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  • Behind the Deal: LEGO’s New Plant in Nyiregyhaza

    Behind the Deal: LEGO’s New Plant in Nyiregyhaza

    On March 25, 2014, in the presence of the Hungarian Prime Minister, the newly rebuilt LEGO plant in Nyiregyhaza, Hungary, had its grand opening. The new complex, located on a 100-hectare site, created 250 new jobs, increasing LEGO’s headcount to 1,500 in Hungary, and was built in just under 12 months – a record in Hungarian construction for a project of that magnitude. The head of the legal team advising LEGO on the EUR 354 million project to expand the plant in Nyiregyhaza was Eszter Kamocsay-Berta, then with Gide Loyrette Nouel in Budapest, who was happy to reflect on the deal and its main challenges.

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    Eszter Kamocsay-Berta

    Kamocsay-Berta started by pointing out that LEGO’s presence in Hungary actually dates back several years. Until 2008, the plant in Nyiregyhaza had been operated by Flextronics, which was producing toys for the Danish company under contract. That year, Kamocsay-Berta pointed out, “LEGO decided to take over the full operation, assets, and staff, as it is always much easier to supervise standards of productions of an in-house plant rather than a contractor.” Kamocsay-Berta advised LEGO on the 2008 acquisition of the plant from Flextronics, and in 2011 LEGO returned to her for assistance in rebuilding the plant. “As a Danish company, in line with most Nordic Countries’ culture,” she recalls, “LEGO valued the trust and relationship built with specific counsel rather than the law firm brand.”

    Kamocsay-Berta praised the assistance provided on the 2011project by colleague Gabriella Galik, who “had a critical operational/executive role throughout the deal.” Galik wasn’t the only lawyer putting in hours, of course, and Kamocsay-Berta noted that, “the team fluctuated considerably throughout the various stages of the project from 4-5 lawyers working on it at certain points up to 10-15 in more intensive periods.”

    The deal also involved a lot of cross-practice coordination — “as is to be expected in such a large scale greenfield project,” Kamocsay-Berta said. Projects and Infrastructure lawyers were needed, as were Real Estate lawyers, Energy lawyers, and lawyers to deal with general Ccorporate matters. The project was fully self-funded by LEGO, Kamocsay-Berta pointed out, thus finance lawyers played a minimal role — though a project fund manager was kept on-board to satisfy statutory requirements for a project of that size. Even now that the plant is finalized and the opening ceremonies have taken place, there is still a lot of “post-build” legal work that is keeping the legal team busy.

    When asked about the particular challenges she faced while advising on the deal, the first examples that came to Kamocsay-Berta’s mind were practical in nature. “For example, the 100-hectare area where the plant was to be built was incredibly segmented – it had over 100 land owners. All of them had to be reached out to, negotiated with, and draft individualized contracts for, all of which leading up to a lot of contract work and quite a logistical challenge to coordinate,” she recalled.

    She also points out specific characteristics arising from LEGO’s preferences, which at the time were rather particular: “Most companies, for a project of this magnitude, would prefer to identify one construction partner and contract them as relevant. LEGO’s approach was different. It segmented the different aspects into five main areas of specialization and aimed at identifying the best possible specialists in each of them. This meant coordinating with not only one general contractor but selecting, signing up, and coordinating/following-up with at least five of them.” She also added that “it was fascinating to see this huge global company that specializes in toy manufacturing, managing something completely different – actual construction of a manufacturing facility.”

    The really interesting challenges, however, stemmed not from the scale and complexity of the deal but from the nature of the stakeholders involved. In many ways, Kamocsay-Berta described the role of the legal advisors on the ground as that of a “bridge between stakeholders with considrably different cultures.” She elaborated: “Danish culture, again, like most Nordic countries, tends to be heavily focused on consensus building by involving all possible stakeholders in the dialogue to ensure that everyone is ‘onboard’ with what is going on. While this is great for the morale of those stakeholders – and, personally, I believe it tends to generate better results in general – it did, at times, frustrate local partners because of its well-considered nature for something that mattered far less in their minds,” she explained. Accordingly, the legal team was expected to approach the project as more than just another lawyers’ assignment: “It wasn’t about purely managing legal risk. We had to act like real business partners who did not focus on the ‘why we shouldn’t’ but on the ‘how can we get this done?’. In the end, this approach was highly appreciated by the client.”

    Gabriella Galik

       

    Gabriella Galik 

    The Danish culture, famous for its emphasis on clean hands, also raised challenges when, as Kamocsay-Berta put it, “that drive for a high standard of integrity was faced with the realities given.” She explained that, “what you need to understand is that this project was going to add a lot of jobs in an otherwise rather under-developed part of the country, and it wasn’t even just about the 1,500 jobs since it also created other ‘side industries’, it generated work for contractors, and developed the lo- cal infrastructure. As a result, it was very much welcome by the Government – both central and local – but the corporate culture of LEGO dictated that it would actively distance itself from anything that might remotely affect its neutrality towards political institutions.” It was, in Kamocsay-Berta’s view, the need to navigate between these two drives that required her to focus heavily on the “building bridges” aspect of the project.

    In retrospect, Kamocsay-Berta explained, working on this kind of a project showed her first hand how “different cultures can radically shape the direction of a project – especially an eye opener since cultural differences is such a broad and vague concept that it only really becomes visible when you get to contrast two cultures in proximity to each other.” She added that her main takeaway was one that made her feel proud for the Hungarian people: “It was great to see how resourceful and inventive the Hungarian culture can be – it definitely helped massively in working in this project. Witnessing it first hand makes me be quite optimistic with regards to the country’s ability to welcome and accommodate future foreign investments of this magnitude.”

    As CEE Legal Matters reported on June 13, 2014, Eszter Kamocsay-Berta and several colleagues have recently left the Gide Budapest office. Both she and Gabriella Galik are now partners at the newly-formed KCG Partners Law Firm.

  • International Law Firms’ Future in CEE

    International Law Firms’ Future in CEE

    News that an international law firm has closed a CEE office is becoming routine. In the first six months of 2014 alone, Gide Loyrette Nouel and White & Case closed their offices in Bucharest, and Norton Rose Fulbright and Hogan Lovells closed theirs in Prague. With this as a background, CEE Legal Matters invited partners from four international law firms in London to a roundtable discussion about the future of the region for international firms.

    Denise Hamer

       

    Denise Hamer is a Partner with Richards Kibbe & Orbe, concentrating in the areas of financial restructuring, distressed debt, asset disposition/acquisition, and special situations, with a particular focus on developing markets. She has, in her diverse career, held senior positions with Citigroup, Societe Generale, Weil Gotshal and Manges, White & Case, Arthur Andersen, Schoenherr, and the Austrian bank portfolio company of Cerberus Capital Management, BAWAG P.S.K. She has lived and worked in CEE and CIS for many years. Richards Kibbe & Orbe has offices in New York, Washington D.C., and London.

    Matthew Jones

       

    Matthew Jones is a Partner with Taylor Wessing’s Construction and Engineering team. He advises primarily on aspects of construction legal matters, particularly procurement, drafting and negotiation of building and engineering contracts, consultancy appointments, and related construction agreements. His clients and work are global, with projects in the UK and also from time to time in other jurisdictions, including Australia, Italy, Romania, Norway, Egypt, Turkey, Libya and Nigeria. Taylor Wessing has offices around the world, and has been in CEE since its 2012 merger with Vienna-headquartered ENWC Attorneys at Law.

    Phillip Abbot

       

    Philip Abbott is a Banking and Finance Partner at Field Fisher & Waterhouse, with a strong focus on funds finance, real estate finance, and restructuring, as well as acquisition finance, receivables finance, and lending in the TMT and life sciences sectors. He has a significant focus on emerging markets, in particular Libya, Turkey, and the Middle East. Field Fisher & Waterhouse has 9 offices around the world.

    Simon Cox

       

    Simon Cox is a Partner with McGuire Woods, where he advises on UK and international M&A, securities, private equity, privatization and joint venture projects, across a wide range of sectors (including energy & utilities, financial institutions, automotive, real estate, brewing & distilling, shipping, hotels and natural resources). In his 25 year legal career, Cox has worked on transactions in the UK, Central and Eastern Europe (principally in Bulgaria, Romania, Czech Republic, Ukraine, Russia, and Turkey), and in the Far East. McGuire Woods has offices across the United States, as well as London and Brussels.

    Philip Abbott, Denise Hamer, Matthew Jones, and Simon Cox convened at the Richards Kibbe & Orbe offices in London on Tuesday, April 29, 2014, for a wide-ranging discussion on the markets of CEE, prospectives for growth, and the ability of local firms to satisfy the needs of international clients. What follows is a short excerpt of a much longer conversation.

    CEELM: You all operate regularly with clients from across CEE, despite not having offices on the ground. So your clients are sitting in CEE, investing into the UK or on an international basis. How are you pitching your know-how, if you don’t have a local office?

