Legal Business

Guest post: COP26 heats up and global temperature pledges spur optimism

Guest post: COP26 heats up and global temperature pledges spur optimism

As the 2021 United Nations Climate Change conference gathers momentum, Tim Baines, counsel in Mayer Brown’s environmental team, finds optimism beyond the platitudes.

Now that heads of state have left the building, the COP gets into full business mode with delegates moving between meeting rooms and many having to juggle competing demands on their time. We are only nearing the mid-point of an exhausting couple of weeks.

The University of Melbourne’s research has offered the conference a glimmer of hope by suggesting that countries’ emission pledges would limit global temperature rises to below 2C, with India’s recent announcement making all the difference. This remains a long way from the 1.5C that many are aiming for, and which is targeted in the Paris Agreement. Advocates of 1.5C include members of the High Ambition Coalition, which the US has re-joined.

Further optimism had arisen over an announcement by the British government that more than 100 leaders had committed to halt and reverse forest loss and land degradation by 2030, in a pledge backed by almost £14bn ($19.2bn) in public and private funding. However, on Thursday (4 November) this appeared to unravel somewhat, as Indonesia reportedly said it only agreed to keep its forest cover steady over the period and Brazil said it would only target ‘illegal’ deforestation.

Many had also vaunted the Global Coal to Clean Power Transition Statement, which notes that coal power generation is the single biggest cause of global temperature increases and recognises the imperative to scale-up the deployment of clean power to accelerate the energy transition. However, it became apparent that this initiative might be less of a game-changer than had been hoped. Indonesia, the world’s biggest coal exporter, didn’t sign up to a clause calling for an end to building and financing new unabated coal. Poland, another signatory, won’t phase out coal until the 2040s, which does not change its current transition path. Australia, China, India and the US do not appear to have signed up at all.

Both of these initiatives sit alongside or outside of the formal COP negotiations.

Discussions rumbled on, for example, in respect of market mechanisms, with ‘big picture’ items such as whether some of the rules should be agreed at Glasgow or rolled into a future work programme. More detailed discussions included the inter-relationship between guidance for art 6.2 and 6.4, setting baselines and additionally. These are all matters that, although not easy to resolve, have been on the table for some time. A further bust-up is reported to have occurred on Thursday in respect of ‘share of proceeds’ language being insisted on by some developing countries.

All eyes will remain on the conference for another week, so watch this space for more updates.


Legal Business

Sponsored briefing: German interlocutory injunction proceedings in patent matters under review of CJEU

Sponsored briefing: German interlocutory injunction proceedings in patent matters under review of CJEU

Clemens Rübel discusses patent matters under review by the CJEU in Germany

The requirements of granting interlocutory injunctions in patent infringement proceedings developed over many years by the German Higher Regional Courts will be subject to review by the CJEU. The legal question referred by the Munich judges in a decision on 19 January 2021¹ is, whether it is in line with art 9 (1) of Directive 2004/48/EC (Enforcement Directive) that in interlocutory infringement proceedings provisional measures should be denied if the asserted patent has not survived first instance opposition or nullity proceedings.

Legal Business

Sponsored briefing: Corporate criminal liability in Germany

Sponsored briefing: Corporate criminal liability in Germany

Alexander Cappel discusses how the German legal landscape is going to change based on the future Corporate Criminal Liability Act

Over the past few years, we have noticed a large number of multi-jurisdictional enforcement actions against large corporate and financial institutions and US and UK authorities in particular have imposed significant fines, not only against the responsible individuals, but also against the legal entities involved. Compared to criminal penalties imposed by foreign authorities, administrative sanctions against legal entities in Germany have been rather moderate given German law does not provide for strict corporate criminal liability yet.

Legal Business

Legal Business Awards 2020 – Real Estate Team of the Year

Legal Business Awards 2020 – Real Estate Team of the Year

After much back-and-forth between the judges in a keenly contested category, we are now delighted to reveal the winner of Real Estate Team of the Year for the 2020 Legal Business Awards.

For this award, judges looked for a standout example of real estate-related work, including financing, development or construction, or cases and transactions in planning, environment and regeneration.




