers either looking to head overseas or looking to return, called AusConnect. “In the past year we have seen an influx in quality lawyers returning from overseas to Australia,” says Buchannan. “Our expert legal sector experience and market intelligence allows us to achieve lasting impact by bringing the right person together with the right job.”

Hays

Mahlab

Randstad

Hudson

Robert Walters

Preferred boutique legal recruitment agency

“Our strategy has always been to service a broad sector of the market, so while we do love recruiting for national firms, our small firm, mid-tier, in-house and government clients came to the fore to ensure that we were able to record revenue growth in a pretty tough market”

PaulBurgessDirectorBurgessPaluchRecruitment

Founded by former lawyer Paul Burgess and legal recruiter Doron

Paluch, Burgess Paluch has been named as the leading boutique legal recruitment agency. The boutique firm specialise in recruiting lawyers for law firms and corporate clients, across most

of Australia and a number of overseas locations. “We recruit lawyers from equity partner level to articled clerks,” says director Paul Burgess. “I think we have proven, time and time again, that we provide pro-active solutions.”

Like with law firms, the GFC put a lot of pressure on the team at Burgess Paluch. “Fortunately, our strategy has always been to service a broad sector of the market, so while we do love recruiting for national firms, our small firm, mid-tier, in-house and government clients came to the fore to ensure that we were able to record revenue

Burgess Paluch

Law Staff

Marsden

GR Law

Integrity Legal

growth in a pretty tough market,” says Burgess.

With clients ranging from top-tier firms and multinational corporates to boutique practices, Burgess says it’s important that they provide a service that works both for their employer clients and lawyers. “We’d like to think that our level of service and our up-front and open manner distinguishes us in the market,” says Burgess.

Like any recruitment agency, the heart and soul is in its consultants. Because of this, Burgess Paluch approach the management of their

46



consultants in a slightly different way to more mainstream recruitment agencies, preferring to provide them with freedom and respect, not weekly KPI’s based on CV’s and candidate applications.

“We treat them maturely and with confidence and we find that they do the

same with our clients,” adds Burgess. “We are lucky to have a number of very experienced recruiters working for us – their connections and understanding of their role runs deeper than our competitors.”

In 2006 the firm launched a recruitment service specifically for

administration, support staff, IT and finance staff for law firms and corporate clients called Kaleidoscope Legal Recruitment. Burgess says it is now a leader in the Melbourne market within that space, “and we aim to continue that growth steadily over the next 12 months”.

Accounting & practice management software provider

“Our primary focus is always ‘how can we make it easy for our clients to leverage the power of the internet without losing anything off their desktop capabilities?’ We are working to make sure that we have solutions for our clients who work on-the-move, so that they can work and access information wherever they are”

JulianSmithGeneralmanagerMYOB

MYOB, or Mind Your Own Business, provides accounting,

payroll and a plethora of other services to small and medium-sized businesses, for the past 20 years. In this time MYOB has helped automate the accounting needs for more than 1 million business owners in Australia and New Zealand. Over the next 3 years it will spend A$90m on research and development into new solutions. “We have more than 50 products in MYOB. Our whole purpose is to make sure that we have specific solutions for the whole market,” says MYOB’s GM Julian Smith.

support for all our MYOB products,” explains Smith.

MYOB also works with more than 700 software development partners so that their products can interact with MYOB to create multi-purpose software solutions, meeting the needs of individual businesses.

“Our primary focus is always ‘how can we make it easy for our clients to leverage the power of the internet without losing anything off their desktop capabilities?’ We are working to make sure that we have solutions for our clients who work on-the-move, so that they can work and access information wherever they are,” says Smith.

So far MYOB has spent approximately A$17m on research and development in this area to bring in online services, which will make it easier for clients to connect with other service providers through MYOB.

According to Smith the vast majority of businesses in Australia are sole traders or partnerships, similarly structured to law firms. However, just because they are small doesn’t mean they don’t want – or need – the same business capabilities as big businesses. “In Australia and New Zealand professional services are an important channel. MYOB helps them to focus on the business, not the back office requirements of their business, by making it as easy as possible for them to manage accounting, payroll and other necessities of business,” he says.

