Corporate Counsel

Corporate Counsel: High-profile but low-key - has GC100 lived up to its promise?

Author: Michelle Madsen

Published: 24/01/2008 00:12

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It has been nearly three years since Barclays general counsel Mark Harding (pictured) was elected as the first chair of what was then the UK’s newest in-house group, the GC100, a top-level professional association comprising the legal chiefs of the UK’s largest listed companies.

Having launched with much fanfare, the body has certainly done a lot to raise the already significant profile of its key members. But how successful has it been at achieving its other, more ambitious, primary objectives of providing input on legislative reform affecting business and sharing best practice?

The brainchild of former Lewis Silkin solicitor and Practical Law Company law department head Mary Mullally, the group was formed in March 2005 in response to concerns voiced by general counsel at FTSE 100 companies about the lack of a representative body to promote legal interests specific to them.

Mullally, a former Legal Week journalist who now acts as the group’s secretary, says the group was formed to fill what appeared to be a need among general counsel at FTSE 100 companies for a forum in which they could network and give voice to common concerns.

“The group came about from meetings I had with general counsel who felt there was a gap in terms of in-house lawyers’ input into regulatory and legislative developments,” she explains. “They felt it was important to give the perspective of general counsel working in business to provide input into the legislative process and practical guidance on how best to implement legislation once in place.”

The GC100’s current tally of members has grown to more than 100 due to the group’s decision last year to open up membership to company secretaries. Former group chair Helen Mahy, general counsel at energy company National Grid, at the time said the expansion of the group would help lend clout to its representation brief.

So far, in pursuing its representative agenda, the GC100 has been careful not to spread itself too thinly, with the sprawling Companies Act understandably forming one area of focus. Harding comments: “We are selective about the issues we approach and the areas we work on. With the work we did on the Companies Act it was clear there was no one else speaking for these companies and that it was important for a voice to be heard.”

Extradition is another issue that made it onto the GC100’s agenda. After pursuing a meeting with ministers for months to express the group’s concerns over the 2003 Extradition Act, which controversially provides a fast-track extradition tool for US prosecutors, committee members eventually managed to secure a meeting with Home Office minister Andy Burnham in May 2006, only for Burnham to be removed from the role within days of the meeting as part of a ministerial reshuffle. Such misfortunes illustrate the hard slog of lobbying governments, a practice that takes patience and resources.

In contrast, the group’s work to push for changes to the Companies Act appears to have been more fruitful. Members of the GC100 committee, concerned that the change in legislation that was intended to encourage a greater level of corporate social responsibility was too vague and would lead to unwieldy bureaucracy, met with industry minister Margaret Hodge in 2006 to request an explanation for last-minute amendments made to the Companies Act requiring businesses to disclose otherwise confidential information about their supply chains.

While the meeting failed to result in any changes being agreed to, later that month the Department of Trade and Industry announced it would allow company directors not to disclose information that would be ‘seriously prejudicial’.

The GC100 is not the only in-house representative group in the UK that counts representation (the body dislikes the term ‘lobbying’) as one of its functions. The Commerce & Industry (C&I) Group, the UK’s largest in-house representative group with more than 4,000 corporate counsel members at all levels of seniority, unambiguously campaigns for the interests of members.

Martyn Rodmell, general counsel at UK food manufacturer and distribution company Princes and chair of the C&I Group, comments: “We lobby the Law Society on matters which affect our members such as practice certificate costs.”

Rodmell stresses that while the groups ostensibly hold different agendas, there are a number of areas in which the two groups can collaborate in the future.

“The two organisations complement each other,” he says. “The GC100 is designed for a particular purpose and the C&I Group is open to all lawyers and we are keen to build a relationship with the GC100. We would like to promote joint training sessions. Some of their members have joined up and become mentors in our mentoring scheme.”

Perhaps one issue for the GC100 to wrestle with will be to get a clearer sense of its own agenda. By common consensus, the group has been effective at articulating the growing role of general counsel among leading companies.

However, an ambiguity arguably remains regarding the group’s representative agenda and its willingness to interact with the press. For all the group’s claims to be press-shy, it can in some contexts court publicity more than it claims, although it continues to exert tight control over its public image.

It could be argued that the group has considerably more potential to present a powerful voice for a fast-emerging section of the profession, both by acting alone and in concert with other bodies.

Yet thus far the GC100 is yet to share its accumulated wisdom with other lawyers and interested parties aside from its members. Unlike the C&I Group or the US-based in-house lawyer group the Association of Corporate Council, which has been running for more than 25 years, the GC100 is yet to launch a dedicated website of its own and much, if not all, of its activity is kept behind the closed doors of committee meetings.

But for Harding, the group’s taciturn attitude is one of its key attributes. “We regard it as more effective not to speak to the press — we want to be seen as a trusted interlocutor and, to be seen in that way, discretion is better,” he says.

Explaining why the group has not sought the sort of exposure that a body of its stature could command, he says: “One thing we are clear about is that we are trying to do low-profile stuff. We are not a campaigning body and we have deliberately avoided being in the press.”

He adds: “The group is also there to provide technical input. We chose our issues and are very much in contact with the FD100 [a similar grouping of bluechip finance directors] and then we come together on legal issues. Sometimes we input into what they are doing, sometimes they do that to us.”

Mahy argues that over time the group can only become more influential: “Since we were formed, the group has become increasingly influential and the decision to include company secretaries has only assisted in this. Going forward I see the group building on the strong reputation it has already acquired.”

With the group’s new committee and chair announced later this week, when Prudential general counsel Peter Maynard takes over from Mahy, it will be interesting to see how many new names come to the fore and how many of the old committee remain.

With a committee of perhaps more vocal general counsel, the GC100 could well command greater attention from both the legal community and the bodies it is focused on influencing. Freshfields Bruckhaus Deringer corporate partner Vanessa Knapp, however, says that the GC100 has pitched itself perfectly.

“I always thought it was a group that ought to carry a lot of weight,” she says. “There are many more issues that they could get involved in but they make contributions where it makes a difference. They deal with practical issues.”

 

GC100 in profile

GC100: (UK)

Members: 110

Chairs: 2005-06 Mark Harding (Barclays); 2006-08 Helen Mahy (National Grid); 2008 Peter Maynard (Prudential)

Executive committee: Vice-chairs: Grant Dawson (Centrica) and Peter Kennerley (Scottish & Newcastle); Treasurer: Richard Bennett (HSBC); Rupert Bondy (GlaxoSmithKline); Helen Mahy (National Grid); Nick Folland (Kingfisher); Mark Harding (Barclays); Andrea Harris (WPP Group); David Jackson (BP); Alan Buchanan (British Airways); Tom Keevil (United Utilities); John Davidson (SABMiller).

Principal activities: networking, lobbying, providing best practice

 

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