    Philip Abbott: We have the know-how, so far as the CIS is concerned. We have a legal team of Russian lawyers, based in London. They’re not practicing Russian law from London, but they are Russian, and therefore have Russian clients and clients from other jurisdictions in the region. So, what we’re not doing is trying to sell local law services. We’re advising the local client base on English law. Then if a client in the region is investing in, say, France, we’ll generally work with either our local offices or with a partner firm there.

    Matthew Jones: We have offices in Austria, Poland, Slovakia, Hungary, Czech Republic and Ukraine. We don’t have a presence in Russia but we don’t see that as a gap necessarily. We have staff across the office network who can service our Russian work.

    Simon Cox: You have to tailor your offering to meet the client’s needs. You can’t say “we can’t do work locally, but we could find a firm that you’ve maybe never heard of that’s a local firm, not an international firm.” I’m looking for clients coming out of these countries and expanding internationally. For example, Turks looking at setting up in the UK, or Russians buying stock exchange funds, or a stock exchange listing. For that we need some Russian experience, and we need Russian language skills. We don’t need the office on the ground.

    Denise Hamer: At my former firm, we had a Ukrainian office, but not a Russian office. And it was a big debate, because there’s obviously a lot of synergy between Russia and Ukraine, but on the other hand everybody understands that investing in Russia is a whole different thing all together. It’s commitment, and it’s a huge financial resource commitment. You need some very strong anchor clients before you do that.

    Simon Cox: The bigger firms focus on a couple of places, and they probably have a Moscow office. You have the smaller regional firms and the newer regional firms who are in some ways spin-offs with the experience of international law firms. They can offer a cohesive regional offering at a much better price. There may be one or two big international firms who seem to have the government work, or they’ve got the high-end bonds work or similar, working in some of the CEE markets. But as a model, I don’t see it as having a long-term future.  

    Denise Hamer: In Bucharest, for instance, the local champions have really grown very strong. There’s huge fee pressure, and outside of the UK and CEE in particular there’s also competition, not only from the local champions, but also from the Big Four, who have captive legal practices, and are doing the low-to-medium end work. So, it’s not a sustainable structure to have as many resources being spread across that large a region. Most of these firms opened up local offices on the back of privatization work or M&A work, big projects, and they just are not continuing. But the region’s not done. From the whole M&A finance side it’s now rolling over to distressed debt and restructuring. So, there’s definitely a demand for legal services in the region, just that it’s changed and they’re not necessarily enough to sustain offices on the ground in each location. In addition, local firms are more capable of handling the more sophisticated matters than they used to be in the past. They’ve hired laterally. They’ve hired Anglo-Saxon lawyers. If you look at the local firms, they also have very sophisticated local lawyers, who are politically connected.

    Matthew Jones: Many local lawyers have trained at the international firms. They’ve been on the ground with an international local office of an international law firm. So many will have had quality background and training. Some should then be capable of handling international deals. There has also been a greater focus on pricing in recent years and local firms may have greater ability to absorb fee pressures than say Magic Circle or large international firms.

    Simon Cox: I think a couple of questions that international firms are asking increasingly often is “do you need to practice local law, or do you want to practice English law only?” You can see a couple of examples of international firms, in Turkey for example, who initially have said that they will only practice English law – and then changed tack. The question is, what services are you going to provide? And I think that most firms in London are deciding that they are not going to do everything. You need to be very good at what you say you’re going to do, and not average. So, apart from probably four or five firms, most firms are no longer ‘full-service’ in London. In that case how can you be full-service internationally? Perhaps that’s the reason for withdrawing. They can’t support having an office that can’t do half the things that they want to do there.

    Denise Hamer: The worst thing you can have is mediocre or inconsistent services across the jurisdiction; it sullies the entire brand. Another thing is that when you have a full-service firm with such a diverse client base, you’re regularly constantly conflicted on matters as well.

    Philip Abbott: I would agree with that, and also endorse the need to be able to select the best lawyers that you can to work with you in a particular jurisdiction. A client won’t necessarily stay with the same firm all the time. It depends on the type of work that they’re doing. I’ve found in the last couple of years bank clients being much more selective about who they want to act for them internationally. They know the London market, they’ve obviously gone out and done due diligence on the firms that they plan to use and the individuals of those firms that they’re prepared to use. In other jurisdictions, sometimes the clients tell me who they’re going to use. At my previous firm, there were a couple of situations where I used other offices of other international firms because that’s what the client required me to do. I think that clients are much more sophisticated now.

    Simon Cox: You can also have a situation where a client refuses to work with Office X, because they have had a bad experience in the past. That can undermine the wider offering as well.

    Matthew Jones: Coming back full circle to your proposition whether CEE is no longer valuable for international law firms, I don’t think that’s necessarily the case. The market has been re-shaping itself to be fit for purpose and there have been some international law firm exits in this time. Law firms have traditionally had a lag between adapting market conditions and right size so I see any re-shaping as evolution with the economic cycle. For those law firms that remain, whether international or local, there should be reasons for hope, with signs that some EU countries are emerging from the economic crisis. And If you look for instance at macroeconomics, I know people that think the UK is leading the developed world in terms of a recovery. But if you look there are other parts of Central and Eastern Europe which are doing well – the GDP economic growth is the say the same in Poland and Hungary as it is in the UK presently.  But I don’t think people would necessary see that. 

    Simon Cox: I treat Poland differently from the rest of CEE, like Russia. I think if you’ve ever been to Central Europe as a big firm, you’ll be in Warsaw. And there are some very well-known people and  international firms in Warsaw that are doing quite well. But I think if you look at Prague or Bucharest or the former Yugoslavia Republics, or all the different regions, I think the war for talent is the issue. International law firms cannot go to set up an office in CEE and throw money at it. It has to earn its own money. And to attract good partners or stars, you have to pay top bar, and you can’t pay top bar if you’re not earning enough to pay them. Part of this is simply that the home offices are much more focused on the particular reasons for opening a foreign office. They’re saying: “We want a good year. We want to take some money out of our practices this year. We want to sort of refill our coffers after having funded another office opening.” I think office openings are – you see far fewer these days.

    Denise Hamer: What’s happening in Turkey, obviously there’s been a huge boom there, but you guys are quite expert on Turkey. Do you see this as a bubble that’s going to implode very shortly?

    Philip Abbott: It hasn’t imploded. I think it’s run into buffers politically. But there’s 70/80 million people there. It’s done very well. It’s got a good infrastructure. It’s getting better. If it can settle down and get over its exchange rates issues, and follow suit as to its currency, I think Turkey’s still got a long way to go to grow. International law firms – there aren’t that many there. I’d say probably fewer than 20.

    Denise Hamer: Is it a language issue? What is it that’s holding the firms back?

    Simon Cox: It was a bar issue originally. The Turkish bar doesn’t allow Turkish lawyers to work with international law firms. So, they set up dual practices. Plus I think it’s a market that people haven’t really focused on until relatively recently.  I was first asked to look at it eight years ago now, and I thought it was a great opportunity. And when I was looking at it White & Case were the only international firm with an office on the ground. They were asked by the government of Turkey years ago to go to Turkey to do all of the government’s work. They’ve made a massive success with it. They’ve suffered that problem of being the ‘only show in town’ so when people get to a certain level and are not promoted, they go somewhere else and set up a competitor. So, the market has sprung up with lots of White & Case alumni, founding new law firms in Istanbul. But it’s a much nicer place to go and work than some of the Central and Eastern European countries.

  • Adriatic Firms Gearing Up For Regional Alliance Launch

    Adriatic Firms Gearing Up For Regional Alliance Launch

    Law firms in Bosnia and Herzegovina, Croatia, Macedonia, Montenegro, Serbia, and Slovenia are preparing to launch a new legal alliance: Top-tier Legal Adriatic (TLA).

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    Nikola Jankovic, Senior Partner, JPM Jankovic, Popovic & Mitic

    The six firms participating in the alliance – one from each market – are: Tkalcic-Dulic, Prebanic, Rizvic, Jusufbasic-Goloman in Bosnia and Herzegovina; Savoric & Partneri in Croatia; Debarliev, Dameski & Kelesoska in Macedonia; Law Office Vujacic in Montenegro; Jankovic, Popovic & Mitic (JPM) in Serbia; and Rojs, Peljhan, Prelesnik & Partners in Slovenia.

    According to Nikola Jankovic, Senior Partner at JPM and one of the initiators of the TLA alliance, the “main driver was the growing need of clients and international law firms which are confronted with uncertainty when they are choosing their local partner.” He pointed to global players who are not necessarily familiar with the region and require support for multi-jurisdictional projects as the primary target. “Those difficulties would be overcome by establishing a reliable alliance with strong internal structure and close cooperation of the members,” he added. 

