Select 2016 Legal project management. Christine Siler, Head of LPM, Continental Europe Richard Kiddell, Partner 13 October 2016

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1 Select 2016 Legal project management Christine Siler, Head of LPM, Continental Europe Richard Kiddell, Partner 13 October 2016

2 What is LPM? Legal Project Management (LPM) Is a structured delivery model that seeks to bring a law firm s service delivery capability closer to the business requirements of its clients while achieving improvements in: Cost efficiency Knowledge development Client relationships Pricing capability Team development Business development and cross-selling The underlying principles of LPM are: Effective communication Setting and meeting of expectations Hogan Lovells 2

3 Understanding the Interplay Between Three Key Variables Underpins the Application of LPM A change to one of the variables will impact at least one or both of the others QUALITY COMMUNICATION Scope An increase in scope will, as a minimum, add additional cost and could increase the time required to complete the work Schedule Short deadlines without corresponding decreases in scope will impact the effort required to complete the work resulting in additional costs Cost A reduced budget will require the scope and the timeline to be adjusted accordingly Hogan Lovells 3

4 The Hogan Lovells Way of LPM Comprises Four Key Stages with Communication Being Constant Throughout Post Matter Team Debrief* Scoping Checklist Risk Analysis Matrix EXTERNAL INTERNAL HL Team Guidance* Dashboard Reports LPM Budget Tracking Tool Online* Process Maps LPM Fee Estimating Tool (Phase/Task Code Sets) Notes: * Internal Hogan Lovells 4

5 Scope and Pitch Tools Scoping Checklist Hogan Lovells 5

6 Scope and Pitch Tools Risk Analysis Matrix Hogan Lovells 6

7 Refine and Plan Tools Process Map Hogan Lovells 7

8 Steps to create a Process Map/Project Plan NDA& Term Sheet (M0100) Due Diligence (M0300) 2 Post-Closing (M1000) 1 Week 1 Week 2 Week 4 Week 5 One day prior to Closing HL circulates legal due diligence request list HL initiates lien searches Company prepares Diligence findings and provides due incorporated into diligence final schedules responses HL reviews filed charter evidence and all closing deliverables COSTS /$/ /$/ /$/ /$/ /$/ /$/ 5 Day 14 onwards after closing Parties Determine List execute WORKSTREAMS Client prepares TIMELINE Term Sheet and Task Codes NDA initial draft term Cap table finalized sheet and cap Begin What with are the key Deadline workstreamsthat for the matter. What is an table Company appropriate apply provides in HL reviews this and unit matter? of time to list tasks? 1 week, 2 weeks, 1 Presentation revises term sheet month? Consider Key document sets, specialists, external factors When like regulatory are Public etc. Holidays/Annual Leave? Company counsel 3. List DOCUMENTS/ NOTES 4 prepares and delivers closing 5. COSTS List key documents or sets in the workstreamswhere binders they will Consider be created. the resource needed to complete each task and Be estimate as specific time as needed, possible then at the fees beginning 4. Insert TASKS Beginning with the deadline, work your way back to list all the tasks necessary to complete each document in time. Key Considerations: What information is needed to begin each task? What is the action taking place Documents List Total documents in List (31 in current list) NDA and Term Sheet Documents 1. NDA 2. Term Sheet 3. Pro forma Cap Table Diligence Documents 1. Business Diligence Request 2. Legal Diligence Request 3. Legal Diligence Memo 4. Legal Supplemental Request 5. Final Diligence Memo (e.g., drafting, confirming, deciding, negotiating, etc.)? Who is responsible for doing this task? Who will benefit from/receive the deliverable of each task? Format Post-closing documents 1. is Client Subject/ Press Release 2. Form D and Blue Sky Filings 3. Stock Certificates 4. Closing binders Verb/Object/Beneficiary Select colours to represent all parties. Be sure to schedule Regular Reviews of Progress, Budgets 3and Scope Hogan Lovells 8

9 Refine and Plan Tools LPM Fee Estimating Tool Hogan Lovells 9

10 Execute and Monitor Tools Dashboard Reports Hogan Lovells 10

11 Complete and Review Tools Post Matter Team Debrief Hogan Lovells 11

12 Responsibility of GCs From an in-house perspective, GCs need to be prepared to work with lawyers with the following three things: Governance Know how your organisationis structured to ensure the right people are connected to the legal function during a deal at the right times the decision-makers Commercials Understand and clearly communicate your commercial objectives, risk appetite, financials and deal/portfolio parameters to your in-house teams and the lawyers Strategy Know why this deal is important to your organisationand how it fits into your overall portfolio in the long-term, and make sure everyone knows Hogan Lovells 12

13 Relationship Management Finance/Treasury Tax Structure Legal Risk Compliance Deal execution Executive Leadership Accountability Deal execution Procurement Purchasing Commercial Operations Sales Internal Know your client Know yourself Delegate External Teamwork Allocate responsibility Guidance and decisions Communicate clearly and frequently Suppliers Services/goods Lawyers Risk Compliance Execution Bankers Finance Accountants Structure Tax Accountant Experts Costs Budget Control Subject matter expertise Hogan Lovells 13

14 Speakers Christine Siler Head of Legal Project Management, Continental Europe T christine.siler@hoganlovells.com Richard Kiddell Partner, London T richard.kiddell@hoganlovells.com Hogan Lovells 14

Hogan Lovells US LLP and their affiliated businesses.

any of their affiliated entities or any employee or consultant with equivalent standing.

not hold qualifications equivalent to members.

15 "Hogan Lovells" or the "firm" is an international legal practice that includes Hogan Lovells International LLP, Hogan Lovells US LLP and their affiliated businesses. The word partner is used to describe a partner or member of Hogan Lovells International LLP, Hogan Lovells US LLP or any of their affiliated entities or any employee or consultant with equivalent standing.. Certain individuals, who are designated as partners, but who are not members of Hogan Lovells International LLP, do not hold qualifications equivalent to members. For more information about Hogan Lovells, the partners and their qualifications, see Where case studies are included, results achieved do not guarantee similar outcomes for other clients. Attorney advertising. Images of people may feature current or former lawyers and employees at Hogan Lovells or models not connected with the firm. Hogan Lovells All rights reserved

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MiFID II 18 January MiFID II MiFID II 18 January 2017 1 MiFID II Product governance and product intervention January 2017 MiFID II 18 January 2017 1 Key Points Firms that manufacture and/or distribute financial instruments must have