51 North, a nine year-old private jet management company, based at Farnborough Airport, recently announced it has acquired long established management and charter operator Executive Aviation Services, ushering in a new era for the two family-run and managed businesses. This move brings together the worldwide and AOC expertise of the two companies.

When 51 North Group and EAS initiated partnership talks (at the Aviation Supper Club held at the Royal Air Force Club, London) in January this year, it was evident the two businesses shared the same values and cultures. Both are committed to providing personal, bespoke service for their clients and working closely as a team. The new partnership naturally creates a seamless stepping-stone to aircraft management opportunities – throughout the Group.

Chairman and founder of EAS, Peter Turner, will continue to be involved in the combined business and serve as a 51 North Group Board Director. He will also continue to be Chairman and Accountable Manager of EAS, responsible for the group charter activity. His daughter Kirstie Turner will remain as Ground Operations Manager, while son James continues as flight crew on the Citation Bravos and also FBO manager.

Day to day management will be led by 51 North Group/EAS Managing Director Kirsty Murphy who moved into business aviation from the RAF 15 years ago. She reports to co-founder of 51 North Group and Chairman, Neil Cochrane. Neil’s daughter, Lorna Carroll, will head up marketing for the combined group.

Interview - Neil M Cochrane (NC) 51 North and Judith Hillen (JH) Bespoke Services Sarl:

Please tell me about your involvement in the deal?

NC: I and my co-director Kirsty Murphy wished to acquire another company which could be integrated with 51 North and augment our existing activity. As chairman of the company it was my responsibility to ensure that we had a proper plan in place for the next five years of activity, taking into account new aviation legislation and the possibility of Brexit. We had specifically been looking for a European Charter operation with an Air Operators Certificate and had investigated two joint-ventures, plus another UK based acquisition, before we came into contact with Executive Aviation Services.

One of my main tasks was to lead the negotiations to establish parameters acceptable to both parties. During the initial stages it was also important to establish a good relationship with Peter Turner (Chairman of EAS) to ensure that there was compatibility between the companies going forward. It was and is our intention to fully integrate the companies and I needed to put a deal in place that everyone believed to be beneficial to both, so that we had an enthusiastic team in place for the future.

JH: 51 North brought donedeal in at an early stage to evaluate EAS enabling the parties to agree a detailed Term Sheet.  Both donedeal and Bespoke spent a lot of time not only on financial and legal due diligence but also on working with both parties to understand the commercial nuances and their aspirations.  The corporate deal reached was aimed at maximising the parties’ joint potential whilst enabling an even better service for their clients.

Why is this a good deal for all involved?

NC: This is a great deal for all the parties involved as our companies complement each other very well. The personalities of the key players are compatible and we share the same desire to provide a top class service with, as always in aviation, a focus on safety.  Together the sum of the parts is much greater than individually.

The combination of 51 North's worldwide experience in operating large corporate jets, sometimes into extremely hostile environments, with EAS's charter capability throughout Europe with busier but smaller jets provides a very good platform for future expansion.

What challenges arose? How did you navigate them?

NC: Our main challenge involved corporate restructuring and managing client expectations.   We were very happy with the assistance of our advisers in particular Judith Hillen and Gert Van der Linden in producing a final solution that is appropriate to our needs. We were under certain time constraints to complete the deal and bring the companies together and had to liaise closely with our legal advisers to ensure that this happened.

JH: The deal itself was relatively straightforward but care must always be taken when merging two long-standing businesses to ensure the strong values inherent in both remain sound and that commercially all parties are happy that the deal produced is mutually beneficial. Peter Turner’s continued involvement in EAS moving forward and Neil’s insistence that he become an integral part of 51 North reflected the fundamental respect that both Neil and Peter have for each other’s professionalism. My role became much smoother as any legal stumbling blocks could easily be smoothed out by focusing on the commercial realities of the deal.

Polsinelli, an Am Law 100 firm, recently announced that it closed a multimillion dollar deal between Colony Capital and Global Net Lease REIT Gramercy Property Trust.

Polsinelli represented Colony Capital in its sale of an industrial property in Littleton, Mass. to Gramercy Property Trust. The Littleton property is a newly-constructed 448,470-square-foot distribution center leased to a multi-brand retailer.

“The Littleton transaction is a great example of the persistent appetite for net-lease strategies where Colony’s aim was to create a win-win scenario for all parties involved,” said Georges Asmar, global head of net lease at Colony Capital Acquisitions. “This deal represents a case study for a high quality industrial property, which offers a great value add for the tenant’s competitiveness and great yielding potential for the new owner.”

The Polsinelli team included Brooks Clark (lead counsel), shareholder; Sarah Armendariz, associate; and Cora Blackwell, Real Estate analyst. Polsinelli also represented Colony Capital in the acquisition of the property, which included negotiating a long term net lease and the terms of the construction of the facility with the tenant.

By way of a share deal Aves One AG, Hamburg, has acquired 100% of the shares in ERR European Rail Rent Vermietungs GmbH, Vienna, Austria, as well as 33.3% of the shares in the German ERR European Rail Rent GmbH, Duisburg , Germany; the Austrian target being the asset owning company.

Signed on the 22nd August 2016, and expected to close towards the end of October, the purchase agreement for the acquisition of the ERR group was priced at EUR 33.5 million. Managing Director of ERR's Austrian freight wagon holding firm, Jürgen Bauer, will be the COO on Aves One’s Board of Directors.

