Miniclip GC: Game plan

Brian Chadwick rejected the conventional path and chose instead to work for a nascent gaming company, which was a good move

Position: General counsel and group director
Company: Miniclip
Industry: Interactive entertainment

Reporting to: CEO [Rob Small]
Employees: 160
Legal capability: Four
Total legal spend: £500,000
Main external law firms: Brown Rudnick, Rouse

Brian Chadwick

The year is 2008 and corporate lawyer Brian Chadwick is handed two cards. One would give him the opportunity to be a legal superstar at one of America’s biggest law firms. The other is from Miniclip, a gaming website started by two friends on a budget of £40,000. It was his moment of personal epiphany.

“My wife said to me ‘you’re a corporate lawyer with partnership at a large US firm, do you really want to go and work at a games company?’” he laughs. “But my life needed more sleep, more control and more fun.”

In January 2009, Chadwick became Miniclip’s first-ever lawyer. Now the world’s largest online gaming site, Chadwick holds the dual role of general counsel and group director.

“I wanted to be with the top dogs,” he says, not shying away from the fact he demanded the latter job. “Because I sit on all the board meetings, I can tell the lawyers the purpose of why we’re doing things. My legal team always say to me now, ‘well, what’s the purpose of this contract?’ and I look at the sky and think ‘I’ve trained them well’.”

That purpose has changed a lot in the past four years.

“When I first started, the small print on termination agreements would say things like ‘this can only be terminated on a Wednesday’. Fun and funny, that was the law,” Chadwick reminisces. “But the company, like the market, has become much more grown up. Our partners now (like Warner Bros and Disney) want six-page termination provisions, not jokes about terminating on different days of the week.”

It was a big adjustment for someone who had spent more than a decade in the City. Chadwick started his career at Ashurst in 1998, a firm he continually praises for its people (“such a decent group, the kind you always stay in touch with”) and its culture of creating future in-house counsels. He was then seduced by the idea of working at a US firm, joining McDermott Will & Emery before setting up a corporate practice and becoming a partner at Michelmores. He had just been offered jobs at Brown Rudnick and Rouse when one of his clients, Miniclip, asked him to join them instead.

“Brown Rudnick and Rouse are very good at their relationships, we go to them with all of our corporate issues,” explains Chadwick, making clear that relations didn’t sour when he turned the job down. “Charles Russell used to be our go-to firm, they helped the company get from zero, but when Miniclip started growing globally we needed a firm that was on the ground, everywhere. Rouse fit that bill.”

All well and good, but what legal problems does a gaming company face?

“There’s a huge spread of legal work at Miniclip – corporate, copyright, privacy, mergers and acquisitions, regulatory, contract law, IP infringement – and then there’s the fact we’ve grown from 30 to 160, and that in itself creates legal issues,” lists Chadwick. “I’d like to think my education and experiences, my first four years at Ashurst and working at a small London outfit of a big US firm, have helped me prepare for a role that is enormously diverse.”

It also helps that Chadwick has a very efficient legal team, consisting of two other lawyers (senior lawyer Claudia Gorman, formerly at Mishcon de Reya and commercial lawyer Saad Choudri, formerly legal counsel at Sega, as well as one paralegal, the Dewey & LeBoeuf turned Morgan Lewis trainee Sonia Namutebi, who is due to start in March 2013).

“Saad is a gaming guy who happens to be an exceptional lawyer,” says Chadwick, pointing out the benefits of a career that mixes business with pleasure. “If you love what you do, you will be good at what you do. We love games.”

It is a philosophy that seems to be working. As well as spending half his month at Miniclip’s headquarters in Switzerland, Chadwick is deputy chairman of the British Museum and a trustee at the Tate.

Claire Walsh, general counsel, Mind Candy

walsh

As the first and only legal counsel to Moshi Monsters brand owner Mind Candy, no day is the same for me. Mind Candy was founded in 2004 and is a flagship company in Tech City – the IT hub around London’s Silicon Roundabout. Moshi Monsters was launched in 2008. It is a fun, online world where children can adopt a pet monster. Now with more than 65 million users it has expanded into books, magazines, trading cards, toys, video games, music, mobile apps and more.

It has been a whirlwind year. I joined as general counsel from US firm Brown Rudnick in August 2011. Big-ticket projects have included bringing on board the Origami Blue studio founders to set up a development studio in Brighton dubbed ‘Candy Labs’; a strategic alliance with Vivid Toy Group completed in January; and our first music distribution deal with Sony Music for the album Moshi Monsters, Music Rox!, which reached number four in the UK charts. I also handled Mind Candy’s first big mobile development deal with Japanese games giant Gree, which will see two mobile titles launched this year.

Thrown into the mix is the ongoing litigation with Ate My Heart, owner of the Lady Gaga trademarks, over the Moshi Monsters character Lady Goo Goo. The case raises some interesting issues about parody.

As we launch new IP and with global expansion underway the legal function – soon to be boosted by a paralegal – could be about to have another monster year.

Mark Fardell, head of legal, Jagex Games Studio

Fardell

Being an IP lawyer and a computer games fan, I was very interested when the opportunity to start the in-house legal team at Jagex became available.

Jagex is the largest independent games developer in the UK and creative industries are at the forefront of Government policy.

The bulk of my role is drafting commercial contracts and advising on IP and related privacy and consumer protection matters. However, I’ve also had to get familiar with legal areas that fall outside of the private practice role, for example employment law and the legal position in key foreign jurisdictions.

As with any multinational business, we’re reliant on external legal advisers, particularly in certain key jurisdictions. Balancing work between in-house and external legal, while managing a budget and ensuring that we get commercial advice, can be a challenge.

In addition, I’ve become acutely aware of the commercial pressures the business is under in very specific areas. As a result, I’m increasingly becoming a business adviser, rather than just a pure lawyer. To be effective, an in-house lawyer needs to develop their business skills as much as their legal knowledge.

I’m expected to provide advice on a wide range of issues, often urgently, in what is a quickly changing regulatory framework. For example, the changes to the Privacy and Electronic Communications (EC Directive) Regulations 2003 had material consequences for all internet-dependent businesses.

As a business we need to continually push new boundaries in order to remain ahead in a very competitive industry. This often necessitates looking critically at difficult regulatory issues, or developing new ways to structure key strategic partnerships.