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Edwards Gibson

Winners – Addleshaw Goddard/Linklaters/Norton Rose Fulbright

These three firms collaborated to advise the joint venture between Permodalan Nasional Berhad and the Employees Provident Fund on its £1.58bn acquisition of the commercial assets within Phase 2 of the Battersea redevelopment project.

Once redeveloped, the iconic art deco power station building will house Apple’s new European HQ and a private members’ club, a 2,000 capacity events venue and over 250 residential homes along with luxury retail, food and beverage and leisure accommodation.

The deal focuses on one of London’s largest, most hotly-anticipated regeneration sites. Over the years, the site has been subject to a number of unsuccessful redevelopment attempts due to the significant challenges posed by the site – so much so that it has been described as being the ‘Everest of real estate’ on the basis that it is considered to be one of the toughest redevelopment projects in the world, with a number of developers having tried and failed to conquer it.

The transaction is anticipated to comprise one of the UK’s largest-ever single-asset real estate transactions. Linklaters, led by Patrick Plant, advised the joint venture purchaser; the seller (the owners of Battersea Power Station Development Company) was advised by an Addleshaw Goddard team headed by Leona Ahmed; with Norton Rose Fulbright (Dan Wagerfield and Dan Kennedy) acting for the seller on the financing aspects.

No individual firm stood out as contributing to the overall success of this deal: there were a number of different and complex parallel workstreams, which demanded fluid co-ordination between all three firms.

This truly collaborative process meant this entry stood apart. Christopher Gilchrist Fisher, senior director of CBRE Global Investors, said: ‘Without the co-operation and shared objectives of all involved, this transaction would not have happened. Deals of this level of complexity involve managing the multi-layered requirements of various stakeholders. They demand a new type of lawyer – one who works with their respective clients for the future success of the project, above individual requirements, and in the face of short-term gains.’

Highly commended – CMS

Acting for longstanding client Vita on its landmark £600m portfolio sale of Vita Student assets to DWS’s real estate funds. The portfolio comprises a total of 3,198 beds in Manchester, Glasgow, Edinburgh, Leeds, Birmingham and Newcastle.

CMS fielded a multi-disciplinary team, led by partners Gareth Saynor and Peter Winnard, comprising over 35 advisers in Sheffield, Manchester, London and Edinburgh, to deliver this deal for Vita. This was a complex transaction requiring significant strategic advice at every stage and was of huge significance for the client, allowing it to scale up its growth and bring more innovative brands to market while continuing to deliver high-quality student accommodation. CMS played a pivotal role in helping the client to achieve its goals.

Other nominations

Bryan Cave Leighton Paisner

Advising Grange Hotels on the sale of part of the reorganised group to Queensgate Investments for some £1bn, a portfolio comprising four upscale hotels offering around 930,000 sq ft of real estate.

Davitt Jones Bould

Advising The Royal Parks on a novel contract for events held at London’s major parks. With government funding diminishing, TRP was faced with raising over £30m annually and events are seen as key to its long-term financial viability.

Simpson Thacher & Bartlett

Continuing work on key client Blackstone’s real estate acquisitions and financings, including a joint venture with Telereal Trillium to acquire Network Rail’s £1.46bn commercial real estate portfolio, as well as on its acquisition of Dream Global REIT’s assets.

Womble Bond Dickinson

Advising South Tees Development Corporation on the acquisition and regeneration of TATA Steel’s former steel works on Teesside; this was the first transaction involving a mayoral development corporation outside of London.

Legal Business

Legal Business Awards 2020 – Insurance Team of the Year

Legal Business Awards 2020 – Insurance Team of the Year

The entries have been assessed, the shortlists have been drawn up and our panel of general counsel judges have had their say: we are now delighted to reveal the winner of Insurance Team of the Year for the 2020 Legal Business Awards.

This award recognises the team that has handled innovative work and has attracted the most impressive instructions of 2019 in this constantly changing sector. Judges were looking for one example of standout work – either a transaction, a dispute or even regulatory advice.




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Winner – Pinsent Masons

Pinsent Masons is a worthy winner for developing a successful solution to a crucial, post-EU referendum, regulatory challenge faced by the insurance industry.

Since the referendum, regulators have been calling on the insurance industry to devise a strategy to protect life insurance policies sold in other European countries if, as is expected, there is a ‘no-deal’ Brexit, passporting rights for UK insurers are removed. In response to this, to lawfully service and pay claims post-Brexit, Royal London formed a new Irish subsidiary, Royal London DAC (RLDAC).