MYOB’s ability to deliver expert advice and assistance to clients has been through the development of a professional network of partners, who provide qualified professional support for businesses implementing MYOB solutions. “Throughout Australia and New Zealand we have a huge network of approved partners who can offer

Preferred document reproduction & management provider and preferred document management and/or case management software provider

“We realise that law firms and their staff work very hard, and that what we provide makes their work easier and quicker. We operate on a 24-7 basis, so that no matter what time it is, clients can pick up a phone and call us, knowing that someone will be there”

JulianMcGrathManagingdirectorLawInOrder

MYOB

Aderant

Thomson Elite 3E

Open Practice

Leap legal software

Established in 1999, Law In Order is the leading supplier of document

processing services to the Australian legal industry. Providing specialised technology solutions to more than 1,300 law firms, corporations and government agencies nationally; it is a one-stop shop for document and case



► PREFERRED DOCUMENT REPRODUCTION & MANAGEMENT PROVIDER:

► PREFERRED DOCUMENT MANAGEMENT AND/OR CASE MANAGEMENT SOFTWARE PROVIDER:

Law in Order

LitSupport

e.Law

Kyocera

OzDox

Law in Order

LitSupport

LexisNexis

Caseflow

e.Law

management requirements. “Law In Order was built for small-to-medium-firms; we knew when we embarked on this journey 12 years ago that the big firms had that service area covered already. We believed that the people

who needed our services were small-to-medium sized firms,” says managing director, Julian McGrath. “With an increasing number of top-tier lawyers moving to boutique and small firms, those lawyers are going to expect the

same level of services in those firms as they had in a top-tier firm, which can be provided by us,” says McGrath.

Law In Order has fully equipped bureaus in Sydney, Melbourne and Brisbane offering complete hardcopy processing and electronic services 24 hours a day, 7 days a week. “We realise that law firms and their staff work very hard, and that what we provide makes their work easier and quicker. We operate on a 24-7 basis, so that no matter what time it is, clients can pick up a phone and call us, knowing that someone will be there,” explains McGrath.

Over the years Law In Order has developed a reputation in the industry for its rigorous protocols, security, quality and commitment to customer service. McGrath says this comes back to the way the business operates and the staff it employs. “We deliver jobs on time, which is reassuring for firms, who are also working to tight deadlines,” he says. “Everything in this business is fast paced – but you still have to make everything 100% accurate... clients are

http://www.grlaw.com.au

48



very appreciative of our dedication to accuracy and [the] speed at which we complete tasks,” McGrath states.

The Law In Order team is comprised

Preferred dictation/transcription provider

“I believe that the reason we have been very successful is the combination of the fact that we saw the growth in the Australian market and invested directly into it, as evident through the establishment of the regional office in Australia, and that as a software company we make sure we listen and respond to user feedback as a priority”

TomNockoldsRegionalmanagerAsia-Pacific

the industry,” says McGrath. “Staff are the major reason we win these awards. Part of that comes back to the training and support we provide them,” he says.

BigHand digital dictation workflow software enables professionals to

complete more work using their voice. Established in 1996, BigHand now supports more digital dictation users direct than any competitor and is a partner in development with Microsoft and BlackBerry. “We have always developed software for the legal sector as our primary market. When we originally developed our product, it was with lawyers in mind,” says regional

manager Asia-Pacific, Tom Nockolds. BigHand supplies software to 50% of

Australian firms named in the ALB 30 (the biggest 30 firms in Australasia) as well as many thousands of other lawyers across Australia and New Zealand, and globally supports more than 125,000 users worldwide.

The software firm established an office in Australia five years ago and has in that time grown and invested in staff and local infrastructure. Earlier this year BigHand appointed a new national sales manager, and Nockolds says he expects the team to grow significantly in the next 18 months. “I believe that the reason we have been very successful is the combination of the fact that we saw the growth in

of legal and business professionals as well as operations staff with experience in legal technology support services. “I believe we employ the best people in

BigHand

Philips

Winscribe

Speech recognition

Merrill Corporation

the Australian market and invested directly into it, as evident through the establishment of the regional office in Australia, and that as a software company we make sure we listen and respond to user feedback as a priority,” says Nockolds.

Unlike some software companies, BigHand develops, creates and sells BigHand software, instead of using a reseller. “One of the key things we have been working very hard on is an integration application for BigHand with document management system iManage. And we are also working to integrate it with other third-party systems, so that only one copy of data is required but is accessible across all systems, regardless of what format

http://www.philips.com/dictation



http://www.lawinorder.com.au

50



driving a lot of consumer and business apps, and lawyers are very well placed to take advantage of this. Lawyers still do transcripts through dictation, but they also use the software as a verbal productivity tool and there is increased interest in the voice-to-text features,” he says .

