EDF Energy

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  • Legal affairs director and company secretary: Guido Santi.
  • Team headcount: 47 (including support staff).

EDF Energy, one of the UK’s big six energy suppliers, has faced a tumultuous 2014 that highlighted how effectively the legal team operates in a politically sensitive industry. The team guided the business through the controversial investigation undertaken by Ofgem over its failure to handle consumer complaints efficiently between May 2011 and January 2012, which led to Ofgem levying a £3m fine. It further handled the process by which EDF obtained approval from the EU Commission for a state subsidy scheme that offers the company a set price for 35 years and cleared the way for the first nuclear reactors to be built in Britain for nearly 20 years.

The Brussels decision has paved the way for EDF Energy’s £16bn plan to construct Hinkley Point C in Somerset, south-west England. Other recent mandates for the team include calling on the UK’s Competition and Markets Authority to investigate the supply and acquisition of energy in Britain, to identify areas where there is room for improvement in the interests of customers.

One partner at an international law firm says: ‘The team has clear focus, robust analysis and is collaborative – and with good team spirit at the same time. They have many strong characters in their business, yet handle the complex views expressed well.’

Cited in particular is legal affairs director, Guido Santi – who heads the team after moving from its Italian subsidiary four years ago – and Joe Souto, head of legal, customers.

‘Souto brings his deep knowledge of the industry to bear when faced with issues,’ the partner says.

The legal team was also tasked with reviewing its legal panel and has brought in structural change by replacing its current two-year system for a three-year term. Current UK panel firms include Baker & McKenzie, Herbert Smith Freehills, Pinsent Masons and Squire Patton Boggs, and the review is understood to mirror the 2012 process, with firms expected to agree fixed, discounted rates of up to 30%.

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SSE

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  • Director of legal services: Liz Tanner.
  • Team headcount: 63 lawyers.

2014 was a busy year for the legal team at this renewable electricity and gas supplier, which appointed a new director of legal services, reorganised its in-house legal department and oversaw the appointment of the energy provider’s first ever legal panel, consolidating almost 30 external law firms into a panel of seven. Firms including Freshfields Bruckhaus Deringer, CMS, Addleshaw Goddard and Osborne Clarke made the final cut.

Following Liz Tanner’s appointment as director of legal services, the in-house function was reorganised and the team is now split into different capabilities, closely aligned to the demands of the business. These include infrastructure and real estate capability, data protection, commercial and litigation.

Big mandates for the team include undertaking a major asset disposal programme with an estimated worth of around £1bn, as well as progressing a large and diverse portfolio of improvements to economically regulated electricity networks. This includes the £1.2bn Caithness-Moray subsea transmission link to provide increased network capacity required for electricity generation from renewable sources, in line with legally-binding international targets.

One partner at an SSE adviser firm comments: ‘They genuinely are industry leaders. They are extremely good at what they do and we find it a really rewarding relationship because we learn as much from them as they do from us. They are an entrepreneurial team and it’s an entrepreneurial business.’ He adds: ‘Part of the reason for doing the panel review was that they really wanted to focus on panel firms that could provide services to their core business areas seamlessly. They want to build longer term relationships with their panel firms.’

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Royal Dutch Shell

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  • Legal director: Donny Ching.
  • Team headcount: 700 lawyers globally.

Shell’s huge legal team, led by legal director Donny Ching, supports one of the world’s largest companies, with businesses across more than 70 countries and total revenues of $451.2bn in 2013. They play an integral role on issues ranging from acquisitions, divestments and litigation to project construction, sales and marketing, intellectual property, and ethics and compliance, and manage millions of contractual transactions with tens of thousands of suppliers.

The way in which the legal team is organised reflects the structure of the company as a whole and is divided into upstream – the part of the business that searches
for and recovers crude oil and natural gas – and downstream, which manages Shell’s refining and marketing activities for oil products and chemicals.

Shell’s global litigation team, which was led by Brad Nielson until 1 April when the role was taken on by associate GC Richard Hill, is in particular praised for its technical brilliance. According to one litigation and arbitration partner: ‘The team deal with a huge range of litigation, which would challenge many private practice lawyers in its breadth. They have pushed external firms in a pioneering way to provide appropriate fee arrangements on all matters, and engaged in a constructive and imaginative way with those firms to help them understand what fee structures are most valuable to Shell’s business objectives.’

Shell’s global litigation managing counsel for Europe, the Middle East and North Africa, Sarah Morton, is recognised at page 50 as a Rising Star.

The team had a number of big mandates in 2014, such as the $2.9bn agreement to sell Shell’s Australia downstream business to Vitol – including the sale of the global energy giant’s Geelong refinery and 870-site retail business – and the $5.7bn sale of a majority stake in Woodside Petroleum, also in Australia, as the energy supplier moves to develop its own gas assets in the country.