    When asked why JPM opted to create a new alliance rather than join an already existing one, Jankovic commented: “The main idea was to be a part of a legal network providing exceptional legal services to clients within a ‘one-stop shop’ concept but with added value gained by connecting top-tier only law offices from the Adriatic region, bringing together more than one hundred lawyers operating as one team. As such an alliance did not exist, the only solution was to create one.” Ales Rojs, Managing Partner at Rojs, Peljhan, Prelesnik & Partners, further explained that “there are some law firms that try to cover the region as a whole already, but aiming to be tier 1 in all of the markets is simply not feasible. Our firm did have a subsidiary in Belgrade in the past, for example, but we closed it because our operation was simply too small and we wanted something bigger which our clients could use as a real one-stop shop solution. Our idea is to bring the absolute best of each of these markets together.” 

    Jankovic is enthusiastic about getting started: “Our main goal for the following year is to introduce TLA to the business community and international legal professionals and to present it as the unique legal network on the Adriatic market whose legal experts, although from six different jurisdictions, are operating synchronously.” He also identified being able to “correspond in the same or similar native languages” as facilitating this ability. With regards to his expectations for the same timeframe, Rojs commented: “To be honest, I do not know yet – we will see what will happen. I am hoping we will receive great and useful constructive feedback from clients to help us shape this up into an excellent project.”

    The projected official launch of the new alliance is set for September 2014. 

  • The Expat On the Ground Interview: Doran Doeh, Partner, Dentons

    The Expat On the Ground Interview: Doran Doeh, Partner, Dentons

    Doran Doeh is a Partner in Dentons’ Moscow office and a member of the firm’s global Energy practice. He has been working in and with Russia since 1991, first with Allen & Overy, where he was the Managing Partner in Moscow for many years, then since 1999 with Dentons, and in its previous iterations (Denton Hall, Denton Wilde Sapte, SNR Denton), he also served as Managing Partner in Moscow. Doeh is a well-established and widely recognized Energy/Natural Resources expert in Russia, and he is commonly listed among the preeminent practitioners in the market. 

    Doran Doeh

       

    Doran Doeh, Partner, Dentons

     CEELM: To start, how and where did your legal career begin — and how did you end up in Russia?

    D.D.: I wanted to be a lawyer from a young age (around 10). It wasn’t the only option – being an actor (like Charlton Heston) or a journalist/writer (Ernest Hemingway) also appealed to me. I also considered becoming a businessman, like my father. But like all of the other possible careers, I worried ultimately that I would not be good at them, whereas I never had any doubt that I could be a good lawyer. I also worked out that in a lawyer’s career it would be possible (as indeed I have found) to combine all the other things I liked doing and make a reasonably good living too. 

     CEELM: How did you end up in Russia?

    D.D.: Well, I started in America but soon longed for European civilization (the Hemingway/Scott Fitzgerald/ T.S. Eliot bug). I did a liberal arts degree at Dartmouth College, then decided that Oxford would suit me, because (this was the late 1960s) it was so deliciously decadent – you could live in very old buildings and have servants – and have one-to-one tutorials. (Yes, Joseph Losey’s film The Servant was an inspiration.  Even more so was his film Accident, which was actually shot at St John’s, my old college at Oxford). Having done history as a major at Dartmouth, I read philosophy, politics and economics (PPE) at Oxford – I thought I was far too young to start such a serious subject as law.

    I had a year with nothing to do when my number came up for the draft lottery during the Vietnam War (fortunately, they never got round to actually calling me up, or my life would have been a lot different) so I spent a year running luxury tours in Morocco. (Sometimes I muse that I am still doing the same job – showing foreigners around an exotic country.) My father thought I was on the road to ruin, so he called me up and suggested that since I liked the old world, why didn’t I think of getting qualified in England, as he had heard they had good lawyers there. That seemed like a good idea, so I joined Lincoln’s Inn and qualified as a barrister. 

    It was only when I found a place as a tenant in a set of chambers, 4 Stone Buildings, that I realized that financially it would be a long hard struggle at the Bar. Arguing my case to a dry old judge was not my idea of heaven on earth (now, of course, I would take a different view) – I was much more interested in the cut and thrust of commercial transactional work. At the time North Sea oil was emerging and often featured in the press. So, I found myself a job in the North Sea oil industry. I joined Burmah Oil (North Sea) Limited virtually on the day that it was announced that it would be taken over by The British National Oil Corporation (BNOC). Most importantly for my long term future, BNOC was at the centre of development of the legal documentation that underlay the workings of the North Sea oil industry, and over time these forms became global standards for the industry as a whole. I enjoyed the feisty interaction with  other lawyers in the industry – I had to learn how to balance assertion with diplomacy and to reach effective compromises in tough negotiations, a great advantage in a commercial legal career.   

    Eventually I was one of the key members of the team that privatised BNOC and floated Britoil.  That was a great experience which taught me a huge amount about how the political and business worlds interacted in British society, and the lessons are ones that I have been able to apply throughout my career including in Russia. 

    I joined Allen & Overy as an oil and gas specialist in 1986, the year the Financial Services Act came into effect. I published an article on how the FSA affected oil trading, and the partners at A&O decided that I must be a wizard at financial services regulation, and they invited me to join the team of three that advised the whole firm on the FSA. It is amazing how much you learn about an industry when doing the regulatory side of it – what people are supposed to do, what they are not supposed to do, how they do both kinds of activity and what can happen when they transgress. I dealt with banking, as well as financial services, regulation – all in addition to my work as an oil and gas lawyer.

    When A&O started their Central and Eastern Europe practice after the Berlin Wall came down in 1989, I was the one interested in Russia. This was partly because it was the great oil and gas producer of the region. However, I had also done a fascinating course in 19th century Russian literature when I was at Dartmouth, and my father’s family had come from Russia around the time of the Russian Revolution. Although they escaped as refugees, my father retained a deep sympathy for Russia that I also inherited. I used to tell people that I hated communism and had no interest in the Soviet Union but loved Russia. I was part of the team that set up the A&O office in Moscow in 1993 and, for my efforts, I was appointed head of the office in 1995 – which is how I ended up in Russia.

     CEELM: What is your role, exactly, in Dentons? Does being an expat in the Moscow office involve different responsibilities than the Russian partners have?

    D.D.: I was head of the Denton Wilde Sapte/SNR Denton Moscow office for twelve years. That is about the maximum that anyone should do a senior role – one of the lessons of Margaret Thatcher’s and John Browne’s experiences is to move on while the going is good. I have to admit that it is a great relief to no longer to be responsible for management issues – such as overseeing budgets and other partners’ performances– and I am having a great time in the new combined Dentons.

    An important part of my current role is on the integration of the two Moscow offices resulting from the combination of the SNR Denton and Salans practices in Russia. This has proved to be much smoother than I had anticipated. The partners are delightful and we all have a lot in common, not least our aspirations for our firm and office. We now have the largest international law firm presence in Russia, including the St Petersburg office, and the most extensive network of offices in the CIS. 

    Another part of my job is to boost the development of the oil and gas practice. I was well known as an oil and gas practitioner in London before I came to Russia and developed a similar reputation when I was here with A&O in the ‘90s. I returned to London after the Russian crash in 1998, and joined, what was then, Denton Hall to become more focused on pure energy work – in that field, the firm was then streets ahead of any other firm. It had an extraordinary roster of partners who were energy lawyers recognized by the legal directories – and I took my place among them. After the experience of A&O, which as a firm was so focused on finance, it was great to be back in the energy sector, and at the highest level. Dentons did not hire me to be a Russia specialist, but when there were problems with the Moscow office in the early ‘00s, they asked me to go back to Russia on a temporary basis to head up the office. As they say, there is nothing so permanent as the temporary, as I found out. I took the view, based on my earlier experience, that to build a viable office we needed much more than just an oil and gas offering and put my back into developing the banking and finance practice.  Banking transactions were never my mainstream work, but I had to cope with a few of them at A&O! My earlier experience as a financial services and banking regulatory lawyer (plus a long term interest in finance from my PPE days) enabled me to “walk the walk and talk the talk” with bankers.  

    Today, as part of the much larger combined Dentons office, I leave the banking partners to get on with their practice and I have reverted back to my original role as an oil and gas partner. I am delighted to say that this is really going well. I have attracted a good volume of work, including some very interesting, cutting edge and challenging deals. 

    As an expat and experienced oil and gas practitioner working with a large team of energetic and ambitious younger partners whose practices focus on other areas, I am often called in to deal with matters where my specialist skills are needed. This applies not only to my Russian colleagues – but also to the American, French and German partners as well – and an important part of my offering is not just oil and gas expertise but also my background as a London practitioner.  English law has become the currency of international legal business in a way similar to that of the US dollar in international financial affairs, and having a senior practitioner such as myself on board provides a degree of assurance to clients.

     CEELM: What were the main challenges you faced when starting to work in Russia, and are those the same challenges you face today?

    D.D.: When I first started working in Russia, it was almost impossible to find locally qualified people who could function effectively in an international law firm. There were very few Russian lawyers who could speak English fluently and of those who could, even fewer had the grasp of commercial and financial affairs at the sophisticated level that was needed. To build an office, we had to hire the best people we could find and closely supervise their work. Finding the best talent was difficult – the recruitment agents who do this as a matter of course nowadays were non-existent at the time – and, given that they were coming from such a different background, managing them was tricky.  “Never assume” was a good rule of thumb, but to do that you had to work out what your assumptions were, and that was not easy in country where the normal ways of conducting business were so completely different to those in the western world. In addition, it was important to get to grips with Russian law.     