Based in Hamburg, Germany, Aves One is a global asset owner of logistics equipment, and ERR is a freight transportation company that operates the rental of freight wagons for rail-bound transport.

In drafting the share purchase agreements, Aves One as purchaser was advised by Huth Dietrich Hahn (in Germany), partner Sebastian Kuehl leading the team, and by Kordula Fleiss-Goll of Jakobljevich & Grave Rechtsanwaelte (in Vienna) as regards Austrian law. The seller was served by Schoenherr with a team consisting of Alexander Popp and Miriam Simsa and as regards German law, the shareholders of ERR were advised in this transaction by Gleiss Lutz.

Following this transaction, Schoenherr believes Aves One is set to double its assets value to over EUR 400 million, subsequently increasing its freight wagons to 4,200 units. This also allows Aves One, participating in the management or ERR’s assets, to cover the entirety of the freight transport value chain.

Ardian, the independent private investment company, recently announced that it has entered into exclusive negotiations with Azulis Capital to buy a majority stake in the Lagarrigue Group. Lagarrigue is a leading manufacturer of orthopedic equipment in France. The management team will increase its stake, alongside Ardian.

Lagarrigue specializes in the design and tailor-made manufacturing of major orthopedic equipment, such as prosthetics and orthotics, for patients suffering from permanent or temporary disability. Founded in 1976 and led by Alain Montean, President, and Jean-Pierre Mahé, Managing Director, the Group has 33 agencies in France and employs more than 400 people. In 2016, the Group should achieve a turnover of more than €50 million.

Alain Montean and Jean-Pierre Mahé, respectively President and Managing Director of Lagarrigue, said: “After five years of strong growth thanks to constant support from Azulis, we needed a new strong partner to pursue our ambitious development strategy. With Ardian, we will benefit from the expertise and international network to enter into a new phase of development.”

Marie Arnaud-Battandier, Managing Director Ardian Expansion France, added: “Lagarrigue’s success is primarily due to the quality of its team, the performance of its agency network and the know-how the company has developed on this leading offer. There are numerous opportunities in this highly fragmented market and we look forward to supporting this company to continue its development, both in France and abroad, thanks to the support of Ardian’s resources and network.”

This will be the third acquisition completed by Ardian Expansion Fund IV, which closed in June.

French consultancy firm, ARIANE santé social performed commercial due diligences in a very specific market: prosthetics in the non-invasive orthopaedics market. The ARIANE santé social team, Thierry BOVAL (MD) and Agnès ROBERT (Essec), performed a market overview and a critical analysis of sales performances. This team is exclusively dedicated to the healthcare arena for more than 20 years, addressing topics on strategy, operations, doctor relations, technology, finance and regulation.

To provide an answer to the titled question, this month Lawyer Monthly reached out to the Law Offices of Scott Warmuth, where Attorney Nathaniel Clark explains, with a complex court judgment as the foundation, the ins and outs of autodialing and robocalls in the US.

Post-Spokeo TCPA Standing in the Ninth Circuit

Plaintiffs seeking redress for consumer statutory violations must allege more than bare-bones violations to preserve standing in federal court post-Spokeo, Inc. v. Robins, 136 S. Ct. 1540 (2016).

Decided by SCOTUS on May 16^th, 2016, Spokeo addressed whether consumers can establish standing by alleging the mere violation of a statutory right. The Court found that to establish an "injury in fact", plaintiffs must show an "invasion of a legally protected interest" that is "concrete and particularized" and "actual and/or imminent, not conjectural or hypothetical".

Thus, despite the fact that the Court recognizes "intangible" injuries as defined by Congress, a "concrete injury" must be shown even in the context of statutory violations. The Court remanded Spokeo back to the Ninth Circuit to determine whether plaintiff Robins, in alleging a plain violation of statutory rights under the Fair Credit Reporting Act, 15 U.S.C. § 1681, had shown that he suffered a concrete and particularized injury.  In so doing, the Court clarified that Robins could not allege a naked procedural violation divorced from any concrete harm.

Spokeo has directly affected the standing analysis under other federal statutes, including the Telephone Consumer Protection Act. 15 U.S.C. § 227, et seq. Broadly speaking, the TCPA prohibits the use of automatic telephone dialing systems (colloquially known as ‘robocalls’) to dial a consumer's cellular phone without the consumer's prior express consent. Before Spokeo, little attention was paid to the standing requirements for a plaintiff alleging TCPA violations, which provide for damages of $500 to $1500 per call.  Ninth Circuit district courts have not reached a consensus regarding the specific requirements of Spokeo for alleging "concrete" harm as a result of receiving unwanted automated calls.

As discussed in the recent Northern District decision of Juarez v. Citibank, N.A., Case No. 16-CV-01984 (N.D. Cal. Sept. 1, 2016), some courts have found standing where the plaintiff alleged that the automated calls waste the plaintiff's time.  Another example of sufficient harm was shown where the consumer continued to receive unwanted phone calls even after the plaintiff instructed the defendant to stop calling. Courts have even considered the fact that a consumer's cellular phone becomes unavailable for legitimate use while it is being occupied by an autodialer.

