31 August 2009 | By Luke McLeod-Roberts
7 August 2009
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5 January 2009
For someone who doesn’t drink much, Sabine Chalmers has made a niche for herself in the top legal post at Anheuser-Busch InBev.
Sabine Chalmers claims she likes to kick back with a bottle of Bud Light after a long day at the office, while her husband is a fan of Beck’s. It is a bit on-message perhaps that the chief legal officer at brewer Anheuser-Busch InBev (AB InBev) names her company’s key brands as among her household’s favourite tipples. But then when you consider that her role combines running the 150-strong in-house department with overseeing corporate affairs and PR, Chalmers is unlikely to miss a promotional opportunity.
Aligning responsibility for these two areas was particularly useful when InBev, which Chalmers joined as company secretary, chief legal officer and head of communications and corporate affairs in 2005, was going through the merger with Anheuser-Busch last year.
“During the merger, legal and PR were inter-connected, running side-by-side,” she explains.
The merger is something that Chalmers refers to at several points, not surprisingly given that it has resulted in the world’s largest beer company. Originally InBev had a small panel made up of Clifford Chance, Linklaters and Sullivan & Cromwell.
“They all had a pivotal role with the merger,” says Chalmers. “If we hadn’t been happy with the work, they wouldn’t have remained [as our advisers]. Post-merger [we had] the opportunity to revisit the relationship with the existing panel and look at a large number of the firms that Anheuser-Busch worked with. As the result of the combination we were ‘solicited’ by a number of firms. To be honest, we were inundated with requests.”
As the wider business has become aligned along five regional ‘zones’, so has the in-house legal team.
“We ensured that for each of the commercial zones we would appoint a general counsel [GC], reporting to me and to the president for the region, as well sitting on that management committee,” explains Chalmers.
To the GCs for Asia-Pacific, Central and Eastern Europe, Western Europe, North America, Latin America, AB InBev has since added one for Latin America South.
As a result of discussions with the zone GCs and an extensive formal tender process, Chalmers has recently finalised a new panel of six firms. Alongside the three former InBev advisers, longstanding Anheuser-Busch advisers Howrey and Skadden Arps Slate Meagher & Flom were appointed, as was relative outsider Freshfields Bruckhaus Deringer.
Nevertheless AB InBev frequently strays outside this group. “We never do big litigation or legal advice on tax in-house,” Chalmers affirms. Lovells, adviser to rival SAB Miller and Chalmers’ former employer, does some work on litigation relating to the Budvar brand. There is a lot of variation on a jurisdiction-to-jurisdiction basis as well.
“Canada is quite a big business area but the six firms on the panel aren’t represented there so we work with Blake Cassels & Graydon,” she adds.
In Brazil, where AB InBev is number one in the beer market and number two in the soft drinks market, it uses a plethora of advisers.
“We work with 20 or 30 law firms there - the nature of business is very litigious,” says Chalmers. “On employment tax, for example, we work with a lot of boutique law firms. We also work with some international firms there, for example Linklaters on tax and Freshfields on antitrust.”
But despite a legal spend of around $50m (£30.5m), a lot is handled in-house. “Our culture is focused on ensuring we’re as efficient as possible,” says Chalmers. “We have systems where we’re able to work out what we’re spending money on. All lawyers are responsible for making sure we’re efficient.”
But she describes herself as a firm believer in the advantages of the panel process, which has resulted in the usual ‘value adds’ in terms of training and development for the in-house team.
“With the combination we did last year, you had to make the right decisions about who you were instructing externally,” explains Chalmers.
“Because they understood us and our pressures, it meant we could very quickly get them all lined up. It’s a situation that we couldn’t have handled without external lawyers, clearly.”
Having successfully managed a mammoth merger and then the panel review, Chalmers and her team must have celebrated with a few drinks - Bud, naturally.
Organisation: Anheuser-Busch InBev
Reporting to: Chief executive Carlos Brito
Number of employees: 120,000
Legal capability: 150
Legal spend: $50m (£30.5m)
Main external law firms: Clifford Chance, Freshfields Bruckhaus Deringer, Linklaters, Howrey, Skadden Arps Slate Meagher & Flom, Sullivan & Cromwell
Sabine Chalmer’s CV Education:
1983-86: Bachelor of Laws, London School of Economics
1986-87: Law Society Finals (First Class Hons)
1989: Qualified as a solicitor, England & Wales
2003: Qualified, New York Bar
1988-89: Trainee solicitor, Lovell White Durrant
1989-93: Assistant solicitor, Lovell White Durrant
1993-97: Commercial counsel, then regional counsel, Latin America Guinness
1997-2000: Regional counsel, UDV & Guinness Latin America
2000-04: Associate general counsel, then senior vice president and general counsel, Diageo
2005-present: Executive vice-president and chief legal and communications officer, Anheuser-Busch InBev