Category: In-house

  • Can Akcaoglu Becomes New CLO at Tupras

    Can Akcaoglu Becomes New CLO at Tupras

    Turkish lawyer Can Akcaoglu has become the new Chief Legal Officer at Tupras, Turkey’s only oil refiner, where he will manage a team of seven people.

    Akcaoglu comes over from Mapfre Genel Sigorta A.S. and Mapfre Genel Yasam Sigorta A.S. insurance companies, where he was Legal Affairs Director and General Secretary of the Board of Directors for the past five years. Before that he worked for four years at the Ozel & Ozel law firm, at the time the Turkish arm of Salans (now Dentons). He also spent two years as a Legal Consultant at Actecon Competition and Regulation Consultancy and another 2 as Legal Consultant at Unitim A.S. He graduated from Istanbul Bilgi University’s Faculty of Law in 2003, and followed that up with an LL.M. from the same school in 2006.  In 2014, he graduated from Harvard E-Learning and Oxford Leadership Academy programs organized under the International Management Development Program.

    Tupras, which operates four refineries with a total annual capacity of 28.1 million tons of crude, has been called the biggest company in Turkey. The company, which also owns a majority stake in the DITAS shipping company and, a 40% ownership of petrol retailer Opet, is a member of Koc Holding, one of the largest companies in Europe, and the only Turkish company to be listed on the Fortune Global 500 list. 

  • Deal 5: Head of Legal at Science Technology Park Belgrade Jelena Stojanovic

    Deal 5: Head of Legal at Science Technology Park Belgrade Jelena Stojanovic

    On July 21, 2016, CEE Legal Matters reported that the Science Technology Park Belgrade (STB Belgrade) had been established in Serbia. We reached out to Jelena Stojanovic, Head of Legal at STB Belgrade, for an insider’s view on the Park and her role.

    CEELM:

    As CEELM reported, the Science and Technology Park Belgrade was founded in partnership by the Government of Serbia, the City of Belgrade, and the University of Belgrade. Can you describe a bit about STP’s corporate structure and its legal team? How big is the legal team, and who does it report to?

    Piotr Witkowski

    J.S.: Science Technology Park Belgrade Ltd was founded in partnership with the Government of the Republic of Serbia (on behalf of the Government and the Ministry of Education, Science and Technology Development), the City of Belgrade, and the University of Belgrade. The Government of the Republic of Serbia is the majority shareholder with 60% of the shares, while the City of Belgrade and the University of Belgrade each hold 20% of shares. Based on the Company Law of the Republic of Serbia (RoS), STP Belgrade has been established as limited liability company, which is a company in which founding members have their shares in the share capital and the liability of members of the company is limited to what they have invested or guaranteed to the company. STP Belgrade has a one-tier management with the Assembly and Director. The STP Belgrade Assembly consists of the appointed representatives of the founders. In the area of internal and external trade, STP Belgrade is represented by the Director independently and without limitations in accordance with the Founding Act and Decisions of the STP Belgrade Assembly. 

    The legal team consists of in-house lawyers/legal associates covering company law, labor law, contract law, and public procurement, as well as external associates covering the intellectual property law and regulations related to the company’s establishment. The legal team is responsible to and reports to the Director of STP Belgrade.

    CEELM:

    Why did you choose Gecic Law as external counsel for the set-up stage?

    J.S.: Based on the Innovation Law of the RoS, Science Technology Park offers infrastructure and business support services to all STP members. Taking into consideration that the mutual rights and obligations of the member and STP are regulated through an agreement, STP Belgrade needed legal assistance in developing these rights and obligations based on the best international practice. Therefore, we chose the Gecic Law Office based on their experience and reputation in setting up similar institutions. In addition, since STP Belgrade is the first science technology park in Serbia [designed] to connect businesses and science in developing new technologies and commercializing innovation, we needed an innovative approach in establishing the institution and developing the relationship with STP members. The Gecic Law Office was very open in establishing new legal practices in cooperation with our legal team and developed a set of documents, including an agreement on the provision of infrastructure and professional services, specific conditions, a list of infrastructure and business support services, a pricelist, evaluation criteria, house rules, etc. We are extremely satisfied with our cooperation with the Gecic Law Office.

    CEELM:

    Gecic Law reported that it “assisted the park with various legal matters in the process of taking over the management of the science park.” Can you elaborate on what specifically those matters were?

    J.S.: STP Belgrade was appointed to overtake the management of the Science Technology Park from the temporary management of the Project Implementation Unit that was in charge for the construction of the complex of buildings, based on Government Conclusion 05, no. 022-3124/2015, from March 26, 2015. In that process questions of legal regulation of the company and obligations that STP Belgrade had to undertake based on the law appeared and in that respect STP Belgrade needed legal support from the Gecic Law Office. 

    CEELM:

    What is your personal background? When did you become the General Counsel of STP, and why did you accept the position?

    J.S.: I started to work at STP Belgrade few months after the legal establishment of the company, and what motivated me most to join the STP Belgrade team is the fact that this is the first science technology park in Serbia developing a set of services based on the best practice examples. In addition, the innovation and high tech development sectors in Serbia are not regulated extensively, which I see as the opportunity to set up new legal practices by working in this kind of institution.  I have extensive experience in law office  and commercial law,  and I believe that this position will provide me with additional knowledge and experience particularly in the field of international cooperation with other science technology parks around the world.

    CEELM:

    What sort of legal matters do you expect to arise at the park going forward? Will it be growing/expanding, for instance, or looking to file patents? Anything else in particular?

    J.S.: We are constantly working on improving the mutual rights and obligations between STP Belgrade and members, as well as on providing legal support to members in all areas related to their business development. At STP Belgrade there are 30 companies with around 300 employees, each with specific needs and problems in their business development. Our goal is to support them and enable them to focus on innovation development and job creation. The legal team will be dedicated to developing the legal services that our members need most.   

    Image Source: piu.rs

     

  • Deal 5: Ashok Leyland UEA’s GC on Truck Manufacturer Ownership Transfer

    Deal 5: Ashok Leyland UEA’s GC on Truck Manufacturer Ownership Transfer

    On July 18, 2016, CEELM reported that JSK advised Ashok Leyland UEA on the ownership transfer of truck manufacturer Ashok Leyland Motors to the Czechoslovak Group.

