Funke Abimbola: How I select law firms to advise Roche Products (UK)

Competition between law firms for high-value legal work is on the rise, with many striving to obtain a coveted place on the advisory panels of multinational organisations. In the first of a new series of interviews with corporate counsel, Manju Manglani speaks with Funke Abimbola, head of the UK and Ireland legal team at the world's largest biotech company, about what she looks for in
law firms.

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KEY FACTS

Name: Funke Abimbola

Age: 42

Position: Managing Counsel - UK & Ireland

Date of appointment: January 2012

Location:Hertfordshire, UK

Organisation name: Roche Products

Organisation type: International

Key sectors of business: Pharmaceutical, biotech

Organisation’s revenues at last financial Y/E: CHF 47.5 billion (£32.5 billion)

Annual budget for external legal advice: £500,000+

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MM: Can you tell us about your background and the scope of
your current role?

FA: I come from a corporate finance background. I started off as a corporate solicitor and now I lead the UK and Ireland legal team at Roche Products. I am also the company secretary for 18 subsidiary companies in the UK and the data privacy officer for the UK.

My legal team supports Roche's pharmaceutical operations in the UK, Ireland, Malta and Gibraltar, and as a team we cover commercial law, competition law, data protection, employment law, intellectual property, healthcare regulatory matters, litigation and general corporate compliance. Roche is very much a research-focused company - because of this, we also support the full range of R&D activity on site, including all phases of clinical trials as well as advising on product launches and post-launch activities.

In addition, I manage the law firms that advise the business. In the UK, we use Berwin Leighton Paisner for pensions, Eversheds for general commercial work (that includes employment law, construction law, competition law and commercial litigation) and Arnold & Porter for healthcare regulatory-related work. We use local law firm Debenhams Ottaway for debt recovery claims and to notarise documents for our affiliates. We also use McCann FitzGerald for anything that comes in for Ireland.

MM: What are the biggest challenges
you face individually and as a business?

FA: Juggling priorities. Because I have so many hats I wear, it is a constant challenge to juggle priorities - I have a mixture of both advisory and leadership responsibilities.
I need to be very, very wise and discerning about how I manage my time, that's the biggest challenge by far. Learning to say 'no' or 'not yet' to things has been very important because I wear a number of hats.

There are also challenges that we face as an industry. Market access is the biggest hurdle we face - how we can launch our product and actually get reimbursed for
the product? I advise a lot on that particular aspect. I advise the teams that deal with market access, which is a daily challenge for us.

MM: You must find it difficult to manage all of these areas each week. Do you
find that some take up more of your
time than others?

FA: Yes, some do take up more of my time. The leadership responsibility is something I can't really delegate - I would always prioritise anything that requires strong leadership. But, as much as I can, I do delegate, such as with the data protection and company secretarial side of my work, especially when I see that it is a learning and development opportunity for someone else within my team.

MM: What does a typical or average day look like for you?

FA: The day-to-day leadership responsibility is a constant and everything I do is, arguably, about leadership.

I am also responsible for the development and overall wellbeing of the team on a daily basis. I spend a lot of time mentoring and coaching team members to really maximise their potential. I really want to make sure people are fundamentally happy at work.

I will also spend some time networking most days, either internally or externally, to really try to encourage and foster innovative ideas and solutions; this can sometimes include speaking at conferences - I find they are a really good forum for getting
new ideas.

I devote a lot of time to internal relationship-building to ensure clear communication at all times. I spend a lot of time meeting up with other functional heads for a coffee and chat and to get informal feedback. It is so much easier to deal with issues when you have a strong relationship and understanding of your foundation than
if an issue comes up and you have built up no relationship with that person.

Typically, one evening a week I am also doing something around diversity - either speaking at an event or planning a fundraising exercise - so it varies tremendously.

MM: You noted that, as part of your role as managing counsel, you are also responsible for managing the law firms that advise Roche in the UK and Ireland. How much of your time is typically taken up with this work?