In the UK, Ching is supported by the UK head of legal, Michael Coates, who is also associate GC, downstream.

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BG Group

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  • General counsel: Graham Vinter.
  • Team headcount: 82 lawyers.

Cited as popular with its commercial partners, the legal team at FTSE 100 oil and gas company BG Group also receives high praise from external nominators. A near 6,000-staff energy company operating across more than 20 countries in five continents, the in-house team runs a slim external advisory panel and last year shaved the roster from four firms to three, dropping Allen & Overy (A&O) and Herbert Smith Freehills in favour of Clifford Chance, which won a place alongside incumbents CMS Cameron McKenna and Freshfields Bruckhaus Deringer.

Having in recent months taken part in guiding the business through a transitional period pending the highly publicised appointment of the company’s new chief executive, Helge Lund, major mandates for the team have included the recent US$5bn sale of its Australian gas pipeline network to APA Group as part of an ongoing review of its business in the wake of slumping oil prices.

Widely recognised as a heavyweight among in-house advisory and lobbying groups is BG GC Graham Vinter, who last year succeeded Centrica legal head Grant Dawson as chair of the GC100 group, which brings together the most senior legal representatives from over 80 of the UK’s FTSE 100.

Vinter, who joined BG in 2007, came with impeccable credentials, having long been established as one of the City’s top projects and energy practitioners in a lengthy career at A&O. One partner at a Magic Circle firm gives high praise to Vinter, describing the GC as a ‘brilliant legal mind’, who is ‘strategic and a great manager’. BG Group’s corporate chief counsel Howard Landes is shortlisted for our Rising Star of the Year Award 2015 (see ‘Making their mark’, page 51). Daniel Silver is BG Group’s head of ethical conduct and compliance.

The partner also credits the team as a whole, commenting: ‘The industry is challenged by falling energy prices, increasing geopolitical risk and continuing environmental concerns, leading to the legal team being front and centre of the long-term and major capital investment decisions of the group. In many areas of the business the in-house team has far greater industry and specialist legal knowledge than their outside advisers.’

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Centrica

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  • General Counsel: Grant Dawson.
  • Team headcount: 200 lawyers and paralegals globally, including compliance.

The past year has seen the 200-strong legal team at Centrica align its governance, compliance and reporting processes across its devolved businesses: British Gas, Centrica Energy and its North American business, Direct Energy (DE). All of the businesses report in to general counsel (GC) Grant Dawson (pictured) and within Centrica itself the legal regulatory, compliance and company secretarial function all now fall under the legal team umbrella.

The UK’s largest gas supplier last year acquired Ireland’s state-owned Bord Gáis Energy (BGE) for £920m in a deal that saw Centrica enter a new jurisdiction and required a change of legislation in Ireland to facilitate the sale. The hugely complex transaction saw BGE split into three, with Centrica taking its gas and electricity supply business in Ireland and the Whitegate gas-fired power station, while consortium members iCON Infrastructure and Brookfield Renewable Energy Partners split the other parts of the business.

Other headline work includes the group’s response to the Competition and Markets Authority (CMA)’s energy market investigation, a process being led by British Gas GC Justine Campbell, who joined in 2013 from Vodafone. Dawson comments: ‘It’s a huge piece of work that will be ongoing for six to seven months.’ Centrica’s legal team uses a menu of fee arrangements and last year refreshed all of its protocols as part of its annual review of external law firms.

Other high-profile lawyers in the Centrica team are head of secretariat Nicola Carroll; Centrica Energy GC David Isenegger; and DE’s GC Carol Graebner.

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Client profile: Neil Harnby, Royal Mail Group

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The postal service provider’s GC on unique legal work for an iconic British institution

As general counsel (GC) of Royal Mail, it would be fair to say that Neil Harnby’s corporate calendar over the last three years has been busier than most: a privatisation, a panel review, an inaugural corporate bond and an Ofcom-led Competition Act investigation are just some of the set-piece activities he has faced since joining the company in January 2012.

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The In-House Survey: managing counsel – Getting with the programme

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For years clients have decried advisers’ poor attitude to flexibility and value. Our third in-house lawyer survey shows the message is getting through at last.

Deborah Prince, head of legal and company secretary at the British Heart Foundation, who is forthright in her views on questionable behaviour by external advisers, recalls a recent incident with a law firm that she swears she will never use again. Responding to a request to work on a high-value contract, the firm sent back an excessively long document, containing endless provisions on issues that were never going to be a concern.

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The In-House Survey: adviser feedback – The usual suspects

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As clients give advisers credit for improving value and service, our third annual in-house lawyer survey shows some of the City’s top firms making the most ground

‘When Magic Circle firms are appointed on appropriate matters, they offer real quality and value. The problem is, there is an ever-increasing type of work that is not appropriate to instruct them on as other firms offer significantly better quality and value. When the Magic Circle is retained on work that is not appropriate, my experiences are broadly negative.’

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