Corporate Counsel: Red tape looms large on general counsels' need-to-know wishlist
Corporate governance and mounting red tape are firmly at the top of clients' agenda when it comes to getting help from outside advisers, according to new research.
March 28, 2007 at 08:10 PM
5 minute read
Corporate governance and mounting red tape are firmly at the top of clients' agenda when it comes to getting help from outside advisers, according to new research.
Legal Week's latest The Verdict survey, conducted in association with Davies Arnold Cooper, shows that more than half (60%) of leading in-house counsel need outside help on regulatory/corporate governance legislative changes.
This compares to the next most in-demand areas of corporate finance/transactional legislation and employment/pensions reforms, which were both cited by 36% of respondents.
The sweeping Companies Act was not surprisingly cited as the single headache that corporate counsel are most looking for external advisers to cure, cited by 42% of respondents as the recent legislative change they need outside help with.
The news comes after the Government this month announced that many sections of the controversial Act, the largest piece of legislation to ever go through the UK Parliament, would come into force this October, far earlier than was previously expected.
Christopher Arnull, KPMG associate general counsel, commented: "It is very helpful when external advisers volunteer information on legislative changes that are relevant to your own particular sector. It can be even more useful to receive alerts about prospective changes – this enables effective monitoring and planning."
The other piece of legislation most cited was the US Sarbanes-Oxley Act. The US law was cited by 31% of corporate counsel, while the European Union Transparency Directive was highlighted by 19% of in-house lawyers.
AXA general counsel Edward Davis told Legal Week: "Sarbanes-Oxley has been important across all the jurisdictions we work in. As we are part of a regulated industry it is vitally important that we stay abreast of legislative developments, so the way firms deal with relaying information on legislative change becomes a consideration when we are looking at reviewing our panel."
Other legislation cited by corporate counsel were the Markets in Financial Institutions Directive, the Competition and Enterprise Acts, as well as a range of employment, pensions and health and safety issues.
Law firms received a general thumbs-up for keeping clients updated with legislative change, with 47% saying that their outside counsel were either 'good' or 'very good' at communicating relevant updates.
However, 38% felt there was room for improvement, saying that the information they received was only 'adequate', while 11% said that communication from outside counsel on such matters was 'poor'. A further 4% said that the communication was 'very poor'.
Helen Mahy, general counsel of National Grid, said the responsibility lies with clients to tell their advisers what material they need. "It is as much incumbent upon us to tell them what we want; I certainly get information that is not always helpful from firms. It is something that I would look at when I came to reviewing my arrangements with outside counsel."
However, Arnull argued that while corporate counsel frequently complain that they are bombarded with too much unsolicited information, it is better to get more than is needed than not enough.
He commented: "Some people complain that they are overburdened with irrelevant stuff – you can only really complain about that if you have got a relationship with the firm and they should know what you are looking for."
The survey found that while corporate counsel generally agree on what topics they need information, they are divided on how it should be delivered – beyond being converts to the joys of email.
Sixty-one percent of respondents said email is the best way of communicating legislative updates, although for detailed explanations other methods were highlighted.
Face-to-face presentations were particularly helpful to 46% of corporate counsel, especially on more complex matters.
More traditional methods of communication such as conferences and mail were cited by 25% as being helpful, as opposed to online interactive services, which only 8% of respondents said they would use.
Respondents felt that the information should have a balanced character with 73% saying they preferred a mixture of general and industry-specific material. Just 8% said they only wanted to receive general information on legislative change, while 19% wanted the information to be strictly industry-specific.
Mahy added: "Some of the law firms we use provide tailored weekly summaries of areas of interest to us at National Grid; other firms just send me their standard client updates. Some are detailed; others are not. However, that is fine because I can pick and choose."
While private practice lawyers may be labouring on how best to deliver information on legislative change, some corporate counsel have perversely found that the tables can be turned so that they are the ones doling out the advice.
Michael Harlow, general counsel at English Heritage, said that in some specialist legislation, like the forthcoming Heritage Protection Act, it is often the in-house lawyer who has to teach external advisers about legislative developments.
He commented: "One of the problems we face is that our outside counsel often do not know as much as we do about legislative changes. Sometimes we end up training our own advisers."
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