FA: When I first joined, I met with them initially to agree ways of working and to discuss the value-add they would provide to our business. In my first year, I probably spent a bit more time managing them than I do now. Now, things are ticking over and it really works much better. The business knows how we instruct firms externally and they know when they are likely to need external advice. We have set processes that work around that - the business will never contact the firms directly, it will always be via us.

It is relatively low maintenance at the moment. We have transparency around billing and there aren't any real issues as such with the firms, so I don't spend a disproportionate amount of time having
to manage the firms, but that's because
they put the groundwork in to make sure that we had agreed ways of working at
the outset.

MM: What are your main priorities and legal challenges for the coming year?

FA: Transparency is the key priority for us in our industry. From January 2016, we will need to publically disclose certain payments made to individual healthcare professionals and organisations, dating back to 2015. The main legal challenge around this is coming up with a pragmatic and easy-to-manage consent management system, as we engage a lot of healthcare professionals for all sorts of advisory work.

Overcoming market access challenges for the cancer medicines we develop will also be a real priority for us next year. Many of our medicines are currently funded through the cancer drugs fund, which is due to end next year. As part of the industry, we are working closely with NHS England and the Department of Health to try to find a more sustainable long-term solution to some of these access challenges, because what tends to happen is there is a short-term fix for a set period of time and then the underlying issues aren't addressed.

As an industry, we are constantly challenged to increase efficiencies in the early-stage drug development process to make it more effective and to have more timely collaborations with third parties, and that will carry on in 2016 for us.

The ongoing development of my team is always a priority as well. We are always looking for innovative ways to support the business and discovering new potential
in people.

MM: Do you find that your in-house team is the right size to meet the demands
of the job?

FA: I don't think any in-house team would say that they have enough people! We can always be doing more in-house compared to what we outsource. I could easily say 'we need someone to do litigation full time', for example, so that we don't outsource that work, but that's just not going to happen. So, yes, I could do with another bod, if I really was honest about it, but for now we just manage as best as we can and manage expectations because we know we can't get the additional headcount. Where there is an overspill of work, we outsource it.

MM: When you do outsource work to law firms, what are the most important attributes you look for in them?

FA: There are a few things. They really need to understand our industry - and it is not easy to understand, because it is very complex, especially in the UK, with the way the drugs are paid for here compared to other European countries. It becomes very obvious if a firm doesn't understand our industry when we are talking to them.

Clear and open communication is really important, especially around billing - I don't like surprises. Also, the willingness and ability to add value to my team over and above providing advice is important. One thing we really value is bespoke tailored training, and that can only come from
really understanding our business.

Last but by no means least important is a demonstrable commitment to diversity. This is a real priority for us as a company, as we are a very diverse, multinational organisation. We really see that diversity has led to more innovative solutions and innovative thinking for us as an organisation. There is a real push for us
to see the same type of diversity reflected in our suppliers, including our external
law firms.

MM: You mentioned that one of the ways in which law firms add real value for you is in providing bespoke training. Are there any other examples of outstanding service you've received from law firms?

FA: Apart from training, the willingness to offer interim support. I've got two vacancies at the moment which have now been filled, but we have had a long period of time to wait before they join us because of notice periods. One of our firms could see and anticipate that we might need help and actually offered for someone to come and help us out on an interim basis.

In the end, I chose to use one of the new agile-working law firms instead. But,
I was really impressed that the law firm had talked about our needs and put together a specific solution for us, with support for two to three days a week to cover specific areas. A lot of thought had gone into it
and I was really surprised by that.

Another law firm really showed
a commitment to getting to know our business better and even went as far as understanding the dynamics within the UK affiliates itself, the actual politics of getting decisions through and the decision-making process! That was a real surprise again.

I also had a lawyer reach out to me about a year ago to get my thoughts about an article they were writing, which seemed odd, but actually it was an article about the industry. It was great to just think 'gosh you are looking to me for input here, that I can actually help you'. That was surprising - it was less about the service for us, but it made me feel a bit warmer towards them because they actually thought to reach out to me in that way. It is probably an overall part of the client service in a way.