Other examples of harm include embarrassment and disruption of business affairs due to receiving unwanted calls during working hours.  Haysbert v. Navient Sols., Inc., No. 15-CV-41444­, at *5 (Mar. 8, 2016). Plaintiff counsel should further consider potential violations of privacy under the California Constitution to establish standing, particularly if a defendant continued to engage in robocalls after being instructed to stop.

But not all courts agree, as starkly demonstrated by the decision of Romero v. Dep't Stores Nat'l Bank, 15-CV-193 (S.D. Cal. Aug. 5, 2016), where the court found that the plaintiff could not show that any individual call of the 272 calls she received from a debt collector had caused sufficient lost time, aggravation, or distress to constitute a concrete injury. Romero represents the extreme end of the spectrum, but should alert TCPA and other consumer law attorneys to the reality that statute-driven lawsuits are not always viewed favorably by district courts, and that consequently, counsel must go to great lengths to explain to courts how the statutory violations actually impacted the lives of their clients in a manner that justifies a lawsuit.

The lesson to be taken from the developing state of standing for statutory violations post-Spokeo is clear: plaintiff counsel should take particular care to specifically allege in detail the harm their clients incurred as a result of the statutory violation. In the case of TCPA plaintiffs, counsel should avoid the temptation to rely on the fact that the TCPA provides for statutory damage. Counsel should instead focus on the violation of privacy and waste of time, along with the general aggravation caused by repeated and unwanted calls. Doing so will not only preserve your client's standing for the statutory violation, but will tell a human story and help the trier of fact understand your client's case.

 In the US, Immigration is a high priority on the political and social agenda, an. Our next thought leader, Anthony Korda, is well-experienced in EB-5 immigration and here talks to Lawyer Monthly about the critical issues surrounding business immigration in the US. Anthony also discusses the immigration policies of the potential US Presidency, and touches on the consideration surrounding immigration litigation and how best to avoid such scenarios.

What are the hottest talking points surrounding US immigration law at the moment?

I focus my practice on EB-5 cases and given two important events in this area, this is currently a hot topic.

The EB-5 Regional Center Program (that accounts for the bulk of EB-5 cases) was due to ‘sunset’ on September 30^th, 2016. As it was included in the Continuing Resolution at the end of September 2016, the program was extended unchanged until December 9^th 2016.

Congress has been considering changes to the Regional Center program since last year. However, many proposals are so radical that there has been no consensus. The industry agrees that increases in minimum investment amounts, regulatory provisions and incentives for investment in rural and high unemployment areas are required and overdue. However, the more controversial provisions, in particular retroactive effect to June 1^st 2015, would cause chaos and would mean that thousand’s of petitions filed since that date would be denied.

Additionally, the Vermont Regional Center Program (often held up as the ‘poster child’ for EB-5) was the subject of a fraud allegation by the SEC and, if the allegations are proved to be correct, will result in both financial loss and loss of immigration status for hundreds of innocent investors.

Do you have any opinions on the potential legislation to be implemented by the future President?

Donald Trump and Hillary Clinton have taken opposite roads on their quest for immigration reform. While Trump calls for mass deportations, migrant bans and a wall to keep away people from coming into the country, Clinton wants a pathway to citizenship, immigrant integration and protection from deportation.

Trump and Clinton both say they favor secure borders, but in every other respect they are at odds over how they plan to tackle key immigrant issues. Experts on both sides of the debate cast the candidates’ proposals as radical, arguing Trump is overtly anti-immigrant while Clinton is too lax on policies.

As an Immigration Attorney, I favor a more humane approach, but I also agree with the need to protect our borders and safeguard homeland security. Comprehensive immigration reform is overdue, and it will require a thoughtful, well-reasoned approach that avoids quick fixes and sound-bite politics.

What regulatory changes would you hope to see in regards to the EB-5 Program and how would you see these implemented?

I think that there is a need for regulation, but this should be balanced and realistic and designed to protect investors. Retroactivity will cause chaos and will serve only to punish investors who have invested in good faith. I would like to see greater numbers of visas made available to EB-5 investors, or a change in the way that visas are allocated.

While I understand the need to encourage investment in rural and high unemployment areas, I would like to see the abolition of targeted employment areas, or at least incentives that make targeted employment areas the exception rather than the rule. I would also like to see a lengthy renewal period – 5 years as a minimum – so that there is more certainty. The constant threat of a ‘sunset’ serves only to artificially increase the number of petitions filed in anticipation of changes.

You work predominantly in immigration, particularly pertaining to business immigration and litigation thereof; how do you help your clients avoid potential litigation in this regard?

First and foremost, it is important to give clients realistic expectations. Those expectations will be different in each type of case, but at a minimum I ensure that my Clients are aware of the risks, whether that involves a visa denial, a loss of investment, or other financial implications. I also work with other professionals – investment advisers and tax experts – to ensure that my Clients understand what immigration to the US can mean to high net worth individuals and to those with other source of income abroad. Finally, I make sure that my clients are aware of processing times and how long it may take to obtain a particular visa.

As a thought leader in this field, how are you currently working towards further exploring and confronting the legal challenges of working residency and immigration in the US?

When I first moved my practice to the US and became involved in Immigration and Nationality cases I soon realized that it was one of the most complex areas of law. I try to remain current with changes and, where possible, take part in consultation initiatives or meet with political representatives who may influence proposed legislation.