    To make the situation even worse, in the early days Russian law itself was inaccessible. When I first came to Russia, there was no standard system of publication of the laws, and many of them would just appear in the newspapers. I used to go around with a Russian lawyer on our team who, whenever he met another Russian lawyer, would offer to exchange copies of newspaper clippings.  Fortunately, the new Russian constitution provided that the laws are not valid until published, and this required the Russian government to establish a system for publication of laws. Because old-fashioned printing of publications was so problematic in Russia, the systems normally used in the West were soon superseded by state-of-the-art electronic databases that became very sophisticated.  It was then a relatively short step for the providers to publish translations of the main laws – otherwise getting translations, which were essential for a law firm in order to prepare legal work of the quality required, would have been a major problem. 

    There was also the problem that the legal system was almost totally unsuitable for late 20th century business – the Fundamentals of Civil Legislation of the Soviet Union was a nightmare to deal with – and often laws were mutually contradictory or had very significant gaps. Over time, this was remedied by a complete overhaul of Russian law.

    Fortunately, all the international firms had similar problems and there was a degree of camaraderie and mutual assistance between competitors in Moscow that would have been unthinkable anywhere else.   

    The situation now is totally different and unrecognizable from what it was in the early ‘90s. Russian law has been very effectively revised and modernized based on German, Netherlands and Swiss precedents. There are now lawyers at all levels of seniority who have been developed by the international law firms. In addition, lawyers in some leading local firms have picked up know-how from international firms and are able to produce work in certain practice areas to the necessary standard. So the legal scene in Moscow is becoming much more what one would expect in the capital of a big country, with a mixture of local and international firms in the market. University students now graduate having learned the basics which enables the firms to train them up in a way that was inconceivable 20 years ago.

     CEELM: How do you think your career was affected by the decision to move outside of the UK?

    D.D.: Your question reminds me of the Robert Frost poem about two roads diverging in a wood. I have been lucky, in that I have been able to keep in close contact with London throughout my time in Moscow, thanks to the firms I have worked for. So I have been able to remain as much an English practitioner as a Russia-based one. It is only in recent years that I have become more fully and permanently based in Moscow, and this is partly a deliberate choice because, as Russia has developed and my own career progressed to a the level of seniority that I am now at, this seemed most appropriate. I think that I have probably attained greater recognition having done what I have than had I remained wholly based in the UK, but – as in Robert Frost’s poem – one never finds out what might have happened had one chosen the other path. 

     CEELM: What have you identified, over the years, as the unique cultural aspects to keep in mind as an expat working in Russia?

    D.D.: In certain ways, the Russians and the British are very similar. They are both outsiders to the main stream of European civilization – not surprising given that they live at the outer edges of Europe.   Russians and British alike can be very reserved with strangers but become warm and hospitable once they get to know people. However, in both Russians and British there is an unfathomable something – a way of going about doing things – that makes their culture distinctive. 

    With Russia, it is extraordinary how much of Russian culture is borrowed from others – music, ballet, forms of literature, architecture, painting – but somehow they Russianize it and then it seems wholly Russian, not borrowed at all.  The best example I can think of is communism – ideas developed by a German Jew working in the British Library in London became the basis for ruling the entire, vast Soviet Union and were wholly internalized by its rulers and peoples.  

    What seems the cultural essence of any particular moment in Russia changes over time and metamorphosizes into something else.  It is part of what makes Moscow such an exciting place to be. 

     CEELM: In general terms, how do you think the lawyers in Russia compare with those in the more established legal markets of the UK or US? Have you seen improvement in the market since you arrived? Are there particular areas they need to improve even more? 

    D.D.: My colleagues are all excellent lawyers and very commercial in their approach, so I don’t have the problems that I hear about from other people. As I said before, there has been a vast improvement over the past 20 or so years – like night and day – although it is possible that our firm has been more effective at developing our people than some of the others.  

    Where there is room generally for improvement is simply in Russian lawyers having more confidence in themselves – there is a tendency to think foreigners do things better.  It is true that the English legal profession has the advantage that their law is the default choice for international transactions, but that does not mean they are necessarily better lawyers, cleverer or more appreciative of client needs.  The top Russian lawyers in international practice (and I include in this partners in the top local firms) can hold their own with anyone. 

    Probably what is needed is a sense of esprit de corps, of being part of a profession. That is held back by the fact that, apart from advocates, the legal profession is unregulated in Russia. There have been government efforts to establish a regulated profession, but there has been strong resistance from the leading private practitioners. I can understand the reasons for this and would not seek to impose something that so many distinguished lawyers think is inadvisable in their country.

     CEELM: On the lighter side, what is your favorite spot in Moscow and why?  

    D.D.: It is hard to beat Red Square as a colossal, impressive sight. I have experienced it in many different circumstances over the years including all times of day and night, summer or winter. For a brief period after the combination with Salans and before we moved to our wonderful new office near Belorusskaya station, I walked through Red Square every morning and evening on the way to/from work. I have had the privilege of seeing it from inside the Historical Museum looking out through the massive doorway that frames St. Basil’s as you look out. I have experienced the military tattoo in Red Square, with bands from armies from all over the world marching. The tattoo ends with Tchaikovsky’s 1812 overture and bells and canons of the Kremlin chiming and booming. It’s quite a spectacle!

  • Interview: Irina Novikova, Head of Legal Russia & Ukraine at Groupon

    Interview: Irina Novikova, Head of Legal Russia & Ukraine at Groupon

    Irina Novikova is the Head of Legal of Groupon responsible for the Russian and Ukrainian markets. After graduating from the Law Faculty in St. Petersburg, she first worked in the securities market – a field that she describes as being “very trendy in the country at the time.” She then proceeded to work in a number of industries leading up to her joining what she describes as the fascinating world of a young, flexible, fast growing e-commerce company.

    irina-Novikova.jpg

       

    Irina Novikova, Head of Legal Russia & Ukraine, Groupon

     CEELM: You have worked as an in-house counsel almost throughout your entire career. What do you enjoy the most about this side of things? 

    I.N.: Early on in my career, I wanted to work in what I felt was a “real sector” of the economy. I did try working as a freelancer/external counsel but I soon learned that I was an in-house lawyer at heart. The difference in my mind is considerable, primarily resulting from the fact that, as an external counsel, you have to deal with specific problems that are passed on to you by the client. In contrast, working in-house allows you to focus a lot more on prevention. I am very big on tackling issues proactively before they get a chance to impact an organization. 

    It is also great to be able to interact with the other business functions of a company. You encounter considerably different mindsets and different angles/perspectives of looking at things. Working as an external lawyer will rarely allow you to look at the world around you without your “legal glasses” on. 

    Last, but definitely not least, you get to feel close to the business. You feel like you are a part of something great that creates value around it.

     CEELM: What does a typical day look like for you as the Head of Legal of an e-commerce business in Russia? What takes up the most of your time in the office?

    I.N.: The first thing I do in the morning is address my inbox. Our company is quite widespread geographically, meaning I tend to have a full inbox by the time I get into the office. Based on that I plan and prioritize my day – both for me and for the rest of my team. Of course, there are also quite a few of regular administrative tasks – primarily basic housekeeping – that need addressing and I try to get those out of the way as quickly as possible. These can be anything really from signing off on time sheets to basic reporting for the global legal teams. After lunch I tend to look back at my day to make sure there isn’t anything particularly important or urgent that I let slip through. 

    In terms of actual work carried out, I tend to be very hands-on with my team. All the lawyers on our team are involved in reviewing contracts regularly or attending courts as needed though, naturally, I tend to tackle the bigger or more strategic aspects.

     CEELM: How is your in-house team designed? Do you specialize your individual lawyers on specific areas or are they all generalists?

    I.N.: We have a fairly small team – there are three legal team members on site. I see it as a trend to shrink the size of in-house teams. I would say we are all generalists. We use a group e-mail address where we receive requests for support regularly and, based on the morning exercise that I mentioned, we coordinate on who will take over what issues/requests. 

     CEELM: You mentioned you believe there is a growing trend to shrink the size of legal teams. What do you believe drives this? Is it because of budgeting considerations?

    I.N.: I do think that part of it is the economic reality, indeed, the economic climate is rather challenging at the moment, both in Russia and globally. But I think it is more a matter of efficiency than anything else. Technology for example, has greatly increased the work capacity of smaller teams than it was feasible to provide in the past. For example, based on input from our US headquarters, we have switched to electronic signatures of documents. One year into using this feature we have found that it greatly reduces the workload on legal teams – despite the slightly increased risk resulting from the fact that the Russian market is still very big on having a paper trail. Even having pre-reviewed templates for contracts built into our systems which our sales force can simply use helps a lot as it means a lot less time spent on contract review. We then really only need to spend time on complex and non-standard deals – which are relatively few in a company such as Groupon.  