    We reached out to Abhijit Mukhopadhyay, the President (Legal) & General Counsel (Europe) at Hinduja Group, London, to find out more about this CEE-South Asian transaction.

    CEELM:

    Why did Ashok Leyland decide to transfer Avia Ashok Leyland Motors to the Czechoslovak Group?

    A.M.: Transfer of shares happened because of strategic reasons. The Board of Ashok Leyland recently reviewed their global operations and took this decision purely for business and commercial reasons.

    CEELM:

    What were the main challenges of the project?

    A.M.: The main challenges related to distance. While Ashok Leyland was in India, the transaction was in the Czech Republic and co-ordination was done from London. Apart from time differences, even language was a problem. Cultural differences and ways of working sometimes created delays.

    CEELM:

    What were your main learning points from facing these challenges? If you were to work on a similar deal in the future, would you manage anything differently?

    A.M. Before joining Hinduja Group (the owner of Ashok Leyland), in India, I was a director, global GC and company secretary of several large multinational companies where I was involved in many JVs, M&As, and strategic alliances with global companies. So, I am used to facing challenges! The main reason for delay in this project was because most of the time we had to operate through our lawyers to interact with the other side’s lawyers and there was not much interaction between the buyer and seller at different level. This slowed down the sale process.

    CEELM:

    JSK Partner Tomas Dolezil said of the deal that: “We are delighted to assist Ashok Leyland and Ashok Leyland UAE with this rather complex and lengthy project that included not only the transfer of ownership, but also the future relationship between the parties.” What future relationship was he talking about, and how will this deal affect it?

    A.M.: Although shares were transferred, there would be a business relationship between the parties irrespective of ownership transfer.

    CEELM:

    What impact will the transfer of ownership have on the production of Ashok Leyland buses and trucks, and on their sale in CEE?

    A.M.: Ashok Leyland has global operations with manufacturing facilities in many countries. So it won’t have an impact. 

    CEELM:

    What was your input as a GC on the matter? At what stage in the decision making process was legal involved and what were the main considerations you put forward from a legal perspective?

    A.M. As GC, I was involved completely when Ashok Leyland acquired AALM a decade back. Over the years I advised AALM (and also Ashok Leyland) on AALM legal issues. I am the legal advisor of Ashok Leyland’s holding company in London where there were discussions on the performance of AALM. So since its acquisition, I have been constantly involved in AALM’s matters.

    CEELM:

    Why did you hire JSK to represent you on the deal, and how would you describe your working relationship?

    A.M.: JSK was involved with our Czech company for a long time. That is why we retained them. We found them competent, knowledgeable on local laws, and cost effective, with magnificent response times. Overall, we were very happy with their performance, which continued almost for one and a half years. 

     

  • Deal 5: C3’s Executive Director of Corporate Development on Acquisition of Majority Stake in PM

    Deal 5: C3’s Executive Director of Corporate Development on Acquisition of Majority Stake in PM

    On June 30, 2016, CEE Legal Matters reported that Selih & partnerji had advised German company C3 on its acquisition of a majority stake in PM, Slovenia’s largest content marketing agency, making C3 the biggest content marketing agency in Europe.

    Christian Brugger, Executive Director of Corporate Development at C3, kindly agreed to answer our questions:

    CEELM:

    Tell us a bit about the drive behind the deal. Why Slovenia and why PM in particular as the target of your expansion? 

    Piotr WitkowskiC.B.: We’ve known PM’s managing directors Igor Savic and Primoz Inkret for a couple of years before the deal and were always very impressed with the outstanding work they provide for their clients. We also understood quite early in these regular interactions that we share a common strategic perspective on the marketing market and its future development. During that period we also worked together with PM on various client opportunities and projects. Hence this transaction was the vehicle to strengthen the ties between us. Within the C3 agency network PM will now be the part driving further growth in the attractive Slovenian market as well as further expansion of the business into the Western Balkans region. 

    CEELM:

    According to the press release announcing the deal, “talks regarding capital ties and a strategic-development partnership between C3 and PM ran for more than a year.”  How much of that was spent on your due diligence and how much on the negotiations of the actual terms of the deal? Did they run in parallel or was one concluded prior to the other in this case?

    C.B.: As indicated in the previous question the process of our discussions was very smooth as the transition between high-level strategic thoughts on joining forces, joint project work for individual clients, and actual drafting of the appropriate deal structure and terms was a gradual process. We were under no specific time pressure and rather wanted to make sure we get the right structure and terms in place to reflect the partnership approach for our joint undertaking. We spent roughly 4 weeks on the actual due diligence and continued fine-tuning the structural elements in parallel.

    CEELM:

    Are we likely to see further similar steps to strengthen your position in CEE? If so, what were your main takeaways about the specifics of the region from this deal that you will be applying in the future?

    C.B.: We have recently opened a C3 office in Prague to serve our key client Skoda, among others, directly from this local subsidiary. Our Prague and Ljubljana teams will now jointly drive business in the CEE region developing further client relationships and project opportunities. Further inorganic activities would then be considered opportunistically as they arise.

    CEELM:

    Did Selih & partnerji represent you directly on negotiating the terms of the deal or only on applying them to the relevant framework? How did you assign the responsibilities between your in-house team and your external advisors?

    C.B.: We worked very closely with the Selih & partnerji team on fine-tuning the transaction structure and terms to make them fit our strategic intention for this deal. Our in-house team mainly focused on the commercial elements of the transaction and the Selih team was responsible for advising us both on the due diligence as well as on the SPA drafting and negotiations, providing the required legal expertise in specific matters as well as for local particularities.  

    CEELM:

    How will you manage the legal needs of the new Slovenian member? Will you rely on the existing structure? Will you rely on ongoing external counsel support? And so on. 

    C.B.: PM is a strategically well-positioned and well-functioning agency, hence we will mostly rely on the existing structure. We would rely on external counsel support only if deemed necessary for specific legal matters. 