However, while the issue of immigration in the US (as in other countries) has traditionally been regarded as a political or economic issue, more recently there is a recognition – in some quarters at least – that there are social and human issues, such as the separation of families, the treatment of refugees and asylum seekers, racial anxieties, national identity and perceptions that traditions are under threat.

Realistic immigration reform will need to address these issues as well.

Is there anything else you would like to add?

These are challenging times and, whatever the outcome of the 2016 Presidential Election, the issue of immigration is likely to continue to be an important topic. The need to consult with an Attorney experienced in this area of law cannot be overstated.

When drafting or negotiating contracts, there are numerous considerations and key factors businesses and consumers should take into account. In certain contracts, especially in financial services and a regulated space, additional questions of fiduciary, regulatory or statutory duties need to be considered.

 On this matter, Lawyer Monthly hears from our next thought leader, Vivien Teu, regarding the complexity of contract drafting, and particular challenges in Hong Kong and its connections with China markets.

 Vivien Teu is the Managing Partner of Vivien Teu & Co, a Hong Kong solicitors firm established in early 2015 which is in Association with a leading China law firm, Llinks Law Offices.

What is the type of client you most commonly deal with in contract negotiations and advisory in Hong Kong?

My clients are most commonly investment managers, investment product providers, financial intermediaries or other financial institutions such as banks or insurance companies. The contract negotiations and advisory work for such clients quite often relate to provisions around contractual obligations and the duties of investment managers, advisers, sponsors, service providers or distributors of investment products or investment arrangements, and on appropriate information and risk disclosures to investors.

What particular process usually takes place with these clients?

The financial services and investment management industry, and the offers of investments, are heavily regulated sectors and increasingly so. Therefore, in advising clients it is key to have a sound grasp of the regulatory landscape. This has been especially important also due to the pace of regulatory development internationally and a rapidly changing market. In addition, legal work in Hong Kong would quite often involve considering China, which brings added challenges to keep up with a market that has grown and developed tremendously, and undergone some uncertain drastic changes. We often need to take into account the current and prospective regulatory requirements that may apply to the immediate, medium and sometimes longer range commercial goals of the clients.

How has legal work in contract negotiation evolved throughout East-Asia since you entered the profession? What would you say have been the major game changers in this field over the last decade?

The increasing regulatory focus and consideration of China have certainly been two central themes in the evolution of legal work in this market since I entered the profession. Besides these, a major game changer in the last decade lies in the review of distribution models and practices on the sale of investment products, prompted by criticisms of bank-dominated distributions, high sale charges, questions of potential conflict of interests and investors’ claims for mis-selling. There is a clear trend towards an advisory model, and for advisers to act in the interest of the investor in investment recommendations.

Recently, the Hong Kong securities regulator has taken a further step of requiring financial intermediaries to incorporate a mandatory contractual obligation to ensure suitability of financial product recommendation or solicitation, and which expressly dis-applies any contractual provisions to the contrary. Compliance with this requirement is expected by June 2017, and financial intermediaries are to have commenced the process of revising and updating client agreements to include the prescribed clause verbatim. This requirement is issued with a clear stated intention of the regulator that “the new clause aims to enable aggrieved investors to seek redress as a contractual right under the client agreement” in such situation where an intermediary has breached suitability obligation.  This is a significant change whereby a regulatory obligation is now in essence required as a contractual obligation, and is not without controversy in its impact on contracts.

At the same time, China regulators are now also engaged in reviewing product distribution platforms and practices in Mainland China, similarly introducing or proposing new rules on suitability of investments or otherwise imposing accountability of distributors of investment products.

As a thought leader, are there any legislative developments that you would like to see facilitate your work with contracts in Hong Kong?

Given our firm’s focus across Hong Kong and Mainland China, and considering the increasing cross-border activities that involve clients based in Hong Kong and Mainland China, I hope to see further and broader cooperation among industry participants and regulators of the two markets, in order to support stable and healthy development and evolution of the industry overall. Currently, cross-border cooperation exists, but mainly in cross-market access matters. Hong Kong has a strategic position and a wealth of international experience and infrastructure that can continue to play a very important role in the growth and expansion of China’s financial markets, and bridge gaps that still exist between China and international markets.

How has your previous in-house counsel experience helped with your thought leadership as managing partner now?

My in-house experience has certainly strengthened commercial and industry perspectives in my legal practice and thought-leadership.

Are you involved in any lobbying or activist groups in order to expand your thought leadership in the contracts sector?

We are members of key industry groups, where we regularly participate in industry discussions, deliver training to members, and contribute to lobbying efforts.

As a thought leader, how are you helping to develop or implement new legislation on contracts in Hong Kong?

Since the new requirement on suitability contractual obligation was issued, I have been involved in delivering seminars and training on this development, including as a trainer for the Hong Kong Securities and Investment Institute, to help deepen industry awareness and understanding of the requirements, issues and implications.

Is there anything else you would like to add?

Our focus has been and will continue to be on the Hong Kong-Mainland China cross-markets opportunities, and regularly advising the industry on the latest regulatory developments for China inbound and outbound initiatives in the securities and financial markets. As a further example, we have been very active in the past year in advising on the Hong Kong-Mainland China mutual recognition of funds arrangement, assisting in bringing Mainland funds to Hong Kong, and on Hong Kong funds for distribution in Mainland China. We have been fortunate to be able to contribute our China-based and international experience in working with the industry and the regulators, particularly in this new initiative that brings Mainland funds to the international market and international funds to Mainland China for the first time. Currently, our firm is also advising numerous international asset managers in considering the establishment of local investment management platform in China, as well as assisting China managers who are coming to Hong Kong to take to the international stage. We are certain these will lead to a new market paradigm.