     CEELM: As a lawyer, what best practices have you developed for communicating effectively with your colleagues from other business functions (IT engineers, finance teams, etc)?

    I.N.: Over the years I realized that face-to-face communication is critical. It helps you convey your logic, not just the request, if you take the time to talk to stakeholders directly. It lets you explain your train of thought that allows you to position yourself as someone focused on solutions rather than risk breaks.

    The biggest challenge for a graduate fresh out of university is also his/her  zeal in taking risks. A lawyer needs to learn quick that there is no business without any risk whatsoever and, if all you do as an in-house lawyer is to try to push that into other business functions, you cannot built a relationship where you are seen as in the “same boat”, meaning you lose internal impact whenever there is something important you need to push through.  

     CEELM: What are the main legal aspects that an e-commerce business needs to handle on a regular basis in Russia?

    I.N.: As is usual with new industries, the main issues always revolve around blanks in legislation or too many grey areas. As an in-house lawyer in such an industry, you end up having to navigate using principles, or the spirit of law, rather than the letter of law because the letter is simply not there yet.

     CEELM: If you need to outsource legal work, what criteria do you use in choosing your external counsel?

    I.N.: For me it is very important that we understand each other in the sense in which I am very demanding with regards to my external counsel. If I feel at any point that an external counsel is acting superficially and not taking the time to provide sophisticated advice, it is very unlikely that I will work with such outside counsel in the future. 

    The second is a commercial consideration. In a world where no one pays for billing hours anymore, I expect an external counsel to be as open and predictable in terms of the fees we can expect as reasonably possible. Of course, aspects will come up that will bump up the price tag from the original estimates, but we need those to be communicated in due time, and explained, not surprised by them when we receive the invoice.

     CEELM: Looking back at your career, what are you most proud of? On the flip side, if you had to point to one regret, what would it be?

    I.N.: I think every lawyer has his moments or deals that they look back to with pride and I do think that happens to lawyers more than in most professions. For me, one particular project that I worked on I felt pushed my professional limits, and I take pride in having managed it successfully. It was a squeeze-out of minority shareholders that resulted from a privatization deal. When it was privatized, shares of a plant went to a lot of its workers, meaning that, when the majority shareholder wanted to acquire the full company, over 200 deals had to be made. That took a lot of coordination, negotiations, and paper work and I pride myself on having spearheaded it. 

    If I had to point to one regret, I would probably skip coming back to the industries that I feel I have exhausted professionally. I am very happy working in e-commerce and I find it truly interesting and I regret not having moved into the sector earlier. 

  • Interview: Irina Novikova, Head of Legal Russia & Ukraine at Groupon

    Interview: Irina Novikova, Head of Legal Russia & Ukraine at Groupon

    Irina Novikova is the Head of Legal of Groupon responsible for the Russian and Ukrainian markets. After graduating from the Law Faculty in St. Petersburg, she first worked in the securities market – a field that she describes as being “very trendy in the country at the time.” She then proceeded to work in a number of industries leading up to her joining what she describes as the fascinating world of a young, flexible, fast growing e-commerce company.

    irina-Novikova.jpg

       

    Irina Novikova, Head of Legal Russia & Ukraine, Groupon

     CEELM: You have worked as an in-house counsel almost throughout your entire career. What do you enjoy the most about this side of things? 

    I.N.: Early on in my career, I wanted to work in what I felt was a “real sector” of the economy. I did try working as a freelancer/external counsel but I soon learned that I was an in-house lawyer at heart. The difference in my mind is considerable, primarily resulting from the fact that, as an external counsel, you have to deal with specific problems that are passed on to you by the client. In contrast, working in-house allows you to focus a lot more on prevention. I am very big on tackling issues proactively before they get a chance to impact an organization. 

    It is also great to be able to interact with the other business functions of a company. You encounter considerably different mindsets and different angles/perspectives of looking at things. Working as an external lawyer will rarely allow you to look at the world around you without your “legal glasses” on. 

    Last, but definitely not least, you get to feel close to the business. You feel like you are a part of something great that creates value around it.

     CEELM: What does a typical day look like for you as the Head of Legal of an e-commerce business in Russia? What takes up the most of your time in the office?

    I.N.: The first thing I do in the morning is address my inbox. Our company is quite widespread geographically, meaning I tend to have a full inbox by the time I get into the office. Based on that I plan and prioritize my day – both for me and for the rest of my team. Of course, there are also quite a few of regular administrative tasks – primarily basic housekeeping – that need addressing and I try to get those out of the way as quickly as possible. These can be anything really from signing off on time sheets to basic reporting for the global legal teams. After lunch I tend to look back at my day to make sure there isn’t anything particularly important or urgent that I let slip through. 

    In terms of actual work carried out, I tend to be very hands-on with my team. All the lawyers on our team are involved in reviewing contracts regularly or attending courts as needed though, naturally, I tend to tackle the bigger or more strategic aspects.

     CEELM: How is your in-house team designed? Do you specialize your individual lawyers on specific areas or are they all generalists?

    I.N.: We have a fairly small team – there are three legal team members on site. I see it as a trend to shrink the size of in-house teams. I would say we are all generalists. We use a group e-mail address where we receive requests for support regularly and, based on the morning exercise that I mentioned, we coordinate on who will take over what issues/requests. 

     CEELM: You mentioned you believe there is a growing trend to shrink the size of legal teams. What do you believe drives this? Is it because of budgeting considerations?

    I.N.: I do think that part of it is the economic reality, indeed, the economic climate is rather challenging at the moment, both in Russia and globally. But I think it is more a matter of efficiency than anything else. Technology for example, has greatly increased the work capacity of smaller teams than it was feasible to provide in the past. For example, based on input from our US headquarters, we have switched to electronic signatures of documents. One year into using this feature we have found that it greatly reduces the workload on legal teams – despite the slightly increased risk resulting from the fact that the Russian market is still very big on having a paper trail. Even having pre-reviewed templates for contracts built into our systems which our sales force can simply use helps a lot as it means a lot less time spent on contract review. We then really only need to spend time on complex and non-standard deals – which are relatively few in a company such as Groupon.  

     CEELM: As a lawyer, what best practices have you developed for communicating effectively with your colleagues from other business functions (IT engineers, finance teams, etc)?

    I.N.: Over the years I realized that face-to-face communication is critical. It helps you convey your logic, not just the request, if you take the time to talk to stakeholders directly. It lets you explain your train of thought that allows you to position yourself as someone focused on solutions rather than risk breaks.

    The biggest challenge for a graduate fresh out of university is also his/her  zeal in taking risks. A lawyer needs to learn quick that there is no business without any risk whatsoever and, if all you do as an in-house lawyer is to try to push that into other business functions, you cannot built a relationship where you are seen as in the “same boat”, meaning you lose internal impact whenever there is something important you need to push through.  

     CEELM: What are the main legal aspects that an e-commerce business needs to handle on a regular basis in Russia?

    I.N.: As is usual with new industries, the main issues always revolve around blanks in legislation or too many grey areas. As an in-house lawyer in such an industry, you end up having to navigate using principles, or the spirit of law, rather than the letter of law because the letter is simply not there yet.

     CEELM: If you need to outsource legal work, what criteria do you use in choosing your external counsel?

    I.N.: For me it is very important that we understand each other in the sense in which I am very demanding with regards to my external counsel. If I feel at any point that an external counsel is acting superficially and not taking the time to provide sophisticated advice, it is very unlikely that I will work with such outside counsel in the future. 

    The second is a commercial consideration. In a world where no one pays for billing hours anymore, I expect an external counsel to be as open and predictable in terms of the fees we can expect as reasonably possible. Of course, aspects will come up that will bump up the price tag from the original estimates, but we need those to be communicated in due time, and explained, not surprised by them when we receive the invoice.

     CEELM: Looking back at your career, what are you most proud of? On the flip side, if you had to point to one regret, what would it be?

    I.N.: I think every lawyer has his moments or deals that they look back to with pride and I do think that happens to lawyers more than in most professions. For me, one particular project that I worked on I felt pushed my professional limits, and I take pride in having managed it successfully. It was a squeeze-out of minority shareholders that resulted from a privatization deal. When it was privatized, shares of a plant went to a lot of its workers, meaning that, when the majority shareholder wanted to acquire the full company, over 200 deals had to be made. That took a lot of coordination, negotiations, and paper work and I pride myself on having spearheaded it. 

    If I had to point to one regret, I would probably skip coming back to the industries that I feel I have exhausted professionally. I am very happy working in e-commerce and I find it truly interesting and I regret not having moved into the sector earlier. 