The challenge was that there was no legal framework in Ireland for the ‘with-profits’ products that Royal London needed to transfer. With no legal precedent to follow, the Pinsent Masons team, led by insurance partner Hammad Akhtar and including regulatory partner Iain Sawers and banking partner Nick Gavin-Brown, developed a structure and reinsurance arrangement that gained regulatory approval and enabled with-profits and other business to be transferred to Ireland. Crucially, this included a framework of protection and governance to help ensure that the transferring policyholders did not suffer any material adverse loss of protection. The strategy enabled the transfer of c. £1bn of legacy Irish and German business to RLDAC.

The proposal needed to satisfy the High Court and UK and Irish regulators that it would stand up against any Brexit eventuality, provide the policyholders with appropriate protection and avoid imposing an unacceptable level of risk on RLDAC.

So complex and unprecedented was this structure, that the regulators instructed two top Irish and UK law firms to scrutinise it. Their review confirmed its robustness.

In February 2019, the £1bn asset transfer completed. Not only was this in advance of the 29 March deadline, but it was also ahead of many other major UK life insurers.

As a result, Richard Gordon, deputy group general counsel of Royal London, commented: ‘This was an important project for Royal London and for our Irish and German policyholders in particular. The Brexit context and the nature of some of the transferring business meant that there were a number of challenges and complications, but these were overcome and we achieved our desired outcome. The collaboration between the Royal London team and Pinsent Masons contributed hugely to this.’

Highly Commended – Norton Rose Fulbright

A NRF team, led by corporate partner Nicholas Berry, advised Arch, the Lloyd’s underwriter, on the launch of BlueVault, an insurance protection solution for secure storage of private keys for digital assets and cryptocurrencies, providing coverage of up to $150m on losses of cryptocurrency and other digital assets in ‘cold storage’.

The Blue Vault solution, which was launched publicly in September 2019, was developed in collaboration with broker and risk adviser Marsh. In groundbreaking work for a law firm, NRF provided both legal and technology consulting advice in relation to BlueVault, which included developing a bespoke solution for the relevant risk and the drafting of a new policy form, which – together with various endorsements – had to accommodate the underlying features of the distributed ledger technology that underpins cryptocurrencies and other digital assets.

Other nominations

Clyde & Co

Representing Aviva in launching a private prosecution against a fraudulent public liability claim, believed to be the first such prosecution in the UK by an insurance company against a ‘slip-and-trip’ fraudster.

Freshfields Bruckhaus Deringer

Advising Equitable Life Assurance Society on its extensive restructuring and subsequent sale of the entire business to Utmost Life and Pensions, which combined a solvent scheme of arrangement and a parallel insurance business transfer.

Marsh & McLennan

The Marsh legal team took a lead role in making sure the company’s landmark £4.9bn takeover of Jardine Lloyd Thompson Group completed on schedule, in what was the largest acquisition in its 148-year history.

Sullivan & Cromwell

Advising client Assicurazioni Generali on its €600m acquisition of Seguradoras Unidas and its associated service company, AdvanceCare, from companies that were majority owned by Apollo Global Management.

Legal Business

Martyr bows out after two-decade reign as NRF chooses new chief executive

Martyr bows out after two-decade reign as NRF chooses new chief executive

The reign of one of global law’s longest-serving leaders will come to an end shortly with Peter Martyr completing his final term for Norton Rose Fulbright (NRF) at the end of this year, the firm announced today (17 August).

Replacing Martyr will be global head of disputes Gerry Pecht, meaning the firm will be led by a partner from its legacy Fulbright & Jaworski hub in Texas after almost two decades of leadership out of London. Pecht specialises in commercial litigation involving securities and investigations in the energy sector, and has headed up the practice since 2014. 

Martyr (pictured) was first appointed at the head of legacy Norton Rose in 2002, becoming the architect behind the transformation of the City firm from ailing Magic Circle challenger into global giant via a series of mergers in the US, Australia, Canada and South Africa. His sixth and final term began in October 2017.