This month Lawyer Monthly has heard a great deal from Erin Stephens of Sport England, who believes her in-house counsel role is more than just answering legal queries and is more about getting involved in the nitty gritty details and tasks of the teams she leads. Here Erin reveals to LM what her legal career has had to offer, how she gained her long-standing reputation and how working for Sport England has been a career changing experience.

What does a day in your role as in-house solicitor at Sport England look like?

My day is probably 40% proactive, 50% reactive and 10% general problem solver. I have days where I literally run between meetings and won’t even have the chance to look at emails until 5pm, to other days where I spend most of the day doing strategic or transactional work. This all has to be balanced with team management responsibilities.

Since being promoted three years ago, I do less transactional work which has pro’s and con’s. I miss the freneticism that comes with closing a deal, but equally as my role is now more about providing strategic legal advice, having the time and thinking space to consider complex legal issues is welcomed. This week has been all about our investment into football – other weeks can be a blend of sports/legal issues.

What led you to embark on a career in the legal profession? Why in particular an in-house counsel career?

The moment I decided to become a lawyer came whilst at University in Sydney. I initially decided to study law to become a policy adviser and thought a law degree would provide me with a strong foundation in understanding the complexity surrounding legislation. Towards the end of my degree, an opportunity arose for summer internships at the NSW Attorney-General’s Department. Several weeks into my internship, I came to realise that I actually enjoyed working within law and for an organisation. Upon reflection this was mainly due to the fact that I was putting my studies into practice and could see a tangible result to how the law helps people and could influence and change policy. This shaped my thinking about in-house roles, which completely changed my career focus.

Which of your roles stands out for you and what are the professional and personal rewards therein?

‘THIS GIRL CAN’ has been a career changing project, not simply because it has been hugely successful both nationally and internationally, but more so because this project was a major learning curve for me. As it was Sport England’s first ever marketing campaign, it presented a range of challenges and opportunities from a legal perspective. I had to navigate through regulatory provisions to ensure we could fund it and set the framework to achieve this. Then there was facilitating Government approval, and the procurement of the creative and buying elements. And finally, I had to secure our IPR and contract with a range of partners. Not only was I able to upskill myself across a myriad of legal issues in an area where I was frankly a little out of my depth, it is a project that I truly believe in. This is what makes those long hours’ worth it; being part of a project where you know you are making a real impact to people’s lives, and are able to effect social change. The campaigns launch at the BAFTA headquarters last January was a career highlight – the atmosphere in the room when Missy Elliott’s ‘Get Ur Freak On’ started as the TV advert premiered was something that will stay with me. Its days like that why I work in-house, you get to be really proud of something you have helped create and also the organisation you work for.

Being named as one of The Lawyer’s ‘Hottest 100 In-House Lawyers’ for 2015 certainly stands out as a professional accolade considering the calibre within that 100. However, a bigger reward was my team named runners up at this year’s The Lawyer Awards for ‘Public Sector In-House Team of the Year’. Working in-house is a tough job – you are constantly dealing with new requests for advice from colleagues as their queries are rarely routine. This means judging ever changing priorities all while trying to deliver a high-quality service to the business. It’s fast-paced, and you really need to learn to think on your feet to survive and flourish – there is no hiding behind the shield of being an external adviser. You can sometimes feel a bit detached as all the glory (rightly so) is directed to the delivery of the organisation initiatives. Over the past few years I have developed a highly skilled team, and it was great for their achievements to be recognised.

Which parts of your role at Sport England do you find most challenging and how do you navigate the complexities involved?

Sport England is a public body who receives the majority of its funding from the National Lottery. This means we have to operate within a complex regulatory framework that comes with certain constraints. Over the years, these constraints have actually turned into opportunities. I am constantly challenged to find ways to deliver our strategy and work in a more commercial/customer focused way with a range of new partners. This is actually exciting as I get to be innovative and push the regulatory boundaries, and at times, influence policy change.

In the nine years you have been with Sport England, what do you feel has been the biggest lesson learnt in your work thus far?

How to manage relationships, be it the people you directly manage, laterally across your organisation or with your external stakeholders. Providing legal advice is the easy part, getting colleagues to engage with you and take on-board recommendations is the challenge. If you take the time to listen to what colleagues want to achieve you can provide them with alternative solutions rather than just a rigid ‘legal’ response. I have found with this approach you can generally get colleagues to come on the journey with you, which makes your advice land all the better.

Do you think the hardest professional challenges have been and gone or are still to come? Do you have any examples?

I am hoping my hardest professional challenges have been and gone, however as I continue on my career path, I suspect there will still be a number of hurdles to overcome. Moving forward, I know I will come to a crossroad with respect to my next role. My longer term aspiration is to move into an Executive role, and hopefully one day be a CEO. However, I am not quite ready to give up being a lawyer. Choosing the right next role, and making sure that I am in a position to make that transition will be the challenge.

Which of your previous roles do you consider to have been paramount to the experience and reputation you now hold?