     

  • Deal 5: DocPlanner’s CFO on Multi-Million dollar Investment in ZnanyLekarz

    Deal 5: DocPlanner’s CFO on Multi-Million dollar Investment in ZnanyLekarz

    On June 30, 2016, CEE Legal Matters reported that Noerr had advised Target Global on a multi-million dollar investment in ZnanyLekarz sp. z o.o. (which does business as “DocPlanner”). 

    DocPlanner Chief Financial Officer Peter Bialo agreed to answer Five Questions about the deal.

    CEELM:

    First, congratulations on your recent successful investment round. Were there any other investors involved in the round, beyond Target Global? 

    P.B.: Thank you. Aside from Target Global, one of our investors from the previous round, EBRD (via its Venture Capital Investment Programme), and ENERN Investments joined the syndicate for this latest round. We have now raised USD 34 million in four rounds in total, making us one of the biggest, if not the biggest, Polish-based recipients of venture capital funding in history.

    CEELM:

    How, if at all, was this investment round different in terms of how it was structured?

    P.B.: The deal was very similar to the previous one, only the amount was significantly greater. The use of the proceeds, however, is quite different, since we have used most of the investment to make a large acquisition of Doctoralia, a Spain-based competitor. This was a transformational deal that will give us access to numerous Latin American markets where Doctoralia was the clear traffic leader.

    CEELM:

    What do you believe were the most important unique selling points of the company in attracting the new investors?

    Piotr WitkowskiP.B.: Our strong track record of growth since commencing operations in 2012 was probably the most compelling factor. This stems from a number of sub-factors such as a focus on product development, an experienced and diverse management team, and strong execution (especially in sales). Secondly, the huge market opportunity which is the still undisrupted healthcare space was also super attractive for Target. Finally, Docplanner is now one of the world’s largest players in the online healthcare booking sector and is uniquely positioned to consolidate the market further.

    CEELM:

    From your end, what were the biggest challenges in concluding the deal?

    P.B.: There were a few sticky negotiation points in the documents this time around, which is always the case, but Target’s pragmatic approach helped us get the deal across the finish line quite swiflty. This affirmed our previous belief that selecting the right investor with a consistent long-term strategic vision as management, good business understanding, and supportive character is a crucial decision that shouldn’t be taken for granted.  

    CEELM:

    To the extent you can reveal them, what are the company’s plans in terms of using the newly accessed capital?  

    P.B.: As I mentioned earlier, a bulk of the money has gone to acquiring Doctoralia, with the remainder to be spent on bolstering positions in key markets (Poland, Turkey, and Italy) and commercializing the main Doctoralia countries. Furthermore, we will continue to invest in developing the product in order to provide doctors with a more comprehensive practice management tool.

     

  • Novartis Brings in Old Friend as Regional Head of Legal and Compliance in Moscow

    Novartis Brings in Old Friend as Regional Head of Legal and Compliance in Moscow

    Aleksey Belozersky has joined Novartis as the company’s Head Legal & Compliance Oncology for Russia, Ukraine, and CIS.

    Belozersky moves from GSK, which he joined as Counsel in August 2014. Before that he was a Legal Team Lead & Compliance Counsel with Media-Saturn from 2013 to July 2014. Earlier still, Belozersky worked with Sandoz — a member of the Novartis Group — as a Legal Counsel. His experience also includes working for Metro Cash and Carry as a Legal & Compliance Counsel and for the Podium Fashion Group. 

    Commenting on the move, Belozersky said: “I’m happy to be back to Novartis Group and looking forward to new challenges supporting our business and transforming cancer care.”

  • Inside Insight: Juliana Guaiato Aufschnaiter Senior Expert at Raiffeisen Bank International

    Inside Insight: Juliana Guaiato Aufschnaiter Senior Expert at Raiffeisen Bank International

    Juliana Guaiato Aufschnaiter is a Senior Expert working within the Special Exposures Management team at Raiffeisen Bank International, where she reports to the head of division. Originally from Rio de Janeiro, Brazil, she’s been with RBI for over 10 years now, and she first moved to Vienna in 2004, when she took on her first role within the banking sector with the affiliate of Banco do Brasil in Austria. Earlier experience included working for TNT in Brazil.

    CEELM:

    To start, please tell us a bit about your career leading up to your current role. 

    J.G.A.: I studied law in Brazil, where I’ve been a member of the bar association since 2002. I moved to Vienna in 2004 and started my banking career working on export contracts for Brazilian companies in the affiliate of Banco do Brasil in Vienna. One year later I moved to Raiffeisen Bank, where I’ve been working now for almost ten years.

    CEELM:

    As a senior in-house counsel in Austria in the banking sector, what are the main trends and developments affecting the work of your legal team?  

    J.G.A.: Even though I am a lawyer, I work on the management of distressed assets of the bank. You may think that this is not a legal job but in fact a lot of money can be recovered with smart legal solutions. 

    CEELM:

    Can you elaborate as to the types of legal work involved in managing these distressed assets? Is it an area where legal expertise is usually sought after or is it more an added value?

    J.G.A.: Usually professionals in this area are much more focused on financial figures and plans for restructuring a company or selling the exposure. Being a lawyer with this understanding is an advantage when trying to avoid unfavorable jurisdictions, accelerate assets disposal, and increase recovery through the use of different financial instruments available in different parts of the world. 

    CEELM:

    What’s the most exciting part of your work?

    J.G.A.: I like the daily challenge of not knowing what is waiting for me when I come to the office. I also enjoy having long discussions with lawyers around the world finding creative solutions for our exposures.  

    CEELM:

    To the extent you can discuss it, what was the most “creative” such solution that you implemented?

    J.G.A.: Last summer there was a decision by the European Court of Justice recognizing the exclusivity of the English courts. Because banking contracts are mainly ruled by English law, the ECJ’s decision was used to obtain an asset disposal decision from an English court instead of the borrower’s domicile court.  

    CEELM:

    Over the course of your career, what would you identify as the most challenging project you have worked on?  

    J.G.A.: Currently I’m working in some projects in China, and the Chinese legal system is by far the most challenging thing I’ve ever been confronted with.

    CEELM:

    How so?

    J.G.A.: It is not only the long deadlines for obtaining any decision, but also the political influence trying to protect some industries, while restricting refinancing, interest payment, and collateral disposal.