Pecht commented: ‘Over the past ten years, we have built a global platform with exceptional lawyers serving valued clients in virtually every major business centre. The quality of our people around the world enables us to collaborate on a truly global level. I look forward to building on our platform and taking our firm to the next phase of its evolution.’

Attention will now turn to see if the election of Pecht ushers in a new style of leadership at NRF, with Martyr’s long tenure attracting some criticism from partners regarding a lack of consultation and transparency, despite his re-invention of NRF into a global competitor. 

Commented Martyr: ‘Gerry is a highly experienced business leader, with whom I have worked closely over the past eight years. Gerry is a US lawyer with a global personal and professional background, making him well equipped to drive the firm’s global business transformation strategy. The firm is in good hands, and I am certain it will flourish under his leadership.’

In February of this year the firm announced other changes in its leadership, EMEA managing partner Martin Scott being replaced by antitrust head Peter Scott. 

For more analysis of Martyr’s leadership, see our 2016 piece ‘On the bus – Inside the Norton Rose Fulbright masterplan’ (£)



Legal Business

NRF asks staff to cut working hours by a fifth and defers partner pay in re-introduction of financial crisis-era flexi scheme

NRF asks staff to cut working hours by a fifth and defers partner pay in re-introduction of financial crisis-era flexi scheme

Norton Rose Fulbright (NRF) is asking its staff to agree to a 20% cut of weekly working hours and delaying profit distribution to partners in response to the Covid-19 crisis.

The firm announced today (20 April) it is asking its employees to sign up to a temporary change of their contract for one year from 20 April which will make them eligible to move to 80% of their working hours and base salary.

The scheme is similar to the one the firm adopted in 2009-10 in response to the global financial crisis and will apply to its offices in Europe, Middle East and Asia.

Participation to the scheme is voluntary, with NRF aiming to have 75% of its staff signed up to make it economically viable. If the target is not reached the firm will reassess its position.

The salary reduction will be tapered, with lower earning employees seeing their wages cut by 5%. The firm is also deferring the partner profit distributions and bonuses as well as salary rises and bonus payments for staff.

EMEA managing partner Peter Scott said in a statement: ‘In this current crisis, we believe it is prudent to take pre-emptive action to protect our people and our business. The key for us is to ensure that we can respond rapidly to any future changes in levels and types of work at an unprecedented time for the global economy. We know this is a challenging time for all of our people and we want to safeguard jobs as far as possible.’

He added that because it was ‘likely that not all parts of the business will be adversely affected by the current situation’, it was possible that employees who have signed up to the scheme in some parts of the business will not be required to reduce their working hours.

Scott concluded: ‘Flex worked exceptionally well for us a decade ago, which is why we are proposing a similar flexible working strategy aimed at keeping our workforce intact. We believe that if we keep the firm together we will maintain the strength of the business to take immediate advantage of the upturn when it arrives and provide our clients with continuity of service.’

Legal Business

Dealwatch: Big-ticket M&A back on track as Cleary and NRF lead on Alstom’s €6.2bn rail acquisition

Dealwatch: Big-ticket M&A back on track as Cleary and NRF lead on Alstom’s €6.2bn rail acquisition

Amid a relative dearth of substantial European buyouts recently, the proposed €6.2bn acquisition by France’s Alstom of the rail business of Canadian counterpart Bombardier will come as a boon for the international offices of Cleary Gottlieb Steen & Hamilton and Norton Rose Fulbright.

Alstom said on Monday (17 February) it had signed an agreement with Bombardier and its shareholder the Canadian pension fund Caisse de dépôt et placement du Québec (CDPQ) to acquire 100% of the shares in Bombardier Transportation for between €5.8bn and €6.2bn.

As part of the deal, CDPQ will convert its current €2bn investment in Bombardier Transportation into shares in Alstom and will also invest another €700m in the French rail company, making it Alstom’s largest shareholder with 18%.

The extensive Cleary team advising Alstom was led by M&A partner Pierre-Yves Chabert with London partner Nallini Puri advised on UK corporate matters. Richard Sultman advised on tax from London.

Norton Rose advised Bombardier while Jones Day advised on the antitrust and competition aspects of the deal. Jones Day partner and co-head of antitrust and competition Bernard Amory led from the US. Fried, Frank, Harris, Shriver & Jacobson LLP advised Bombardier’s financial advisor Citigroup.