My second legal job was at the NSW Crown Solicitor’s Office where I had an amazing supervisor who taught me the foundations of both how to be a great lawyer and more importantly, how to develop and motivate a high-performing team. I have predominately worked for women which I believe has helped my career advance as I have always had strong role models who showed me that women can excel in the legal profession. When I began line-managing a team, I often reflected on this particular person and tried to emulate the way she helped assist me. I hope that has come across in how I have and continue to develop my team; I have mentored several junior lawyers over the years who have gone on to a mix of great next jobs, which is what you want.

With plenty of experience behind you, what advice would you give future potential lawyers wanting to begin a career of in-house legal counsel?

It’s quite interesting how in-house roles are regarded these days; 10 or so years ago it wasn’t seen as an attractive career choice in comparison to working in Private Practice and I remember thinking have I made the right choice? However I believe the perception has changed as it is now it is viewed as an attractive alternative to Private Practice. Having worked predominately in-house, my advice for future potential lawyers wanting an in-house career is firstly, get yourself qualified. Becoming a qualified lawyer isn’t easy, and is very competitive.

Secondly, if you want to work in-house, choose carefully as you are deciding to work for a business and therefore, it needs to be an organisation with values and ethos that you really buy into. You can’t get away with sitting in a corner answering legal queries, you are expected to become part of the organisation. As in-house counsel, you have the benefit of widening your skill-set as you are more involved in the business-side of an organisation, advising on such a wide range of legal and quasi-legal matters. This has allowed me to develop my financial, governance, business and strategic planning skills, along with people management. These are opportunities unique to in-house counsel roles which then open up future career options such as Non-Executive and Executive roles.

Do you have further future goals in your legal life? Are there avenues you still wish to explore in the global law landscape?

I would like to use my legal and sport experience to further my Non-Executive Director aspirations. I was previously the Legal & Governance NED on the British Showjumping Board. This was a great opportunity which arose because of my current position and provided me with wider business skills which I have been able to put into practice at Sport England and my other non-executive roles. I’m currently on the Board of the Manchester Institute of Health and Performance, an £18m world-class sports science joint venture between Sport England, Manchester City Council and Manchester City Football Club. My future goals would to do more of this, perhaps with an international sports bodies or regulator.

I also did my first stint at lecturing in January this year at Manchester Metropolitan University as part of their Master's Sport Directorship course. Not only did this help overcome my fear of public speaking, but sparked my interest in doing more of these types of engagements. I have since spoken at a sports law masterclass and will be the keynote speaker at the Annual Sports Law Conference in Northern Ireland later this year.

 Within business, tax is always a contentious issue. It is a significant consideration for all businesses, and one which needs considerable attention to remain compliant and trouble-free. This can be tricky; with the ever-increasingly complex tax and accountancy regimes to which businesses are bound, as well as growing globalisation, getting access to the right tax advice and guidance is now more vital than ever.

 Discussing tax issues that arise in her work, the tax-related challenges within the Mexican M&A sphere, and detailing her thought leadership in this complex sector, is Ana Paula, Partner at SMPS Legal, a boutique Mexican law firm.

As a professional whose practice focuses highly on tax matters, what would you say are the most common tax issues that businesses face in Mexico?

Lately and most commonly, the base erosion and profit shifting project being analysed by the Mexican taxing authorities, bring into play all the intercompany transactions and payments. In connection therewith, the tax authorities are nowadays focusing on these types of payments denying the deductions based on the “reality of the service” or the excess payment under certain related issues, i.e. marketing and publicity expenses.

Another area that is common between all taxpayers, and on which they are struggling the most, is value added tax (VAT) refund requests. The review processes undertaken by the authorities and the requests for information and documentation have been extremely extensive, complex and in some instances absurd. They may be asking to deliver certain information in a particular format or even to create files that need to be prepared and as such delivered during the review process, even though the taxpayer is not legally bound to have it like that (e.g. specific cross-references of accounting registries with bank account statements).

You also advise on M&A matters, what tax challenges are involved in advising Mexican clients in this regard?

The challenge that we face with every transaction is to become more creative within the framework of the law, without giving grounds to challenge, and if so challenged, have the necessary business reasons, supporting documentation, and properly drafted documents to justify our client’s position and our decision to implement the recommended structure.

We have to be diligent on the formal requirements and the times involved in the transaction, i.e. try to match the timing of the transaction to the time required to properly analyse it, in order to offer the best alternatives. Mexico continues to be very formalistic in addition to the substance; there is still a high level of formalism to complete a transaction offering the greatest certainty on legal and tax outcome.

Is there a specific tax-centred case you have dealt with, where you would say you applied particular thought leadership?

Every case is different and has it specialty, and you always need to treat it like that and apply the best of your knowledge to reach the best result for your clients. We recently had a transaction where there were several jurisdictions involved, as well as individuals and corporations which were put in place prior thereto. This particular structure required us to prepare and put in place the necessary protections and contractual language to avoid risk being shifted to our client.

There are many instances where targets have to be prepared well in advance of a transaction, and we have to bring ourselves up to speed much quicker than usual, so that we properly identify any potential loopholes which may result in liability to our client.

What is commonly the process you adopt in tax audits and are there any particular difficulties involved?

It is advisable to be involved in any audit process from the beginning. Difficulties commonly arise at the time of the filing of information and document requests, by the way audit queries are responded to, and on the assessment of the matters questioned by the tax authorities.