    CEELM:

    In light of developments in the sector in Austria over the last few years, there’s a considerable amount of public scrutiny when it comes to banking in the country. How, if at all, do you find that affects your work?   

    J.G.A.: In fact, I have to confess that it took me some years living in Austria to understand how a such small country could have so many bad banks, but now I admire the Austrian pioneer spirit. 

    CEELM:

    What is the current state of the financing market in your view in Austria?   

    J.G.A.: The market is facing a “wait and see” phase: interest rates are low, companies are still waiting for a better time in the economy, and some important industries such as steel and energy are facing a big crisis due to the decrease in demand and the increase of raw material prices for steel producers and the reduction of state support to the energy companies. 

    CEELM:

    When you need to outsource legal work, what are the main criteria you use in picking the firm(s) you work with?   

    J.G.A.: One of the main criteria is how familiar the law firm is in the country I need the expertise from, as when dealing with bad debts, a law firm should not only understand the legal system but also have a cultural background in the matter.  

    CEELM:

    I take it having an office on the ground is important for you then?   

    J.G.A.: Not always. Sometimes we have law firms in Europe working well with local law firms. 

    CEELM:

    On the lighter side, if you could move to any other CEE country to work in, which would it be and why?   

    J.G.A.: I would pack right now and move to Croatia because, for a Brazilian living in Austria, nothing is more fascinating than the possibility of waking up in the morning and feeling the smell of salty water. 

    This Article was originally published in Issue 3.2. of the CEE Legal Matters Magazine. If you would like to receive a hard copy of the magazine, you can subscribe here.

  • Inside Insight: Janos Miklos Jakab Legal Director at Coca Cola HBC

    Inside Insight: Janos Miklos Jakab Legal Director at Coca Cola HBC

    Janos Miklos Jakab has been the Legal Director of Coca Cola HBC for the last two years. Prior to joining the soft drinks company, he worked as an external consultant as the Managing Partner of Island Hill Consulting, preceded by a long tenure with British American Tobacco from January 2001 to 2012, by which time he had become BAT’s Director of Legal and Security Affairs for Hungary and Austria.

    CEELM:

    Can you tell us how you got to your current role with Coca Cola HBC? 

    J.J.: I graduated from the Legal Faculty of the University of Pecs in 2000, but my career with British American Tobacco Hungary started in 1999 as a Legal Management Trainee. My leaders’ focus was to teach lawyers how to develop business acumen and leadership skills. Later on I became a Legal Manager and spent 2003 in London at the corporate headquarters as a Marketing Support Counsel. Returning to Hungary in 2004, I was responsible for BAT’s CSR initiative: Social Dialogue and Social Report. From 2005 until 2009 I was the Regulatory and Marketing Legal Manager, and in 2009 I became the Legal Director. From 2010 my responsibilities were extended to Security and Austria. I left BAT in 2012, and after a sabbatical year I started consulting small and medium-sized enterprises and providing strategic legal insights into their future plans. During my consultancy years I missed being an integrated part of a business team, so I answered Coca-Cola Hellenic’s call. I joined the organization in May 2014 as its Legal Director.

    CEELM:

    Your Linkedin profile says that you aim to “provide easy-to-understand, business oriented legal input to strategic business decisions … in a way that non-legal decision makers fully understand risks, opportunities, and benefits.” That sounds great in theory, but how does a GC go about applying this in practice? How have you learned to adapt your communication to the board to both convey the risks but also maintain a business-oriented focus?

    J.J.: In my experience the key to a successful GC is threefold: business understanding, integration, and proactivity. A well-functioning GC would be able to take over the leadership of any business function, as he/she is fully aware of the operational, management, and strategic position of the company,and has the necessary leadership skills and insights. Thus, being integrated is the first step. There is nothing worse than when legal issues are identified by non-lawyer colleagues, as most of the critical points may be missed. This is the reason why a good GC spends most of his or her time with business colleagues, watches out for potential landmines, and identifies legal risks him/herself during the planning phases. Then Legal needs to be proactive in picking up these points and running with them, using his/her integrated position to be able to influence the business processes. I believe that a well-functioning legal team is like a swan: it swims so elegantly and smoothly on the surface of the water, but there is a lot of hard work underneath that stays invisible. Yes, sometimes the swan needs to fight if attacked, but business as usual should be smooth and calm. 

    For me personally, joining the board after over ten years of experience did not make it necessary to adapt the communication style. If a GC is an accepted functional and leadership expert, then his/her peers will know that if he/she has something to say, it is important. The key is to follow the “KIS” principle: Keep It Simple. They do not need to understand the legal background. If the presentation of the issue already contains proposals for a solution that fits the business strategy and has the potential to deliver the planned business results, such decisions are no-brainers. If it does not, and the GC needs to pull the handbrake on any issue, of course the risks need to be presented adequately, but it is vital that business peers are involved in the final decision. Legal should never be a Sales Prevention Department, and also should not be seen as a function that wants to control everything. Good in-house lawyers are business enablers and referees. A good basketball referee does not interfere in the game – he/she just makes sure that the game stays within the rules. And I have seen so many basketball referees smiling after a nice game is played. They are challenged sometimes by the players after a call, but at the end of the day both teams know that without the referee havoc would break out.

    CEELM:

    “Preventing” rather than “fixing” legal issues is at the top of the agenda for almost any GC. What are the compliance best practices you’ve developed over the years working in-house?

    J.J.: Integration means that business colleagues know that involving Legal in the business processes as early as possible has huge benefits. First, the overall direction is discussed, and they know that if they continue along the path, no major issues should surface. Later on, when management is implementing the strategy into action, our involvement ensures that all potential issues are managed way before they can occur. Finally, during the operational roll-out, things should be overall OK, although sometimes minor issues surface at this stage. Staying integrated and fast in reacting allows business to deliver in a compliant way. Let me use an example: if a creative idea has already been discussed with legal, the development of the campaign should already be “safe.” As the visuals and the television advertising are finalized and edited, they should already be compliant with what is required, and the final sign-off should be a formality. In order to achieve this my team and myself spend more than 50% of our time in business meetings, especially regular status updates, allowing for insight early on. And we speak up during these meetings and let our opinions be heard, and make sure that all loose ends are tied up on time. 