BigHand has developed new

Preferred tertiary education provider

“The Melbourne Law Masters has been developed in conjunction with a network of advisory boards drawn from the judiciary, leading law firms, industry and the bar to reflect the needs of industry”

AmyLittleMarketmanagerMelbourneLawMasters

“We have teaching staff from overseas and Australia, which is an enormous benefit to our students,” says Amy Little, marketing manager for the

The University of Melbourne started teaching law in 1857 and more than

150 years later it is still a premier facility for legal studies in Australia. The university’s Faculty of Law has since been renamed the Melbourne Law School, but its principles remain the same. The school’s slogan, ‘Australia’s first, Australia’s global’ encapsulates what the school has become in modern Australia. As a graduate law school it has an international outlook and global reach, while retaining an intimate feel.

it originally came in,” says BigHand national sales manager Sean Stephens.

In recent years there has been a noticeable shift away from seeing dictation software as purely a transcription solution – and increasingly the technology being used in a much more varied and flexible manner, says Stephens. “Voice is now

applications for the software so that users may implement it when working outside of the office. “With the growth of smart phones and android phones there has been an increased ability for lawyers and other users to maximise the full benefits of the software, regardless of where they are,” adds Stephens.

Masters program at Melbourne Law School. “We have partnerships with prestigious universities overseas, such as Oxford, and we attract international

http://www.masters.law.unimelb.edu.au



The University of Melbourne

The College of Law

Monash University

The University of Sydney

University of NSW

experts that offer an extraordinary depth of knowledge and our programs continue to attract international students,” says Little. The school also boasts a new state-of-the-art building located on campus close to the Melbourne CBD, as well as one of the most highly resourced libraries in

Australia. The building is specifically designed to meet both future and contemporary needs of legal education, both expanding and strengthening the school’s position of leadership.

Over the years the school has turned out exceptional graduates, including Prime Minister Julia Gillard and many more lawyers, politicians, academics and scholars. The school offers undergraduate law subjects for non-law students, a Juris Doctor (a fully graduate law degree that leads to admission to legal practice), more than 20 specialist areas for Masters studies and law doctorates, as well as research opportunities. In 2010 there were approximately 1,200 students enrolled in the masters programs at the school,

with tax, construction law and public and international law proving to be the most popular courses on offer.

However, there are some areas such as environment, energy and resources law and sports law which are becoming increasingly popular, says Little, “which offers insight into new and emerging areas of law that could grow further in popularity”. As part of its commitment to stay at the forefront of legal trends, the school’s Masters program will next year include about 25 new subjects. “The Melbourne Law Masters has been developed in conjunction with a network of advisory boards drawn from the judiciary, leading law firms, industry and the bar to reflect the needs of industry,” says Little.

http://www.collaw.edu.au/alp

52



http://www.albmasterclass.com



http://www.donateyourcar.org.au

54

MARKET DATA | M&A >>


Australasian M&A Activity - Quarterly Trends

League Table of Financial Advisors to Australasian M&A (Jan 01, 2010 - Nov 19, 2010)League Table of Legal Advisors to Australasian M&A (Jan 01, 2010 - Nov 19, 2010)

25-Oct-10 Citadel Resource Group Limited

Minter Ellison Equinox Minerals Limited Allen & Overy; Blake, Cassels & Graydon

944

15-Nov-10 Moly-Cop; and AltaSteel Ltd

Advising seller:Shearman & Sterling

OneSteel Limited Allens Arthur Robinson Anglo American Plc 946

7,31625-Oct-10 ASX Ltd Freehills; Stamford Law Corporation

Singapore Exchange Limited

Allen & Gledhill; Clayton Utz

24610-Nov-10 FerrAus Limited Wah Nam International Holdings Limited

Clayton Utz; Michael Li & Co

AnnouncementDate

Target Company Target/SellerLegal Advisor

Bidder Company Bidder Legal Advisor Seller Company Deal Value(AUDm)


Top 10 Announced Deals - Australasia (23 October, 2010 - 19 November, 2010)

Valu

e (A

UDm

)

Value (AUDm)

Num

ber o

f dea

ls

Volume

00

20,000

30,000

40,000

50,000

60,000

70,000

10,000

120

140

160

80

100

20

40

60

180

200

Q103

Q209

Q410*

Q310

Q210

Q110

Q409

Q309

Q109

Q203

Q303

Q403

Q104

Q204

Q304

Q404

Q105

Q205

Q305

Q405

Q106

Q206

Q306

Q406

Q107

Q207

Q307

Q407

Q108

Q208

Q308

Q408

08-Nov-10 Rural Bank Ltd (40% stake)