In Mexico, if during the audit process with the tax authorities, all the documents and information are not filed when due, there is no opportunity to submit them during litigation.

I have been particularly successful in the mediation stage of an audit prior to entering into litigation, both in reaching a settlement directly (i.e. proving no wrongdoing) with the authorities, as well as having PRODECON review and mediate in the audit process. PRODECON has gained increased relevance and has acted autonomously (as required by law) in its review and analysis of matters brought to its attention, and helped to a great degree in favourably closing audit processes.

Having grown up speaking several languages, and with a heart for helping people, our next thought leader was destined to be an immigration lawyer. Over the next few pages Lawyer Monthly hears from Andrea Elliott, the Co-Founder and CEO of Pro-Link GLOBAL Group. Andrea tells us about how she grew up from being an immigrant herself, to becoming a leader in said field, and how the firm she founded has kept her passion alive and blooming in an ever-complicated and changing world.

How did you come about practising immigration law when you began and how did this translate into your current position at Pro-Link?

 I was to born to European immigrant parents in South Africa. I followed in their footsteps and immigrated to the US in the late 90s. Having personally experienced the highs and lows that the immigration process carried me through, I was determined to make a difference. If I hadn't seen it first hand, no, taken part in it, I would not have believed it true. From 11pm at night, queues of people, some with garden chairs, others with tents, stretched around the INS building; all hoping to obtain a ticket to enter the building. The building opened at 7.30am. Surely getting a visa did not require one to sleep outside a building in Los Angeles? I could hardly believe that this was happening in America. There is nothing like standing for eight hours in the dark, to focus one’s mind on what a difference a great firm could make.

Having resolved my own immigration process, I was fortunate enough to work for a boutique immigration firm in California focused on Corporate Immigration. This is a choice made by practioners who chose not to handle personal cases. The goal being to facilitate change in the corporate sphere where representing Fortune 500 firms, would give the firm the leverage to lobby for improvements in the process. I quickly learned the ropes of the alphabet soup of US Immigration. The dot-com boom had been the focus of the economy. High tech meant lots of H-1B visas ( a non-immigrant visa category). When the IT bubble world imploded, the U.S Congress downsized the number of H-1B visas available. Coupled with the devastating impact of 9/11, overnight, the desired American dream, became a nightmare for immigration practioners. It soon became clear to me that looking outside the US for opportunities to attract talent would be the "next big thing.”

Using my language skills and keen sense of diplomacy, I began my Global immigration career entirely by accident. The firm I worked for partnered with a Big 4 firm. I was handed a file and told to "fix it." It was a complex case, involving an international aircraft manufacturer, software updates to the "stealth" firmware and a Spanish Air force base that was being impossible; I was hooked. Loving a good puzzle, I contacted a top ranking Military Diplomat. In my innocence of youth, I had no idea one did not simply call up a General and ask him to do the right thing. I remember that case as vividly as if it were yesterday. My ability to speak Spanish, my mother’s voice echoing in my head saying "darling you can be whoever you want to be" and my indefatigable belief that I could change the world, made it happen. That was over twenty years ago. I still believe all of the above. That was my new holy grail. Doing US inbound immigration no longer held any appeal. There were, in my mind, more interesting paths to tread if I ventured offshore and into the world of Global Immigration.

And with that, I knew I had found my passion. I was asked very earlier on in my school career, to describe an ideal job. I remember my response: "I would like to write, to travel, to speak, to inspire, to use my languages and all the while be a lawyer." That is in fact, my present job description.

I spent many wonderful years building a global practice, met outstanding talented foreign lawyers in my travels to seek out valuable, ethical and like-minded people with whom I would later build a Global Group.

But I digress.

Following the merger of the law firm I was with, I was head hunted by a competing firm to continue the work I had done in building a global immigration practice. ‘Global Immigration’ being a term of art used by practioners to describe any move from the US outbound or any third country to third country move outside the US.

I relocated from "sunny" Southern California to "very super sunny ridiculous temperatures all the time" in Phoenix Arizona. The practice had an incredible strong female role model, who I was privileged to work with. She serves as my continued inspiration to all things fair and harmonious in the world, albeit just by Facebook as she has retired. My craft developed. I learned the workings of a national law firm and the importance of being the "originating attorney" versus the "responsible attorney.”

The focus I placed on the climate, plays into the reason Pro-Link GLOBAL emerged.

I was born in a city on the ocean, I have lived next to the ocean my entire life and here I was living in "very super-hot dry temperatures all the time" Phoenix, Arizona. Did I mention it was three hours away from the closest ocean? And that ocean was in another country? Mexico.

And so began the story of Pro-Link GLOBAL.

Do you have any opinions on the potential legislation to be implemented by the future US Presidency?

A student of Law and Political Science, it is virtually guaranteed that I would have an opinion on the upcoming US Presidential race and proposed legislation. As a woman lawyer who deals in the intricacies of immigration to and from most countries in the world, I venture to state that "build a wall" is not the most effective way to manage illegal migration. The question is a holistic one I believe. Why do people migrate at all? On a personal level, it is to find better economic outcomes, to escape war, to reunite with family. On a business level, legal migration drivers are also better economic prospects. If those are the drivers, then the solution should be tied to the drivers. One of the better examples of providing a win-win situation to combat illegal migration is Canada. Rather than have illegal migrants enter to work their fields in the picking season, they have a well-established migrant worker visa program. Workers obtain their migrant visa in advance of the season, they arrive in time for harvesting and return home when the season is over; it works. It delivers to a need both of the harvester and the farmers.