Last year Alstom attempted a merger with German company Siemens with plans to create a European rail champion. The merger failed following a block from EU antitrust regulators. Bombardier has been disposing of several parts of its business recently and last year sold its regional jet business to Japanese engineering company Mitsubishi Heavy Industries.

Meanwhile, Travers Smith advised TA Associates on the proposed sale of Merian Global Investors Limited to UK fund management group Jupiter Fund Management for £390m, paid through the issue of new Jupiter shares to Merian shareholders. The deal will create a combined portfolio of £65bn assets under management.

Merian provides investment expertise across major asset classes in fixed income, global emerging market equities, alternatives and global asset allocation. Jupiter Fund Management mainly manages investment trusts and private client portfolios as well as mutual funds, segregated mandates and investment trusts with investments worth £44.1bn for individuals and institutions across the UK and internationally. Jupiter’s fund covers equities, fixed income, multi-asset, multi-manager and alternatives asset classes.

The Travers team was led by head of private equity and financial sponsors and co-head of corporate Paul Dolman. Partner Tim Lewis provided financial regulatory advice, partner Simon Skinner advised on tax, Partner Philip Cheveley advised on equity capital markets and Partner Mahesh Varia advised on incentives and remuneration.

A Macfarlanes team led by M&A partner Luke Powell also advised Merian. Jupiter Fund was advised by Fenchurch Advisory Partners.

Speaking to Legal Business Dolman said that the deal brought together two market-leading asset managers and required a sizable Travers team, covering regulatory, public company, employment benefits and private equity specialisms.

‘We are seeing more and more trade buyers. Jupiter is a trade buyer, but quite unusual because it’s listed. The synergies that a trade buyer can bring gives them an advantage compared to a financial sponsor. It is consistent with what we are seeing in the market,’ said Dolman.

Finally, Travers also advised its long-term client Silverfleet Capital Partners on the acquisition of Danish-based credit management service provider Collectia.

The Travers team was led by private equity and financial sponsors partner Will Yates and worked alongside Danish firm Bruun & Hjejle on the cross-border transaction. Collectia was advised by Macfarlanes with a team led by partner Kirstie Hutchinson.

Legal Business

LLP: CMS lifts profit amid Hong Kong and Istanbul restructuring as year-end move dampens NRF’s turnover

LLP: CMS lifts profit amid Hong Kong and Istanbul restructuring as year-end move dampens NRF’s turnover

Operating profits at CMS Cameron McKenna Nabarro Olswang rose 20% to £192.8m after the firm restructured its Hong Kong and Turkish offices, the LLP accounts have revealed.

Norton Rose Fulbright (NRF) also filed its LLP books this week (31 January), showing a £2m decrease in revenue in its EMEA business to £480.7m following a move to the US calendar year-end in 2018.

The profit increase in the year to April 2019 at the 11 UK and 18 overseas offices under CMS’ UK LLP came despite a 13% rise in the firm’s pension contributions to just over £6m. The strong growth in the firm’s profits came amid a 5% turnover growth to £545.4m.

The accounts also revealed changes to the set-up of the Hong Kong and Istanbul offices, with CMS’ UK partnership ending its joint venture agreements in those two jurisdictions in February and January last year respectively.

CMS had opened its Hong Kong branch in 2016 as a joint venture between the UK and German partnerships, and in May 2018 it had formed an alliance with Hong Kong firm Shirley Lau & Co with a view to practising local law.

The LLP books showed the office has since February 2019 been operated only by the German member firm of CMS’ international alliance, CMS Hasche Sigle.

In Turkey meanwhile the firm put an end to its joint venture with local firm YBBK in January last year, and has since been operating through an association with the same firm.

As a result of the reshuffling, the Hong Kong and Turkish offices contributed just £13k and £69k respectively to the UK LLP’s billings in 2018/19, compared to £552k and £661k the year before.

A spokesperson for the firm told Legal Business that the changes were ‘a technical point of entity structure that in no way reflects our growth strategy’.

The LLP books also showed the firm has continued paying off the pension debt it inherited from legacy Nabarro, which stood at £17.2m when the firms merged in 2017.