    CEELM:

    Following up on that last question, many point to compliance more as a matter of culture than policy. Do you agree with that, and if so, how does one go about influencing that side of the organization from a GC role?

    J.J.: I could not agree more. Marketing for example always likes to push the envelope, however with good training and overall communication all would agree that we should never hit a wall head on. If they are aware of the risks, and those risks do not only involve potential penalties but also a reputation risk to the brand through social media, they are more sensitive. Risks need to be explained in a way that makes sense to non-legal colleagues. and we should make them understand we are here to make their lives easier and are in the same boat rowing the business on. Driving a canoe has two movements: one strong push forward and a little move to the side for steering. If we also participate in the pushing, non-legal colleagues will support and even get involved in the steering movement, as they know this will allow the canoe to stay on the most efficient course and will not hit another vehicle in the water.  

    CEELM:

    What are the main differences in your view between working for Coca Cola as compared to in a more regulated industry?

    J.J.: Honestly when it comes to regulation the two industries are not so different if we look at the sheer volume of laws and regulations affecting their operation. The major difference is that the regulatory challenges tobacco faced and faces today is in every element restrictive. Higher taxes, advertising bans, regulations affecting branding surface on the packaging, restrictions on consumption and purchase occasions, and so forth. Tobacco was and is trying to navigate in an area where the boundaries are continuously shrinking, and sometimes the borders are not clearly defined. In soft drinks these borders are more precise, allowing more clear decision making and support. Furthermore, the pace of regulatory changes to the tobacco industry significantly accelerated in the mid 90’s and the first decade of the 21st century, and following up on these changes initiated by the WHO, the EU, and local elements was the biggest challenge the industry faced. In the soft drinks business, the changes come less rapidly, which allows for better planning and the ability to make sure that business plans are executable, and there are very few show-stoppers that can pop up on the way.  

    CEELM:

    If you have to outsource legal work, what are the main criteria you use in selecting the law firm(s) you’ll be working with?  

    J.J.: In Coca-Cola Hellenic I have the privilege to work with a world class in-house legal team. This means that we seldom outsource legal work. The three areas where we count on external help are company secretarial, legal processes related to bad debt collection, and in-court representation. As these areas are quite specialized, we are working with law firms that have the necessary specific skills and mindset towards excellent quality and on-time delivery. We also have the privilege to be supported by my predecessor as external counsel, which is of huge value to us as 18 years of Coca-Cola experience stayed in-house.

    CEELM:

    And once a project is concluded, how do you assess the success of your collaboration? Do you have any specific KPIs you make it a point to follow when working with a law firm in helping you decide if you’ll work with them in the future?

    J.J.: As mentioned above, external support is very specialized in our organization, therefore the results achieved there speak for themselves. A seamless company court registration, the ratio of collected or agreed debt, and winning cases are the measures of success. At this point in time, therefore, we do not work with specific KPIs but are deliberating the introduction of such in the future.

    CEELM:

    On the lighter side, you worked as an assistant production manager, editor, and news anchor early in your career. I sense there’s a story there.   

    J.J.: Honestly there is not much of a story. After an unsuccessful entry attempt to the University of Economics (yes, we all make mistakes) I had the chance to join the local TV station in my home town of Pecs as an assistant production manager. At the time the team was a mixture of amateurs and professionals and had an eagerness to entertain the local community. As we were short of hands I quickly learned the basics of sound engineering, camera operation, and lighting, and I had the chance to work as an editor and host of a weekly teenage program. This creative atmosphere provided me with some great experiences and also taught me how to work hard. After my admission to university I had less time to stay on board, but was invited to host the nightly news live three days in a week, which I did for three years. This was a highly exciting time in my life, and I had the opportunity to work with people who have, since then, become pivotal factors in the Hungarian media world. Looking back now this could have easily been a turning point in my life, but I decided to stick to studying law, a decision I have never regretted. 

    This Article was originally published in Issue 3.2. of the CEE Legal Matters Magazine. If you would like to receive a hard copy of the magazine, you can subscribe here.

  • Inside Insight: Interview with Sergei Stefanishin, Head of Legal CIS and South East Europe at DHL

    Inside Insight: Interview with Sergei Stefanishin, Head of Legal CIS and South East Europe at DHL

    Sergei Stefanishin became the Head of Legal CIS & SEE at DHL in Moscow in November 2015. His previous experience includes working for EY, first as a Director and later as a Partner and CIS Transactions Law Leader. Prior to EY he was the Head of the Moscow Representative Office of Bech-Bruun International, which he joined as a Senior Lawyer in 2001. Earlier still, he was a Senior Lawyer with InSpace Consulting and a Junior Lawyer with Baker & McKenzie.

    CEELM:

    What prompted the move to DHL from EY? 

    S.S.: All in all, I’ve spent 19 years in legal consulting. I started working with Baker & McKenzie back when I was a law student. I found it a great learning opportunity as I was combining work with my studies. I first worked there as a paralegal and, after graduation, I became a Junior Lawyer. Then I moved to a Russian law firm specializing in space and telecoms. In particular, I represented the Russian Space Agency on the first two space tourism flights, which to date I still consider to be the greatest legal project of my life. It was the first time a civilian went to space as a tourist – a very interesting project since there was no precedent for it. 

    Then I moved to a Danish law firm – a team that I joined as a Senior Lawyer and later became Head of its Russian practice. Next I moved to EY as a Senior Lawyer and then, soon after joining them, I became a Partner in the legal services group. As a Partner I spent 5.5 years with EY working as the CIS Transaction Law leader. During my time there, I also established and headed a dedicated group of lawyers providing legal services for life science clients.

    CEELM:

    Why did you decide to move in-house?

    S.S.: It was a bit difficult but well-thought-through decision. I had a feeling that I had already spent too much time in consulting, which was great because it allowed me to work on different projects, with different clients – today life sciences, tomorrow TMT, next week corporate – but did not allow me to see the actual results of my work. Yes, arguably a contract, or a concluded deal, are the results of your work but I felt it should be something more tangible, so I thought I should try myself in a completely new world. And for me, that meant moving to an in-house role. 