  • Interview: Ilshat Timeryanov, Chief Legal Advisor, Iraq at Lukoil

    Interview: Ilshat Timeryanov, Chief Legal Advisor, Iraq at Lukoil

    Originally from Western Siberia, Ilshat Timeryanov graduated from Saint-Petersburg University in 2002. His career started with the TNK-BP division in Siberia, where he spent 3 years as a junior lawyer. In 2005 he joined Schlumberger as a regional legal counsel. In 2008 he was invited to join Gazprom as its International Head of Legal. During his time with Gazprom he travelled within Europe, Africa, and Latin America, negotiating petroleum agreements with national oil companies and governments, while managing his international legal team. In 2011 he joined GE as a Senior Counsel for Russia & CIS and a year later returned to the oil and gas sector. He joined Lukoil as a Chief Legal Counsel in Dubai, where he managed projects throughout the Middle East. His management of the West Qurna 2 progject brought Timeryanov to Iraq, where he has been living and working for a little over one year.

    Ilshat Timeryanov

       

    Ilshat Timeryanov, Chief Legal Advisor, Iraq at Lukoil

     CEELM: You have been working as an in-house counsel for over 12 years now in TNK-BP, Schlumberger, Gazprom, GE, and Lukoil. What would you highlight as the main differences between this and working as an external counsel?

    I.T.: I believe the main difference is related to the specific, in-depth knowledge that you gain not just about the legal aspects of the specific industry but about the business itself: its operations, the technology involved, the processes from extraction to refining and transportation, the people and main players in the industry both within a specific country and worldwide. As an external counsel you tend to work on a specific issue with a fixed, clear goal. I do enjoy working in-house a lot but, in all fairness, I do not really have any experience working as an external counsel. 

     CEELM: You have spent your whole career working in the oil and gas and energy sector – what do you find most exciting in this industry?

    I.T.: I think that the energy sector is a leader in many ways. Especially in Russia, Oil, Gas, and Energy represent some of the most important sectors and I think that some of the most interesting legal work revolves around them as well. 

    The other aspect that I like about it is the mobility it presents. You get the opportunity to participate in main local and international projects, discover other markets, countries, cultures, and people much more often than in most industries. 

     CEELM: Indeed, you have quite an international career, having worked in Russia, the Netherlands, UAE, and now in Iraq, to name a few. From your experience, in which of these markets is the life of a lawyer most difficult and why?

    I.T.: [laughs] It is probably not a surprise that the top of that list is held by Iraq. It is a very complicated and difficult market and there are a few specific reasons for this. Firstly, we are talking about “New Iraq” – after Saddam Hussein. At the moment, there is little, if any, stable legislation or general principles of business in place in the country. This ambiguity is very difficult to handle for a lawyer but it does present an incredibly interesting opportunity to be involved in shaping all of it as it is being built. 

    I would say that Iraq has a fascinating culture. People have a good moral standard that make it easier to build bridges for communication. They want to grow, to cooperate with foreigners, and, the country is  open for international exchanges. It is a very interesting period in the country at the moment and I am excited to be a part of it. 

    west-qurma.jpg

       

    Block 10 and the West Qurna-2 megaproject (Source: lukoil-overseas.com)

     CEELM: Having worked in so many places around the world, what did you “borrow” from other cultures?

    I.T.: Working out of Russia has taught me that the world tends to be different outside of it – which is really hard to grasp while stuck in one country. I felt first hand the fact that there are no two countries in the world that are the same but I also learned that, fundamentally, people do share pretty much the same objectives: to be happy, to continue to grow, and to leave peaceful lives. Naturally, I did grow professionally immensely throughout my experiences as well, but at the end of the day, it is this understanding of multiple cultures that I believe was key for me. 

     CEELM: You have moved with Lukoil from UAE to Iraq to provide Legal and Compliance support for the West Qurna 2 Project in Iraq. What type of work does that entail specifically for you?

    I.T.: This is one of the biggest ongoing petroleum projects in the world. And it is not just about drilling and extracting oil. It represents a huge investment to the country – with Lukoil committing itself to spending USD 25 billion by 2025, after having already invested USD 4 billion to date.  

    As I mentioned, it involves a lot of aspects from building up an infrastructure in the country, building processing facilities, pipelines, water intake facilities, training centers, living spaces for employees, developing training programs for local personnel. Simply put, it represents an integrated green field project where the end goal is not just to extract oil, but to build a whole new petroleum industry in the country from the ground up. 

    The nature of Iraq does complicate things considerably. It is a rather unsafe work environment and we need to look out for a team of over 1000 people, both Russian expats and local workers. Safety considerations end up taking a lot of coordination – and time and resources – with simple meetings with custom officials, for example, requiring that we put on body armor and travel in armored vehicles on designated routes accompanied by bodyguards.  

    There are also a lot of legal and compliance issues that need addressing. This is made particularly difficult because, as I mentioned, there is no real system of legislation in place. There are considerable sources that need to be considered from local regulations or official orders/letters, sharia law in some parts, central government regulations, and so on. 

    Working with locals is also a dimension that takes up a lot of time. There are communities who have lived historically in some parts of the huge contract area and they need to be communicated with, and we need to reach agreements with them and compensate them accordingly. Building consensus with them takes a lot of communication and negotiations and this is particularly important because failing to do so can stop our operations all together at any point. 

     CEELM: Why was it preferable for the company to have you move there as a Russian lawyer rather than hiring a local legal advisor?

    I.T.: There are two broad reasons. The first is that Lukoil, like any other global company, prefers to have its own people in a top positions – someone who knows its policies and internal workings well and whose track record can be tracked. 

    The second aspect is related to the local legal market in Iraq, which, much like the rest of the country, is at its early stages. There are very few legal professionals on the ground able to work in a big international company at a very senior level. Many of them need to improve their English language skills and even fewer are familiar with international law principles for the same reason. We are, of course, in the process of hiring local lawyers because we do need their local expertise and legal knowledge. 

     CEELM: On a lighter note, what is your fondest memory of each of the countries in which you worked so far? 

    I.T.: African countries, although I know better than to overgeneralize between them, I remember fondly because of their people. Libya, Algeria, Nigeria, Namibia, in all of these markets I met lovely, kind people who had a very rich and interesting culture. The natural scenery as well from some of these countries is also breathtaking.  

    The Netherlands has a fascinating history which I enjoyed discovering while on the ground but the main reason I will always remember the country is because I rediscovered the joy of riding a bike there. Really, I would advise anyone visiting Amsterdam to discover it by biking rather than walking or any other means of transportation. 

    Dubai, looking back at it, feels like a holiday. Everything there seems to be built to make it as comfortable as possible – really, good living and safe. Iraq…[laughs]..radically opposite but I enjoy the people, culture and my work there. 

  • Interview: Ilshat Timeryanov, Chief Legal Advisor, Iraq at Lukoil

    Interview: Ilshat Timeryanov, Chief Legal Advisor, Iraq at Lukoil

    Originally from Western Siberia, Ilshat Timeryanov graduated from Saint-Petersburg University in 2002. His career started with the TNK-BP division in Siberia, where he spent 3 years as a junior lawyer. In 2005 he joined Schlumberger as a regional legal counsel. In 2008 he was invited to join Gazprom as its International Head of Legal. During his time with Gazprom he travelled within Europe, Africa, and Latin America, negotiating petroleum agreements with national oil companies and governments, while managing his international legal team. In 2011 he joined GE as a Senior Counsel for Russia & CIS and a year later returned to the oil and gas sector. He joined Lukoil as a Chief Legal Counsel in Dubai, where he managed projects throughout the Middle East. His management of the West Qurna 2 progject brought Timeryanov to Iraq, where he has been living and working for a little over one year.

    Ilshat Timeryanov

       

    Ilshat Timeryanov, Chief Legal Advisor, Iraq at Lukoil

     CEELM: You have been working as an in-house counsel for over 12 years now in TNK-BP, Schlumberger, Gazprom, GE, and Lukoil. What would you highlight as the main differences between this and working as an external counsel?

    I.T.: I believe the main difference is related to the specific, in-depth knowledge that you gain not just about the legal aspects of the specific industry but about the business itself: its operations, the technology involved, the processes from extraction to refining and transportation, the people and main players in the industry both within a specific country and worldwide. As an external counsel you tend to work on a specific issue with a fixed, clear goal. I do enjoy working in-house a lot but, in all fairness, I do not really have any experience working as an external counsel. 

     CEELM: You have spent your whole career working in the oil and gas and energy sector – what do you find most exciting in this industry?

    I.T.: I think that the energy sector is a leader in many ways. Especially in Russia, Oil, Gas, and Energy represent some of the most important sectors and I think that some of the most interesting legal work revolves around them as well. 

    The other aspect that I like about it is the mobility it presents. You get the opportunity to participate in main local and international projects, discover other markets, countries, cultures, and people much more often than in most industries. 

     CEELM: Indeed, you have quite an international career, having worked in Russia, the Netherlands, UAE, and now in Iraq, to name a few. From your experience, in which of these markets is the life of a lawyer most difficult and why?