As part of the recovery plan the firm has agreed to pay £1.25m in the current financial year and aims to eliminate the debt by May 2022.

After the three-way union with Nabarro and Olswang the firm also set up a £85m rolling credit facility with Lloyds Bank and RBS to finance merger costs, which this year’s accounts show was reduced to £65m in July 2018.

‘The costs of the merger have now been paid for and we ended the year in a strong positive cash position of £45m,’ the spokesperson said. ‘Given the strength of our business we have a reduced credit need.’

Staff costs rose 7% to £197,300 amid a 12% increase in fee-earner headcount to 1,738 and a 17% rise in support staff to 957. The average number of equity partners decreased by three to 373.

The total remuneration for firm’s management personnel in the year was up 8% to £4.3m, although the firm’s highest paid partner took home roughly the same as the previous year – £1.083m compared to £1.001m.

Meanwhile, the LLP books for NRF’s EMEA business showed a 5% fall in operating profits to £124.7m amid a slight decrease in turnover.

Speaking to Legal Business, the firm’s chief operating officer Rod Harrington connected the fall to the firm’s decision in 2018 to shift from the April year-end to the US calendar-year end reporting in a move to a more integrated global verein.

‘2018 was the first time we had a December year-end,’ Harrington said. ‘When we got to April, which is our statutory year-end [for the EMEA LLP], anything billed we can record as revenue; whereas any unbilled work can only be partially recognised as accrued income.’

The firm estimated that, like most firms, about 20-25% of its billing tended to be done towards the end of the calendar year and were therefore not fully accounted for in last year’s LLP books.

He also pointed to a 1.8% increase in cost, largely due to a rise in lawyers’ salaries. In October last year, the firm announced a further 9% increase to its NQ basic salary to £87,500 effective in January 2020, with bonuses of up to 30% on top of that.

Overall staff costs at NRF rose 2% to £213.7m in 2018/19 despite the average number of employees growing by just one to 2,232.

Legal Business

International round-up: Squires enters Italy as NRF shuts Bahrain outpost

International round-up: Squires enters Italy as NRF shuts Bahrain outpost

Squire Patton Boggs has entered the Italian legal market with a four-partner Milan base while Norton Rose Fulbright has become the latest to join a long series of office closures in the Middle East.

Squires said today (23 January) it has picked the Northern Italian city for its 45th office with a team from US rival Curtis, Mallet-Prevost, Colt & Mosle, led by Italy managing partner Galileo Pozzoli.

Partners Daniela Sabelli, Ian Tully and Fabrizio Vismara will also join Pozzoli in the new office, which will start operating in the coming weeks. The team focuses on energy law, transactions, cross-border disputes and international arbitration.

The move makes Squires the latest entrant in a jurisdiction that has historically proven difficult to crack for foreign counsel, with international firms struggling to build momentum amid an active lateral market where top rainmakers are not inclined to take orders from abroad.

Paul Hastings left the country after 14 years last October when Milan chair Bruno Cova quit the US firm for Studio Legale Delfino e Associati Willkie Farr & Gallagher.

Although firms including Latham & Watkins and Linklaters have managed to build relatively successful operations, they are not immune to senior departures either. In 2019 Latham lost well-regarded Milan banking partner Andrea Novarese to US rival White & Case while Linklaters saw corporate partner Giovanni Pedersoli return to the firm that carries his name after 12 years.

But the complexity of the market has not scared international firms away, with Greenberg Traurig announcing last May a merger with local ally Santa Maria Studio Legale.

Elsewhere, NRF confirmed today it had shut its Bahrain office at the end of last year, relocating its only local partner Joanne Emerson Taqi to Sydney. The Bahrain closure comes just two years after the firm left Abu Dhabi, leaving NRF with only two regional bases in Dubai and Riyadh.

NRF is part of a long list of international firms that have been retrenching in the Middle East lately, often after overinvesting during the oil boom in the 2000s.

Earlier this month Winston & Strawn concluded its five-year spell in the region by closing its Dubai base, with Squires recruiting the bulk of its ten-lawyer local team. Weil Gotshal & Manges also left the region altogether in February 2017, while firms including Simmons & Simmons, Latham & Watkins, Vinson & Elkins and Herbert Smith Freehills have closed their Abu Dhabi offices to focus on Dubai.