    So a while ago I thought that I’d like to both upgrade my legal skills and knowledge but also get some insight into the business side – which is part of the reason I enrolled in a joint program of the Northwestern University School of Law in Chicago and IE Business School in Madrid that combines an MBA and LL.M. Upon my graduation in the summer of 2015 I started looking for a job and was lucky enough to be invited by DHL to join their team. 

    CEELM:

    What was it about the company that excited you the most? 

    S.S.: First it’s the fact that it was a truly global company – maybe one of the most global ones out there. Second, I am responsible not only for DHL Express (the most commonly known area of business) but also for some other areas such as global forwarding, freight, e-commerce, and supply chain – all in all a very diverse scope of responsibility that I found quite exciting. 

    I will also say, the feel is very different now that I only have one client – well, there’s different businesses involved but it really just feels like one big client for me. I love that I get to act as a real business partner with my colleagues in ensuring that the projects we implement are in full compliance with relevant law. 

    CEELM:

    When you talk of the different feel of being a business partner – how does that translate in practice?

    S.S.: The best way to describe it is what I noticed in my consulting days when I was talking to different companies who were a bit reluctant to see legal consultants joining their in-house legal teams. I know they dreaded having to deal with long notes and a lot of disclaimers … and still end up needing to make a decision on their own. During my consulting times I benefited from having some great partners around me who taught me to really help and partner up with the clients and support them beyond a mere “here are the risks to keep in mind,” but also help them actually make the right decision.

    When working in-house, this becomes a vital part of your day-to-day work. Your colleagues from senior management really expect you to step in and take responsibility in picking the right option to move forward. It is not the case that I rely on someone else to decide on my behalf, and this is a new level of responsibility which I have to take on here. This brings a great appreciation for the job for me. 

    CEELM:

    On that note, how did you discover you needed to adapt the manner in which you were talking about legal matters to business people?

    S.S.: I wouldn’t say there was a dramatic change, since throughout my previous experience when talking to clients I was often talking to CEOs, CFOs, investment officers, or board members. As a result, for me it was not that difficult to cope with being a board member with DHL. When I joined DHL I made a plan for myself as to what I needed to do for the first couple of months. I decided I needed to understand how the actual business worked. For me, this is key to do even when starting to work as an external consultant with a new client – but it is especially critical as a new General Counsel. 

    CEELM:

    So what was the first step you took to achieve this?  

    S.S.: What I did first is approach the Operations Director and say: “Look, I need to see how the business works and learn the specifics.” His answer was simply: “Do you have 3 days?” 

    As a result, I then had a very intensive crash course in the DHL world. My first day started with a ride with a courier delivering the packages and he’d explain how it works, how the shipment is registered, filling in the bills, and all these specifics. I then returned to the station and was shown how the shipping process works, how they are organized, how they are moved to the airport, etc. My brain was about to explode because I was receiving so much info from my colleagues by this point. 

    I met people from finance, operations, billing, customs, security – all very useful for me to understand how the business worked from the inside. 

    CEELM:

    What about your induction to the legal team?  

    S.S.: In the region our team is not that big compared to others: We have 5 people working in the CIS region on the DHL Express side plus two or three lawyers on the other businesses (Global Forwarding and Freight). But the core team is five, including myself. 

    We started with an introductory meeting. One of my colleagues is working outside of Moscow so I had to take a trip to St. Petersburg to meet him (you really need face-to-face sit-downs rather than just calls and e-mails). The team is really great, and all of my lawyers have been working for quite a long time with DHL. The team was already in place, and the professionals here knew how the business worked, making it easy to adapt myself to the new environment. I’m very grateful that there’s a team in place like the one I have. 

    CEELM:

    Will you restructure the legal team?   

    S.S.: No major changes are planned in the short term. What we’ve tried to implement recently is to communicate with and adapt to other departments a bit better. We’ve split responsibilities and made our focuses clearer for other departments, so they know that if they have a particular inquiry on, let’s say tenders, there is a specific person they should go to because she’s very good on tender or procurement legislation. At the same time, I always tell my colleagues that they should not hesitate to write me if they are in doubt, and I will involve the best person within the team. We don’t put that identification burden on the shoulders of our colleagues, but it is also helpful to know that you have a point person for specific areas. 

    CEELM:

    What were the first couple of weeks in the office like? What were the first things you had to learn and what was your first significant project?  

    S.S.: For me it was more important to learn the business and meet the people (both in the core Express and other businesses, but also outside suppliers and the like). I spent time meeting with CEOs and Board members to get to know them and get to know their needs. Also I had to plug into the day-to-day work right off the bat. More notable was the compliance work that I have to supervise and implement as a country compliance coordinator – I had to verify the existing processes and policies that the company was running under. 

    Another big part was related to personal data protection since Russian law has changed in that area and there are quite a few updates, and the state is carefully looking at compliance on this front. If I were to call it a project, this is likely “the biggie” for us now, as we need to implement a few projects/policies to make sure we are compliant.

    CEELM:

    What were the main compliance objectives you set out to achieve?

    S.S.: We have a special global compliance program that all entities have to implement regularly and maintain regularly. I have to make sure this is implemented by the relevant group heads. It is a “yes, we have done what is required” bit of routine work, but at times I also need to adapt global compliance directives to local rules in Russia or other markets, and that does require you to focus on them slightly differently at times.

    This Article was originally published in Issue 3.2 of the CEE Legal Matters Magazine. If you would like to receive a hard copy of the magazine, you can subscribe here.

  • Inside Insight: Interview with Libor Licka, Regional Legal Counsel ASE / Regional Compliance Officer Europe East, Baltics & Scandinavia at Schindler

    Inside Insight: Interview with Libor Licka, Regional Legal Counsel ASE / Regional Compliance Officer Europe East, Baltics & Scandinavia at Schindler

    Libor Licka holds the dual role of Regional Legal Counsel for ASE and Regional Compliance Officer for Europe East, Baltics & Scandinavia at Schindler, where he is currently responsible for the legal matters of the company in 13 jurisdictions. Slovak in origin, Licka has recently moved back to Bratislava from Schindler’s Vienna headquarters, where he had been based. He talked to CEE Legal Matters about the move and its implications for his role.

