Aberdeen Asset Management may have been founded in one of the UK’s smaller cities, but the company has grown exponentially in the past couple of years.
The 2005 buyout of Deutsche Bank’s UK investment management arm saw Aberdeen’s assets under management rocket from £28bn to £91bn.
So far this year the company has acquired Nationwide’s US asset management business, Glasgow Investment Managers and Deutsche Australia.
For Aberdeen’s head of legal Lisa Brown this can only mean one thing: lots of work.
“My main focus is corporate work,” she says. “Aberdeen has been acquisitive and I coordinate with external lawyers on the acquisitions. I revise the corporate documents with our external advisers to fit with what’s acceptable to Aberdeen and try to ensure that external lawyers understand what risks we are prepared to accept.”
Although still based at the headquarters in the city of Aberdeen, Brown spends a large proportion of her time in London. That said, she remains true to the company’s strong Scottish roots, turning mainly to Scottish firms for external advice.
“We have a panel of lawyers split by jurisdiction and the type of work we want to outsource,” she explains. “For corporate work in the UK we use Gordon Brough at Maclay Murray & Spens – he knows Aberdeen very well.
“On the Glasgow transaction Maclays was conflicted so we used Shepherd & Wedderburn.”
Brown has turned to City and national firms such as Eversheds, Macfarlanes and CMS Cameron McKenna in the past, and has even used the magic circle on a number of occasions. However, she admits to generally eschewing leading UK firms.
“I’m slightly biased against top-tier firms because of my background,” says Brown. “I didn’t do sixth year at school and I didn’t do honours at university. Most of my class at Aberdeen University came from Edinburgh and wanted to work for Dickson Minto and big London firms. I was out to save the planet and do court work.
“You can get as good a lawyer in a medium-tier firm or small firm as in a top-tier firm. Also, we’re a Scottish company and I like to keep things north of the border,” she adds.
One of the benefits of working in this way, explains Brown, is that she has far better access to the lawyers who work for Aberdeen.
“I don’t have a cast of thousands to deal with; they’ve got an expert from each department to tell me what I can and can’t do,” she says.
“We have used the magic circle before but it has been for specific things,” Brown adds. “We do get approached but because the business is quite fast-moving, it’s easier to deal with people who know us. It takes a long time to build up that level of comfort and, because we’re not really a big team, it’s important to work with people who understand us, know the company and what our expectations are.”
Acquisitions aside, asset management is the core of the business and dealing with changes to the fund range takes up a large amount of Brown’s time.
“We like to consolidate funds,” she says, explaining that Aberdeen’s acquisitive strategy can result in standalone funds that have to be brought within the wider range.
Converting funds or changing investment objectives requires Brown and the in-house team to gather information internally before passing the job to the external lawyers to complete.
With the Glasgow Investment Managers acquisition there was not a huge amount to be done aside from converting the structure of one vehicle. However, the sum of all the acquisitions has resulted in an entire range of offshore funds being converted from a Dublin to a Luxembourg structure.
“There are new rules on cross-border mergers and we wanted to consolidate the funds so clients don’t have to deal with different rules in different places because the directive is interpreted differently in each country,” says Brown. “I dealt with changes to the prospectus of the Luxembourg fund, which was a 12 to 18 month project. Half-way through that project we acquired Deutsche’s business in London and Philadelphia.”
For offshore work Brown turns to A&L Goodbody in Dublin and Elvinger Hoss & Prussen in Luxembourg.
The growth of the business means the company now has 24 offices in 19 countries, with legal teams in Aberdeen, London, Singapore, Bangkok, Philadelphia and Sydney. Such is the pull of Aberdeen’s roots, however, that despite a large proportion of its business being conducted in London, it is only in recent years that it also housed a legal team in the City.
“Historically we didn’t have lawyers in London,” says Brown. “When I joined in 2002 we just had eight lawyers in Aberdeen, but we acquired a legal team in London with the Deutsche deal. We knew we had to have a legal team in London as well as Aberdeen.”
For Brown though, despite spending three working days a week in the capital, Scotland remains home. –
Name: Lisa Brown
Aberdeen Asset Management
Group head of legal
Rod MacRae, group head of risk
Global legal capacity:
27 lawyers and non-lawyers
Main law firms:
Allen & Gledhill, Dechert, Maclay Murray & Spens
Lisa Brown’s CV:
1984-1989: Peterhead Academy
1989-1993: Aberdeen University (LLB and Diploma Legal Practice)
1993-95: Trainee, Masson & Glennie
1995-96: Assistant, Lindsay & Kirk
1996-2000: Associate, Aberdein Considine & Company
2000-02: In-house lawyer, Martin Currie Investment Management
2002-present: Group head of legal, Aberdeen Asset Management