MM: Yes, it sounds thoughtful. Looking now at any negative experiences you have had in working with law firms, can you share examples of terrible service you have received?

FA: There is one example of a lack of responsiveness from a partner at a law firm. By that, I mean not even lack of a timely response, but no response at all! It has happened a few times, where certain information has been requested and there has been no response.

That to me is just shocking, and I have heard that from several team members that they experienced it too. And it is not as if the response was particularly challenging - often it was as simple as 'can you send a document that summarises our discussion the other day'. It's never good when your client feels ignored!

I am also aware of the culture within
that law firm and I don't think the firm actually shares our values.

MM: So, a misalignment of values can be reason enough for you to stop working with a law firm?

FA: Oh, absolutely, because there are so many law firms that can support us. Even within the life sciences area, which is a very narrow, niche area, we would only ever be looking for one provider, and I could probably name 20 law firms that have really strong expertise in that area.

We have the luxury of saying 'you can all do the work, but if you don't share our values, there are other firms we can work with that are much more closely aligned with our values'. It is very important that external law firms have the same values
as us and really demonstrate those values.

MM: So, it's more than just the written values, it is the lived values that are
most important?

FA: It is the lived values, because every firm says it has values on its website.
But it is just like every firm saying it has
a flexible working policy - in reality,

does it actually honour it? It is the lived values. I need to be able to see those values demonstrated and there are some firms which really stand out in that and others frankly that don't. I am taking a stand on this.

MM: What do you wish more law firms knew about in-house legal departments?

FA: I wish that they realised some of the pressures we are under, the fact that we are on site and that it is very, very different working in-house to working in private practice. You can distance yourself from the client in private practice, the client isn't physically there, but when you are physically working with the client or
you are part of the client, they can show
up anytime they like. You are on site, you are a resource.

And that brings an incredible pressure - as a team we've had to have training on how to prioritise, because people are constantly coming up to your desk and not really respecting your meeting times and things like that. I want more law firms to understand those are the sorts of pressures we are under, to appreciate that working with us is not just about giving us legal advice - some of the softer skills are really, really important.

Also, they need to recognise the fact that we are a support function. When you are a fee earner in private practice, it almost gives you automatic validation. You are already considered to be important because you are a profit centre. We don't have that in-house, we have to demonstrate our value in many, many different ways.

What isn't helpful is when law firms send me a 10-page memo when I want
a one-pager. On one project, we had this massive document from a law firm - I think it was 50 pages of advice in the end - but we needed something that we could roll out to the business. We didn't want to have to read through 50 pages and to
then narrow it down ourselves.

A bit more awareness around how the advice is going to be used would be very helpful - it needs to be punchy, short and to the point. I know that when you're in private practice you need to do a belts-and-braces job for all sorts of liability reasons. But, think about what the client is going to be using that advice for and really keep it to the point and relevant, top line.

Law firms need to think about the client having to disseminate their advice internally to their own clients. Law firms need to be more pragmatic - I wish they realised how commercial we have to be as well. We are living and breathing the decisions and the consequences of some of the advice that we give to our colleagues here. I would like more law firms to be aware of all the implications for us in being physically
based on site with our clients.

MM: Do you find that law firms are good at giving you directive advice and is that something that you would like to have?

FA: Some could be a lot more directive, and I can see why they'd rather not be, because the way you are trained as a lawyer is to provide all the details around your decision making and your advice - you don't just give an advice and not back it up.

But, actually that's what the business expects of me and my team, they don't want waffle. They don't want to know what sections of the law are relevant, they don't want to know what are the grounds for a judicial review. They just want to know if we could succeed - can we do it or can't we? Does the law allow us to do it or not? They don't want to know what law applies.

If I ask a law firm for advice, they would start off by telling me what the legal risks are and probably not come up with a possible alternative solution until the very end of the whole discussion. Being more directive is helpful.