    CEELM:

    Let’s walk through your career so our readers can get to know you better. 

    L.L.: I belong to what is called the “Husak’s children generation,” which is the Slovak version of what is called the “baby boomer” generation in the US, but came 15 years later in our part of the world. Husak was the president of the former Czechoslovakia from 1975 until the very end of the communist system in 1989. Surprisingly, he was a lawyer, not a worker or farmer. The over-crowded schools in my youth therefore formed my thinking differently when compared to the less populous younger and older generations.

    Allow me to explain. Shortages of everything somehow led me to prefer and value doing new and unheard of things instead of just following what everyone else is doing.

    But coming back to your question, because my grandfather was an advocate – you know, a member of the “bourgeoisie” or “Intelligentsia”, as they were pejoratively called in those times – my father had no other choice than to become an engineer. So, obviously, after the fall of the former system, I opted to study law, what else?

    I finished my five-year master studies in the first year of this millennium with an essay called European Dimensions of Software Piracy. It was during the peak of the Napster era and I remember building my first personal computer. Computers were really “in” in those times. I doubt nowadays anyone will attempt to build his own tablet. 

    Anyway, the newly-opened Faculty of Law of Matej Bell University was the only faculty in Slovakia specialized in European law. The docents and professors came from Bratislava and Kosice – in those times the only two other law faculties in Slovakia. So I can say that I studied in Bratislava and Kosice at the same time too. As Slovakia planned to join the EU, this specialization seemed to be a good idea, though everyone else – reasonably enough – wanted to become an advocate or public prosecutor as soon as possible. But later, when I started to work abroad, my broader knowledge of the EU legal system turned to be indeed useful. 

    CEELM:

    Earlier, you mentioned having worked in three sectors. Can you elaborate?

    L.L.: Yes, I have worked in all three sectors of economy. I consider this a unique experience. Nowadays it helps me a lot in understanding specifics of public and private tenders and many other issues in business and life.

    First, just after university, I worked in the public sector in the legislative body for the Slovak government. It was the period when the Slovak laws were being approximated to acquis communautaire. In those times, there was a crazy work flow, with every day seeming to bring a new regulation. Slovak lawyers can probably tell stories about the huge space on office shelves required to accommodate all those books of the official gazette of laws from those times.

    So after a while I was quite happy to perform what at the time was compulsory military service in the Law Office of the Ministry of Defense. And I balanced out that eye-opening military training by working for the third sector in The Slovak Red Cross in its Bratislava HQ legal team. There I got my hands on topics such as blood donations, cross-border export of disaster relief material, immigration, and many other very specific topics. This is knowledge they do not teach in a law faculty. But to be honest a huge part of the work was also dealing with the scams around real estate owned by the Slovak Red Cross and lobbying for resources.

    Motivated by a wish to finally establish my own household, I then changed my career direction and in 2003 joined the local private equity firm Penta Investments, and shortly thereafter I went to work for seven years as an in-house legal counsel in Penta’s HQ in Cyprus. Penta, and especially their owners, are nowadays quite well known in Slovakia and the Czech Republic for being amongst the richest people in both countries. My Cyprus years led me to study a lot of new things, including the common law system, the many interesting issues around international tax planning, and some niche legal topics such as regulations of toxic waste disposal from aluminum processing, which was one of the legal problems related to an acquisition project I worked on. While attending the ACC conference in Vienna I did not hesitate to take an active part in a discussion about corruption in V4 countries, which must have been appreciated by my colleagues in the auditorium – as I got a job offer immediately afterwards. 

    As I needed and wanted to take better care of my young family, which turned out to be very difficult in distant Cyprus, I accepted an offer from the renowned Swiss company Schindler to work in their regional office as Regional Legal Counsel for CEE, located in Vienna. Schindler manufactures elevators, escalators, and other related products and employs over 56,000 people worldwide. Schindler devices move more than 1 billion people per day. As a result, working for the company was both a challenge and a responsibility. And as we lawyers know, a huge exposure to liability too. But compared to the very diverse portfolio in my previous position, I was quite relieved to be responsible for legal matters revolving only or almost only around just one business.

    I am currently in charge of Schindler’s legal matters in 13 East European jurisdictions with a solid line to the Regional Manager and a dotted line to the Group General Counsel team in Switzerland. After a year in the office I was also asked to support compliance, and after four years I also added an auditing role to my responsibilities as Regional Compliance Officer for East Europe, Baltics, and Scandinavia.

    CEELM:

    What prompted your move back to Slovakia? Was it a hard internal sell? 

    L.L.: Let me first point out that it is not a move back in my eyes, though I understand that your question is just a figure of speech. Because once you reach a certain geographical coverage in your job, the world will become quite small. One day I might start in a conference call done from the Vienna airport, then fly to Warsaw for an internal meeting with our sales people, then have a business lunch with our customer’s lawyer, and in the evening return to Bratislava for dinner with my wife and kid – then spend the next day in the office preparing and then fly to Ljubljana for an audit. What I did was first move my household and then my office from Vienna to Bratislava.

    My idea to move from Vienna to Bratislava after four years was surprising to our HR, as nobody had asked for that before, but once we ironed out our professional worries, updated ourselves on current requirements and, yes, also figured out a fair approach to remuneration, we moved on. Many people do not see it that way, but Bratislava is amongst the six richest regions in the EU in GDP according to Eurostat. What perhaps also helped was that another branch of our company moved a complete factory to Dunajska Streda, Slovakia, some time ago.

    But what really prompted me to move was my family and the realization that, while I was always surrounded by professionals in my work, my wife and especially my child were unfortunately experiencing quite a different reality. In other words, being foreigners limited us much more than we were willing to accept, especially when just eighty kilometres away the most painful issues could be naturally solved. And as my son is going to school soon, it was a good moment to move forward. 

    CEELM:

    You mentioned “professional worries” related to your move. What were they, and how did you move past them?