Bendigo and Adelaide Bank Ltd

Elders Limited 165

MARKET DATE | M&A >>

M&A TRANSACTIONS AND STATISTICAL ANALYSIS

Notes: Based on announced deals, including lapsed and withdrawn bids, from 23 October 2010 to 19 November 2010•Based on geography of either target, bidder or seller company being Australasia•Includes all deals valued over USD 5m. Where deal value not disclosed, deal has been entered based on turnover of target exceeding USD 10m•Activities excluded from table include property transactions and restructurings where the ultimate shareholders' interests are not changed•League tables are ranked by volume•Q4 10 * = 1 October 2010 to 19 November 2010

Rank House Value (AUDm) Deal Count

1 Freehills 48,158 52

2 Minter Ellison 15,464 44

3 Mallesons Stephen Jaques 57,291 43

4 Allens Arthur Robinson 37,815 32

5 Blake Dawson 15,756 31

6 Clayton Utz 20,795 29

7 DLA Piper 1,071 24

8 Norton Rose 7,583 23

9 Baker & McKenzie 3,138 19

10 Corrs Chambers Westgarth 4,984 18

Rank House Value (AUDm) Deal Count

1 Goldman Sachs 19,931 27

2 UBS Investment Bank 32,155 23

3 Macquarie Group 31,365 20

4 Deloitte 7,077 16

5 Deutsche Bank 19,496 15

6 KPMG 1,672 15

7 Ernst & Young 6,943 14

8 Bank of America Merrill Lynch 18,137 11

9 Rothschild 8,597 11

10 JPMorgan 6,964 10

In association with

10-Nov-10 Port of Brisbane Pty Ltd Advising seller:Minter Ellison

Q Port Holdings Consortium

Allens Arthur Robinson; Mallesons Stephen Jaques

2,100Government of Queensland

15-Nov-10 IFCO Systems NV (95.9% Stake)

Advising seller:Skadden Arps Slate Meagher & Flom

Brambles Limited Allens Arthur Robinson; De Brauw Blackstone Westbroek; Hengeler Mueller; Simpson Thacher & Bartlett

1,233Apax Partners LLP

15-Nov-10 AXA Asia Pacific Holdings Limited

Mallesons Stephen Jaques AMP Limited 13,291Clayton Utz AXA SA

10-Nov-10 Brockman Resources Freehills Wah Nam International Holdings Limited

Clayton Utz; Michael Li & Co

880

11-Nov-10 Straits Resources Limited

Corrs Chambers Westgarth PTT Public Company Limited

Allen & Overy 252

55

MARKET DATA | capital markets >>


DEBT CAPITAL MARKETS TRANSACTIONS LIST Australia, New ZealandNov 2 -Dec 1

Issuer Proceeds (USDm)

Issue date

Currency Bookrunner(s) Sector

AUSTRALIA

BNZ International Funding Ltd $1,344.4 11/17/10 EUR Barclays Capital Group; Deutsche Bank AG; JP Morgan; RBS Financials

ANZ Banking Group Ltd $1,000.0 11/19/10 USD Morgan Stanley Financials

Series 2010-2 SWAN Trust $985.8 11/19/10 AUD Commonwealth Bank of Australia; JP Morgan Australia Ltd; Macquarie Bank

Financials

National Australia Bank Ltd $958.0 11/01/10 GBP Barclays Capital Group; National Australia Bank; RBS Financials

Suncorp-Metway Ltd $888.4 11/23/10 AUD Deutsche Bank AG (Australia); UBS Investment Bank Financials

National Australia Bank Ltd $600.0 11/08/10 USD Citigroup Global Markets Inc Financials

Light Trust No.3 $530.6 11/10/10 AUD National Australia Bank; Westpac Banking Financials

Export Fin and Ins Govt Gtd $504.1 11/04/10 AUD Citi; RBS Financials

SMART Series 2010-2 Trust $498.1 11/11/10 AUD ANZ Banking Group; JP Morgan Australia Ltd; Macquarie Bank; Royal Bank of Scotland (AUS)

Financials

Westpac Banking Corp-New York $400.0 11/09/10 USD Credit Suisse Financials

RESIMAC Premier Series 2010-2 $396.0 11/19/10 AUD National Australia Bank Financials

Goodman Funding Pty Ltd $324.6 11/05/10 USD Bank of America Merrill Lynch; JP Morgan Financials

Telstra Corp Ltd $201.3 11/11/10 AUD Commonwealth Bank of Australia; National Australia Bank; UBS Investment Bank; Westpac Institutional Bank