    I.T.: [laughs] It is probably not a surprise that the top of that list is held by Iraq. It is a very complicated and difficult market and there are a few specific reasons for this. Firstly, we are talking about “New Iraq” – after Saddam Hussein. At the moment, there is little, if any, stable legislation or general principles of business in place in the country. This ambiguity is very difficult to handle for a lawyer but it does present an incredibly interesting opportunity to be involved in shaping all of it as it is being built. 

    I would say that Iraq has a fascinating culture. People have a good moral standard that make it easier to build bridges for communication. They want to grow, to cooperate with foreigners, and, the country is  open for international exchanges. It is a very interesting period in the country at the moment and I am excited to be a part of it. 

    west-qurma.jpg

       

    Block 10 and the West Qurna-2 megaproject (Source: lukoil-overseas.com)

     CEELM: Having worked in so many places around the world, what did you “borrow” from other cultures?

    I.T.: Working out of Russia has taught me that the world tends to be different outside of it – which is really hard to grasp while stuck in one country. I felt first hand the fact that there are no two countries in the world that are the same but I also learned that, fundamentally, people do share pretty much the same objectives: to be happy, to continue to grow, and to leave peaceful lives. Naturally, I did grow professionally immensely throughout my experiences as well, but at the end of the day, it is this understanding of multiple cultures that I believe was key for me. 

     CEELM: You have moved with Lukoil from UAE to Iraq to provide Legal and Compliance support for the West Qurna 2 Project in Iraq. What type of work does that entail specifically for you?

    I.T.: This is one of the biggest ongoing petroleum projects in the world. And it is not just about drilling and extracting oil. It represents a huge investment to the country – with Lukoil committing itself to spending USD 25 billion by 2025, after having already invested USD 4 billion to date.  

    As I mentioned, it involves a lot of aspects from building up an infrastructure in the country, building processing facilities, pipelines, water intake facilities, training centers, living spaces for employees, developing training programs for local personnel. Simply put, it represents an integrated green field project where the end goal is not just to extract oil, but to build a whole new petroleum industry in the country from the ground up. 

    The nature of Iraq does complicate things considerably. It is a rather unsafe work environment and we need to look out for a team of over 1000 people, both Russian expats and local workers. Safety considerations end up taking a lot of coordination – and time and resources – with simple meetings with custom officials, for example, requiring that we put on body armor and travel in armored vehicles on designated routes accompanied by bodyguards.  

    There are also a lot of legal and compliance issues that need addressing. This is made particularly difficult because, as I mentioned, there is no real system of legislation in place. There are considerable sources that need to be considered from local regulations or official orders/letters, sharia law in some parts, central government regulations, and so on. 

    Working with locals is also a dimension that takes up a lot of time. There are communities who have lived historically in some parts of the huge contract area and they need to be communicated with, and we need to reach agreements with them and compensate them accordingly. Building consensus with them takes a lot of communication and negotiations and this is particularly important because failing to do so can stop our operations all together at any point. 

     CEELM: Why was it preferable for the company to have you move there as a Russian lawyer rather than hiring a local legal advisor?

    I.T.: There are two broad reasons. The first is that Lukoil, like any other global company, prefers to have its own people in a top positions – someone who knows its policies and internal workings well and whose track record can be tracked. 

    The second aspect is related to the local legal market in Iraq, which, much like the rest of the country, is at its early stages. There are very few legal professionals on the ground able to work in a big international company at a very senior level. Many of them need to improve their English language skills and even fewer are familiar with international law principles for the same reason. We are, of course, in the process of hiring local lawyers because we do need their local expertise and legal knowledge. 

     CEELM: On a lighter note, what is your fondest memory of each of the countries in which you worked so far? 

    I.T.: African countries, although I know better than to overgeneralize between them, I remember fondly because of their people. Libya, Algeria, Nigeria, Namibia, in all of these markets I met lovely, kind people who had a very rich and interesting culture. The natural scenery as well from some of these countries is also breathtaking.  

    The Netherlands has a fascinating history which I enjoyed discovering while on the ground but the main reason I will always remember the country is because I rediscovered the joy of riding a bike there. Really, I would advise anyone visiting Amsterdam to discover it by biking rather than walking or any other means of transportation. 

    Dubai, looking back at it, feels like a holiday. Everything there seems to be built to make it as comfortable as possible – really, good living and safe. Iraq…[laughs]..radically opposite but I enjoy the people, culture and my work there. 

  • Roots in Revolution: Miller Canfield in Poland

    Roots in Revolution: Miller Canfield in Poland

    The first international law firm to open an office in Poland – one of the first to open an office in any Eastern European country – had headquarters not in New York or Chicago, nor in the closer European capitals of London, Vienna, or Paris. Instead, the first international law firm to open an office in Poland was based at 150 West Jefferson in downtown … Detroit.

    And the story of how and why that Detroit firm’s first office outside Michigan was in Poland, some 4300 miles away, is ultimately a story of two people, and a shared commitment to a fledgling republic.

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    Richard A. Walawender, Principal and Corporate Group Leader, Miller Canfield

    The decision to open a law office in a foreign country is not ever a purely economic analysis – it inevitably involves personalities, history, personal enthusiasms, connections, client base, and more. Miller Canfield’s offices in Poland can be traced to d: all of the above. 

    In fact, Miller Canfield’s reach into Poland can be traced primarily to the passion and commitment of one young American lawyer. 

    Richard Walawender’s Polish parents emigrated to the United States after being deported to Siberia during WWII. Walawender studied Political Science and Russian/Eastern European Studies at the University of Michigan, and he followed the news of the Lech Walensa-led Solidarity uprisings in Poland closely. The call to action was irresistible: “So in 1981 I went over there and enrolled in the Jagiellonian University in Krakow, spent a summer and semester there, but … you know, my real motive at that time was to support and join the movement and help out the revolution. I studied during the week, and would hop on a train every Thursday night or Friday morning and go to where the strikes were taking place and the factories were being taken over. And then in the late summer of 1981, when I had a little more free time, I went to Gdansk and volunteered my services with Solidarity’s press office. Literally, every weekend was spent at some sit-in or factory strike. It was pretty intense.”

    Walawender returned to the University of Michigan in the fall of 1981, only a few months before martial law was declared in Poland. As President of the university’s Polish Club, he collaborated with other Polish student groups in Poland and Western Europe in what he describes as “an informal student Solidarity underground support network.” After completing his undergraduate education and then obtaining his law degree – also at the University of Michigan – he joined Miller Canfield’s Public Finance practice in Detroit. 

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    Michael McGee, CEO, Miller Canfield

    In July of 1989, shortly after the first free Polish elections, Jerzy Milewski, the new Ambassador at Large, then traveling extensively to rally support for the new government, contacted Walawender for help in starting a bank and in helping find other mechanisms to finance the government’s plans for change. Walawender says, simply, “so we described for them how the Polish bond program could raise money for the new government … and they said ‘ok, can you get on a plane?’ So we did.”

    The immediate success of the bank and bond projects caught the attention of other investors. Walawender says that “after we did that, after we worked on the bank project and so on, it got quite a bit of publicity in the Detroit area, and as companies started realizing that the Solidarity government was there to stay, they called us up, and we set up an office in Gdansk, with Wojciech Babicki – he was Solidarity’s lawyer – sort of across the street from his office. We didn’t even have a phone line, I remember, so he had to use the phone in his house.”

    Miller Canfield CEO Michael McGee laughs at Walawender’s use of “we” to describe the firm’s start in Poland. He says of Walawender that, “Rick wasn’t just personally involved; he did it. As a second-year associate.”

    When asked why he was entrusted with such authority and autonomy at such a young age, Walewander – now a partner himself – laughs “I don’t know!” But McGee is less uncertain. “Rick has always been a person who projects a lot of confidence, and the truth is that he was a star associate, he was a person that the firm was happy to have, is and was regarded as a really smart guy. His work was very highly regarded, so that when Rick Walewander brought this forward, I think the partners at the time said, ‘you know, this kid’s pretty smart, why don’t we see where this goes?’” 

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    Wojciech Babicki, Principal and Polish Managing Partnr, Miller Canfield

    And McGee’s pride in the result is obvious. “I don’t know that it’s possible to know who might have been the first foreign consultants to be formally engaged by the new Republic of Poland with the task of assisting the new government, but it’s fair to say we were among the first, because this all happened so quickly. To some extent Solidarity coming to power was quite unexpected, even within Solidarity, so all of a sudden ‘they have to run a country??!’ It’s not as if there had been a great deal of advance planning in terms of having people thinking about a transition. That’s one point of pride that we have institutionally, is that there certainly weren’t many – very many at all – who were asked by the Poles to help before we were, and we were flattered and still are flattered to have been asked so quickly.”

    Of course, international firms need to connect and cooperate with strong, connected, and competent lawyers on the ground. For Miller Canfield, Wojciech Babicki was the obvious choice. 