    L.L.: From an HR perspective I would be more distant from my HQ. Legal and HR also have a lot of overlap and the worry was that I would be a bit less accessible to both HQ in general and HR in particular. Being more distant, from my side, there was also a concern that I would be left out, so to speak. My position was very specific – from the beginning I was placed in the core in Vienna. Everybody was used to being able to approach me directly in Vienna. The thing that had to be clarified was that we’d be as effective in our communication as with the other members of the team … that are not physically present in Vienna. Ironically, even though HR was sitting across from my office, we still send e-mails and call each other on plenty of occasions for quick matters for which even standing up from my desk was not worthwhile. So from my perspective nothing was really changing, and I was happy to have a constructive talk with my HR to ensure they felt the same way. My direct supervisor is not based in Vienna so nothing really changed in that dynamic, hence it was a very easy “sell.” In terms of feeling left out, I guess it’s more a matter of adapting a bit and taking the time to keep in touch, get on distribution lists of calls with management, and so on. 

    CEELM:

    So are you currently commuting to work between Vienna and Bratislava?

    L.L.: Yes, but a daily two-hour commute between Vienna and Bratislava does not make much sense with my job description. Therefore, I discussed my options with my employer and so far it worked to our mutual benefit. I will open my office in Bratislava next month. This also fits with the good advice I received some years ago in Cyprus from a seasoned lawyer, who said, “Life only works in this order: health, family, work,” and closed meetings, sometime earlier, never later. That way there is no conflict in between those values.

    CEELM:

    We touched upon the idea of “community” when we first spoke. How is that linked to your move?  

    L.L.: I think the community and the culture and language you share with people directly around you started to gain in importance when we had our child. Before that we spoke with our friends in Cyprus and Austria in English and listened to music and watched movies and talk-shows and read books all in English with a few exceptions. We considered ourselves to be international business people. It was a convenient bubble. But it burst when the third member of the family arrived. Then everything became much closer and more personal, because, as a family, you should not only hover above the local community, you must and want to integrate. And that is when the particular culture and language really gets to you. Forget English. Forget your ideas. You realize that you have no – or minimal – influence.

    We used to have a picture in the house saying “Home is where your heart is.” Well it is not true. Home is geographically given and culturally defined by people around you, like it or not. Over the past 12 years we lived in two countries which we called home, but for the community around us we were always foreigners. And from that came certain socio-economic consequences and status. It might not be important personally for me, but those things are very important for the future of my child. Somehow, I started to think more long-term and noticed things I did not care about before. So as you see uniting the place of my home office with the place of my household was a move forward for all of us.

    CEELM:

    Is your team moving with you, or will it continue to be based in Austria?  

    L.L.: It is already an international team located around East Europe. In alphabetical order there are three Austrians who are based in Vienna, then Polish, Romanian, and Swiss lawyers who are each based in their respective countries, and then one Ukrainian who is also in Vienna. From now on there will also be one Slovak based in Slovakia. We all regularly meet personally for core team meetings and keep in touch via standard communication tools.

    CEELM:

    The new role will entail, more than ever, working with a virtual team. How are you bracing yourself for that challenge?   

    L.L.: Let’s first clarify the position itself. I have a 50/50 split between legal matters and compliance matters. Legal involves mostly bigger contract negotiations, group legal project implementation, my own legal projects, and consulting on various topics. I oversee 13 companies in 13 jurisdictions plus some countries where we have a distributor. So obviously I keep multiple contacts to local law offices duly updated. I also noticed this new trend for regionalization of law firms, which has been described in CEELM, but so far I have not used one regional firm for multiple jurisdictions. I either go for the local firm or for a big international firm, depending on the matter I need to discuss.

    For compliance it is mostly audits and implementation of group compliance projects and my own projects. Here it is less consulting and more controlling. On the other hand, it is concentrated mostly only around anti-bribery and anti-cartel issues. 

    In regards to best practices, I would recommend standard measures like updating a to-do list for the next day in the evening before, which somehow keeps my mind relaxed for the time when my family needs me. One more observation would be not to forget to nurture your hobbies which will give you, in the words of Carl Honore, “a texture, shape, and meaning to your life.” Also have a social life and, as frequent as possible, contacts with your friends and people you know. It all is, in my opinion, extremely beneficial for both your work and personal life.

    CEELM:

    You are also responsible for compliance across the region. How does one set up a thorough compliance system without specific knowledge of local legislation?  

    L.L.: Let me give you a specific example of one of my compliance projects. We call it an “Ethics Line” and it is, in essence, a whistle-blowing hot line. Whistle blowing is in my opinion an extremely important part of a compliance program in any company and in society in general, as wrongdoings must not be simply tolerated if we want progress in our companies and society. Or at least some balance. In line with that saying, “all it takes for evil to triumph is for good people to do nothing.” But, as you can imagine, thanks to the abuses by the omnipresent communist state in the past, pure whistle-blowing hot lines are not so well perceived in our region. 

    People understandably do not like to share their knowledge about other people’s wrongdoings in good faith. They are either skeptical that it will not change anything or simply scared that it will backfire against them. 

    So what we did is to have an external local legal office subcontracted to provide us with their email address which is then distributed in the company as an email where our employees can send both their negative and positive observations. This external lawyer then receives an email in his national language and what he is asked to do is transcribe the information together with an initial legal analysis according to local laws into a form I provided in English. If the sender would like to remain anonymous, the lawyer keeps his identity and contact information hidden. If we need to communicate with the whistle-blower, we do it via the local lawyer.

    In the company we also have an at-any-point accessible internal norm describing these rules in detail. On average we have six whistle-blowings in our region a year. Half are usually positive.

    CEELM:

    On the lighter side, what is the first thing you will do once back in Bratislava?

    L.L.: Well I am already starting and ending my day in Bratislava and there were many first things we did and still want to do. But among the first were a visit to Danubiana Gallery of Modern Art and establishing an aquarium with discus fish in our new home. And the first thing I will do today after work is pick my son up from the dance school he started to attend and chat with him on our way home about his day.

    Thank you for this opportunity, and keep up your good work on CEELM!

    This Article was originally published in Issue 3.1. of the CEE Legal Matters Magazine. If you would like to receive a hard copy of the magazine, you can subscribe here.