Telecommunications

Stockland Trust Management Ltd $157.1 11/18/10 AUD Commonwealth Bank of Australia; Westpac Banking Financials

Westpac Banking Corp $100.0 11/18/10 USD Daiwa Capital Markets Europe Financials

ANZ Banking Group Ltd $99.2 11/22/10 CAD TD Securities Inc Financials

ANZ Banking Group Ltd $80.0 11/08/10 USD Morgan Stanley Financials

Westpac Banking Corp $80.0 11/15/10 USD Morgan Stanley Financials

National Australia Bank Ltd $80.0 11/24/10 USD Morgan Stanley Financials

APN Media (NZ) Limited $77.3 11/12/10 NZD ANZ Banking Group (NZ); Bank of New Zealand; Forsyth Barr; Goldman Sachs & Partners NZ

Media and Entertainment

National Australia Bank-NY $60.0 11/05/10 USD Credit Suisse Financials

NEW ZEALAND

ASB Finance Limited London $61.6 11/08/10 JPY Citi Financials

EQUITY CAPITAL MARKETS TRANSACTIONS LISTAustralia, New ZealandNov 2-Dec 1

NB: Does not include transactions valued at less than than USD10m, best efforts transactions and private placements

Issuer Proceeds (USDm)

Issue date

Currency Bookrunner(s) Sector

AUSTRALIA

QR National Ltd 3997.2 11/19/10 AUD Credit Suisse Australia Ltd; Goldman Sachs JBWere Pty Ltd; Merrill Lynch (Australia) Ltd; UBS Australia Ltd; RBS

Industrials

Woodside Petroleum Ltd 3348.0 11/08/10 AUD UBS Australia Ltd Energy and Power

Westfield Retail Trust 1524.0 11/05/10 AUD Citigroup Global Markets Aust; Credit Suisse Australia Ltd; Morgan Stanley

Real Estate

Commonwealth Ppty Office Fund 543.2 11/12/10 AUD Macquarie Equity Capital Mkts; JP Morgan Australia Ltd Real Estate

InterOil Corp 210.0 11/04/10 USD Morgan Stanley; Macquarie Equity Capital Mkts Energy and Power

Independence Group NL 166.0 11/04/10 AUD Bell Potter Securities Ltd Materials

Western Areas NL 127.0 11/05/10 AUD UBS Australia Ltd; Macquarie Equity Capital Mkts Materials

Intrepid Mines Ltd 110.8 11/22/10 AUD RBC Capital Markets Materials

ERM Power Ltd 98.1 11/17/10 AUD Macquarie Capital Advisors; RBS; RBS Morgans Ltd Energy and Power

WPG Resources Ltd 82.3 11/23/10 AUD Austock Corporate; Veritas Securities Limited Materials

Kula Gold Ltd 80.1 11/09/10 AUD Credit Suisse Australia Ltd Materials

InterOil Corp 70.0 11/04/10 USD Morgan Stanley Energy and Power

Bow Energy Ltd 47.8 11/12/10 AUD Merrill Lynch (Australia) Ltd; Wilson HTM Corporate Services Energy and Power

Platinum Australia Ltd 42.8 11/11/10 AUD RBC Capital Markets; UBS Australia Ltd Materials

Resource Generation Ltd 30.5 11/05/10 AUD Citigroup Global Markets Aust Materials

Noble Mineral Resources Ltd 29.7 11/17/10 AUD BGF Capital Group Pty Ltd; Patersons Securities Ltd Materials

Corporate Travel Management 22.1 11/05/10 AUD RBS Morgans Ltd Consumer Products and Services

BC Iron Ltd 18.3 11/11/10 AUD Argonaut Securities Pty Ltd Materials

RedFlow Ltd 17.2 11/17/10 AUD RBS Morgans Ltd High Technology

Sundance Energy Australia Ltd 17.1 11/16/10 AUD Euroz Securities Ltd Energy and Power

A-Cap Resources Ltd 15.3 11/24/10 AUD BGF Capital Group Pty Ltd Industrials

Nexus Energy Ltd 14.1 11/09/10 AUD Southern Cross Equities Ltd Energy and Power

Pluton Resources Ltd 13.2

11/01/10 AUD Investec Bank(Australia)Ltd; Austock Corporate Materials

Source: Thomson Reuters

Source: Thomson Reuters

56

MARKET DATA | M&A >>


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Australasian Legal Business (OzLB) Issue 8.12