    Babicki, like Walawender, had been drawn to Solidarity’s call. He recalls that, “I just wanted to do something. I wasn’t a freedom fighter, but I wanted to do something, because it was a great time in Poland.” At the time Babicki was working for the Solidarity Fund and the Solidarity Foundation, and was one of the team of lawyers on Lech Walensa’s Presidential campaign (“the first one – the one he won,” he laughs). He recalls seeing the Solidarity Fund and Solidarity Foundation flooded with new proposals – “some of them to- tally crazy, some of them very interesting, some of them simply stupid” – but the sug- gestion that the new government set up a bank resonated. Eventually David Chase, a Polish Jew who left Poland for Connecticut after WWI, agreed to invest, and in July 1991 the Solidarnosc Chase D.T. Bank (named with Chase’s first and middle initials after Chase Manhattan objected to the version without them) was established in Gdansk – in the building which had until recently been occupied by the provincial headquarters of the Communist party. “And that’s how we met,” Babicki recalls, “because David Chase hired Miller Can-field to do this deal for him in Poland, and that’s how I met Rick and that’s how I first heard about Miller Canfield of Michigan, and after the deal was done, my current partners called me and said ‘look, maybe we can do something together in Poland.’”

    Babicki smiles at the memory of the early days. “In the very beginning I tried to practice normal law – in terms of going to the courts, like any Polish lawyer – and tried to work on Miller Canfield projects which were not at the time very huge. I did everything from home, and I just bought a fax machine, and that’s how it started.”

    Summer 1990. Jerzy Kobylinski (President of the Solidarity Fund) and Wojciech Babinski standing next to the the US Constitution.

       

    Summer 1990. Jerzy Kobylinski (President of the Solidarity Fund) and Wojciech Babinski standing next to the the US Constitution.

    Miller Canfield today has 17 offices in five countries, and the firm remains known for its strong public finance practice and a long history with both lenders and manufacturers, including – unsurprisingly for a firm based in Motown – with the automotive industry. The firm’s Poland presence has grown over time as well, of course, and Miller Canfield now has over 40 lawyers in three offices in the country: the headquarters in Gdinia (where Babicki sits), one in Wroclaw, and the largest in Warsaw. 

    And despite the firm’s beginnings in Poland as an offshoot of Walewander’s commitment to the Solidarity movement and to helping the new government off the ground, McGee laughs that the firm has “absolutely” been profitable in the country. “We did not open offices for the sake of opening offices. The offices and the attorneys are successful and profitable on account of the work we are asked to do by our clients. The clients come first; they drive what we do.”

    Undoubtedly. Nonetheless, it’s difficult to see the profit motive as the only consideration. And everything taken together, as law firm expansion stories go, Miller Canfield’s is a pretty good one.

    All 1990 photos courtesy of Wojciech Babinski.

  • Moving In, Moving On: Natalie Petrushevskaya Enters and Emre Derman Departs From Non-Lawyer Positions in Turkey

    Moving In, Moving On: Natalie Petrushevskaya Enters and Emre Derman Departs From Non-Lawyer Positions in Turkey

    Experienced lawyers sometimes take non-lawyer Country Manager positions, where the challenges, responsibility, and autonomy may be greater. Natalie Petrushevskaya and Emre Derman have been Country Managers of multi-nationals in Turkey. But while Petrushevskaya’s adventure is just beginning, Derman’s has come to an end.

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    Natalie Petrushevskaya, Turkish Country Manager, Eriell Group

    In May 2014, Russian native and lawyer Natalie Petrushevskaya became Turkish Country Manager at the Eriell Group, a Russian-based manufacturer of oil drilling equipment. But Petrushevskaya has lived and worked in Turkey since 2006, when her Russian employer, the Mosmetrostoy construction company – having won the tender to build the Melen hydraulic tunnel under the Bosporus Strait – asked her to move to Turkey (“without even an office, without anything!”, Petrushevskaya laughs). When the project ended and it was time to go back to Russia, Petrushevskaya recalls, “I said no, I’m staying.”  

    She joined Tekfen in Istanbul, and for several years she advised the company on its taxation and property ownership issues in Kazakhstan, Turkmenistan, Turkey, and Russia. In 2010 Petrushevskaya started in private practice with the Gur Law Firm, where she helped the Istanbul-based firm open its Moscow office and expand its Russian client base. Two years later she joined the Akinci arbitration boutique. And in January of 2014, having grown dissatisfied at Akinci, she joined Bezen & Partners.

    Shortly thereafter Eriell, a Bezen client, asked her to come on board as Country Manager, and she leapt at the opportunity.

    Petrushevskaya says that Eriell had been searching for someone like her – Russian, multi-lingual, and familiar with the Turkish legal system – for some time. She explains that “for Russian lawyers it’s always difficult to understand the way the system works in Turkey. They need someone who can really explain it from the perspective of a Russian, you know? Everything’s super slow here in Turkey, and quite different, and sometimes it doesn’t speak to a Russian lawyer mind, so you need to explain it.”

    Petrushevskaya’s home remains in Istanbul, but she spends most of her time in Konya, where she oversees the production and sale of the company’s Turkey-produced oil & gas drilling equipment and manages some 100 employees. She laughs that the nature of the industry makes for some unique challenges: “There are only two ladies working with the company in Konya. Me … and one working in the kitchen. That’s it.” 

    Strength of character, at least, should not be an issue. Petrushevskaya admits to having driven a junior lawyer to tears at a previous position, but that same fierceness should work to her advantage with Eriell. She says that “In Konya if you don’t supervise everything is so slow. It’s amazing. You have to be there physically and push and push and push, otherwise it won’t work. That’s why I feel comfortable there, because that’s who I am.”

    The company has no in-house legal team in Turkey, and part of Petrushevskaya’s job is to select external law firms – most of the company’s work is divided between Bogazici Avukatlik Burosu and Bezen & Partners in Istanbul and the Turkmenoglu Hukuk Burosu in Konya – and supervise their work. She’s still adapting to the non-legal aspect of the role, however. “I feel different, to be honest with you. I feel different, but I like my new position, because it’s more challenging. Of course there are more responsibilities now, but it’s more interesting. I can use a lot of my knowledge, because after practicing here for 7-8 years, and knowing commercial law and the way Turkish people work, for me it’s easier now to lead the company through the Turkish ways of working.”

    ——–

    Emre Derman

       

    Emre Derman, Former Managing Director and Senior Country Manager, JP Morgan 

    On May 29, Erme Derman, the Managing Director and Senior Country Manager at JP Morgan in Turkey, sent out a short email to his contacts. The email, titled “Change is Good”, stated simply that: “Tomorrow is my last day at JP Morgan. It has been a great 3 years and I am grateful for your support and custom. It’s time for me to seek other challenges.” 

    Derman’s departure from JP Morgan follows several years after a similar departure from White & Case, which he led in Istanbul for almost a decade. When he left that firm in 2008, Derman recalls, he felt slightly stifled in the law firm world. “As much as I enjoyed being a manager in a law firm, law firms are very horizontal structures, and do not easily lend themselves to active management. It was more about practicing, doing the business, as opposed to doing the administrative side. And I had a passion for the administrative side, I felt that I was good at it, so I was seeking some sort of a management role.” 

    Of course, he doesn’t deny that JP Morgan’s appeal lies beyond the purely practical. “When the role at JP Morgan came up, obviously there were a couple of other things. JP Morgan is a very prestigious name. The position itself was very prestigious. I was looking forward to perhaps proving to myself, and to others, that I was not just a lawyer, I was someone that could do a bit more than that, if given the opportunity.”

    Mission accomplished. Derman explains that, as Senior Country Officer, “the job was essentially to be the face of the bank vis-a-vis regulator and clients and to act as the interface between the head office in London and the bankers on the ground.” Derman oversaw a staff of 60 and business lines that included investment banking, corporate banking, and treasury services. And, though he occasionally used his legal skills and knowledge to help his colleagues (“or at least steer them in the right direction”), Derman emphasizes that “it wasn’t a significant part of my job, actually, and on paper it wasn’t part of my job at all.”

    Nonetheless, Derman ultimately found the particular structure of JP Morgan not completely conducive to his interests. “JP Morgan is a great place, but it’s also a very big place, and because of its size, JP Morgan has, justifiably, a very large bureaucracy. So the role that I took on was more of an ambassadorial and less of an actual management role. So in that respect I didn’t get as much of [the management responsibility] as I wanted. But again, and I am always at pains to stress this, that is no fault of JP Morgan, it’s just the way the bank is, and given the regulatory pressures on the bank and given the size on the bank, I now understand why it is that way, and why it probably has to be that way. But I can say that from that narrow perspective it fell short of what I was trying to do.”

    And, as he was in 2008, Derman is sanguine about departing from one position without having another set. “I like the flexibility associated with putting yourself out and saying, ‘ok, I’m unemployed, I’m enjoying myself, and I’m open to all kinds of discussions, ideas, etc.’,” he explains. “That allows people to approach me without any hesitation and to discuss all kinds of interesting ideas, and one or two of them might be interesting enough for me to put my mind to it and pursue.” 

    So one of Turkey’s best known lawyers is on the market. One assumes he won’t be unemployed for long.