Individuals vary tremendously within firms and there are some firms that are fantastic at doing this. The same individual who was ignoring our emails was actually very, very pragmatic in other ways and gave us very directive advice and saved us a lot of time and effort because of that.

I do not want to suggest for a second that this is an endemic issue that I see, but I wonder how many law firms would instinctively know that we need directive advice without us having to tell them first.

MM: Aside from directive advice,
what else do you need from the
law firms you work with?

FA: The things that we really, really need from them is proactivity, being pragmatic and providing relevant legal updates. Life sciences is a massive area and I get some alerts that don't apply to an affiliate, they might apply to a parent company, but even within life sciences, the affiliate support work is very, very different to what you may be advising someone on who is based at our headquarters, for example.

I think law firms are genuinely quite
lost sometimes and don't know what the client wants. And different clients want different things - some do want legal updates, others don't want to be bombarded with information.

I think that there is always a period of time that you have to invest in educating law firms about how you want to work with them. There is a period of acclimatisation you have to go through to get used to working with each other. This would be the case in any relationship really - you need to set down those boundaries.

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FUNKE ABIMBOLA: ‘THE TOP FIVE THINGS I WOULD LIKE FROM LAW FIRMS

1. Industry knowledge

2. Understanding of our internal dynamics

3. Demonstrable commitment to diversity and inclusion

4. Clear, directive and pragmatic advice

5. Clear and open communication

“Technical expertise is a given – it wouldn’t feature in the top five, because I expect law firms to have that already”

MM: If a firm was to provide you with added value, to work with you in a way that is comfortable for you and suits your business needs, and also to provide you with pragmatic and timely advice which helps you to both make decisions on your own and advise your clients, would that make a difference in terms of being swayed on price?

FA: It would. If necessary, I would definitely pay a premium to get all of those things because it would ultimately save me time and energy and stress if I could get all of that from one law firm. I would pay a slight premium I mean, not a massive amount,
but yes, I would pay more.

I would also pay more for a firm which genuinely has niche expertise. With one of the firms, we have been paying a premium because they are genuinely one of only a handful of firms that advise on that particular aspect of market access and do it well; they have a pedigree and understand the dynamics with all the regulators and the authorities. That sort of insight is invaluable, so we pay a premium for that.

MM: Does the size of the law firm
make a difference to you in terms
of what you are willing to pay for?

FA: Not necessarily, no. It is more about the quality of the advice. We tend to use quite large firms to be fair. We use one local law firm - Debenhams Ottaway - which is much smaller compared to the others, but we pay what is fair and due to them.

MM: Let's conclude by looking at your career experiences. What has been
your biggest personal career highlight to date?

FA: It is definitely being appointed to my role here, without a doubt, because of the company, because of the opportunities, because of what we stand for as an organisation. It is a fantastic opportunity
to be leading a team at the world's largest biotech company. It has led to many development opportunities and increased visibility for my team and also for me personally.

It is a very, very rewarding role. It is also a very busy and challenging role, and I do wear too many hats! But, coming from a medical family, with the expectation that I would become a doctor and instead choosing to become a lawyer, it has been a wonderful way to finally marry my passion for legal practice with medicine.

So I feel a real sense of fulfilment in this role and I wouldn't want to move outside the healthcare sector now. If I were ever to move on, I would find it very difficult to work in another industry, because there are very personal reasons why I am here.

MM: What are the biggest lessons
you have learned in your role?

FA: I think the biggest lessons I have learned all relate to the awesome responsibility and privilege of being a leader. Leadership can be really, really tough and it is not without its challenges, but the positive impact that you can have as an effective leader is really rewarding to experience. I have certainly learned a lot about myself and others during my leadership journey.

I have gained a lot of respect from colleagues and peers and others within
the legal profession generally because
I have been prepared to learn and develop, being very agile in learning. Learning all the time from any experience and any form of feedback has really, really helped me in my leadership journey. The biggest lessons I have learned have all been related to the privilege of being a leader and the responsibility that goes with it.

Manju Manglani is editor of Managing Partner (www.managingpartner.com)

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