Regardless of who the President is, although I have a definite choice, as a US citizen, and global immigration lawyer, I would like to see an approach to immigration that is fair. For illegal immigration, a system that allows for an amnesty for those who have been here for all their lives and don't know any place other than the US as home. From a business immigration standpoint, encouraging those people who have the funds and chose to invest in the US as their destination of choice, to have a visa program that is efficient and seamless. The current investor visa program is a disaster. The business plans that are developed for investor visas are complex works of art. They are crafted by exceptionally smart lawyers and finance specialists. Yet, the approval rate is around 13%, the funds are tied up for years on end. Why you may ask? They are reviewed by "Officers" with no business training or investment education. Additionally, visa investment programs are growing steadily abroad; at last count there were no less than ninety different programs offering visa on investment.

Can you detail a client’s case where you were challenged in solving an immigration issue, and had to apply particular thought leadership to?

 One of our clients is an integral part of the delivery of clean water into Africa. The company established a brand-new entity in Kenya, posting a Rwanda-born Dutch national to Kenya in a senior role to support the operation. The visa application was subject to multiple delays during processing due to public sector workers’ strikes and public holidays. The employee was further frustrated by an unannounced visit from Immigration. Our team had only 12 hours to submit a response. Two counsel worked side-by-side for 12 hours straight to prepare the 66-page document demanded at the inspection. It outlined the enormous value the company brought to Kenya, our client’s philanthropic efforts in Nairobi and the employee’s extensive experience. It was then delivered electronically to our PLG | KGNM in Nairobi, who printed it out, got on a bus, and hand-delivered it the immigration officials who then confirmed receipt of the submission.

We turned a negative experience into a positive opportunity and less than a week later we received approval for the employee. Using our local knowledge, legal expertise and sheer determination, we were able to help the employee settle into Nairobi happily. The client was extremely satisfied that we were both able to resolve the onsite inspection and the pending work permit approval in one fell swoop. This never would have been possible without our global organizational structure and deep-routed, authentic relationships.

When one of our clients opened a Costa Rica location in the Free Trade Zone (Zona Franca) America to support management services and internal processes, we saw this as a new opportunity for us to delight our client. One of their key goals was to bring Indian nationals to Costa Rica. We provided detailed guidance and support regarding travel and entry visa strategy of Bangalore employees assigned to Costa Rica. Our legal analysis, together with a cost benefit analysis, resulted in our recommendation that Indian nationals travelling to Costa Rica could avoid the travel and additional expense of securing a Costa Rica entry visa in India by leveraging the US business visitor system under Costa Rica immigration regulations.

This was a major victory for our client - saving more than one week per employee and several thousands of dollars. Additionally, our guidance streamlined internal processes whereby Indian nationals and their managers could more easily manage their project deliverables in Costa Rica. To date, our strategic approach of leveraging the US B1/2 visa to advance the travel needs of the Indian employees entering Costa Rica has worked with a 100% success rate.

This strategic guidance, which was in excess of 20 hours on conference calls, drafting of analysis, explaining the Costa Rica immigration process to all stakeholders, was offered to our client at no charge. We provided this level of service in order to ensure our client’s success in their new venture.

You have been practising immigration law since 1986; what would you say have been the top three impacting legislative changes since then?

If I was to select three trends, they would be as follows:

Firstly, the immigration world has become kinder in countries by recognizing LGBT couples and allowing for families to stay united. This is a huge victory for the rights of people to love and live with whomever they chose. It is also a universal right enshrined in the new South African Constitution, one that I am very proud of.

Secondly, the developed world economies, who were considered immigration market leaders by "ease of use" standards, have become protectionist and fearful of "foreign workers." The UK and Singapore are examples of this approach. From having a work permit system, that worked well, all HR and Global Mobility teams were able to bring in talented people without much ado; to the new Tier system that changes every April like clockwork, creates a sense of disappointment in our clients who viewed the UK once upon a time as a preferred destination. Given the Brexit vote, one thing is sure; that nothing is sure anymore.

Thirdly, the world has advanced so much in the past 30 years; sadly law, even in developed immigration programs, has not kept apace. The best example would be to think of the technological growth just in the past 10 years. We used to have desktop computers, then we moved to laptops, then to tablets, and now most of us live on our smart phones. This means that the framework for how we work has changed completely. A worker is no longer tied to their desk, they are mobile and provided they have internet connection, they can communicate with their home office in a nanosecond.

Yet, sadly, immigration conceptually is still tied to the age - old wisdom of "you must work at an office." Well what if your employer encourages virtual work or telecommuting? It is that leap that immigration law still has to make in order to keep up with the times.

What keeps you one step ahead of your colleagues when it comes to immigration law?

Undoubtedly, our culture is one of knowledge sharing, driven by the passion and energy that each of us feels about immigration. We are all immigrants and it shows.

Do you have a mantra or motto you live by in service to your clients?

 We exist to make the experience of the relocating employee and their families, seamless. Like the haute cuisine restaurant you go to once a year, and the waiter is quietly ensuring that the correct meals are delivered on time, changing out your napkin without you noticing and refilling your wine glass before you realized it was empty. That is the quality experience we aim to deliver.