The job of Jonathan Smith, GC of Fujitsu UK&I, has grown in line with the massive structural changes at the IT giant, says Matt Byrne
Jonathan Smith, general counsel of IT giant Fujitsu’s UK and Ireland operations, known as Fujitsu UK&I, knows his business inside out as well he should, having been with the company throughout its various forms since 1997.
Smith has witnessed a great deal of change during his time at the company, which he joined as a commercial manager. This includes the brand shift from ICL to Fujitsu in 2002 and an expansion campaign that saw Smith recognised in The Lawyer’s Hot 100 publication three years ago.
Nothing, however, has been as complex or literally far-reaching as the structural changes that have taken place since 2009, when Fujitsu bought out Siemens’ stake in the Fujitsu Siemens Computers joint venture.
“That deal created what is now known as the Global Business Group [GBG],” says Smith. “This refers to everything outside of Japan.”
The IT company maintains a substantial legal function in Japan, while the lawyers in the UK and other countries have significant autonomy and work with their respective local businesses.
In the UK and Ireland the legal function is split into two groups – a team supporting customer and supply chain transactions led by David Roberts and a general team that manages the secretariat, corporate and M&A, disputes, IP, HR, regulation and compliance, and other issues that reach out across the company. This is the team led by Smith.
Fujitsu UK&I has one lawyer in Ireland and around 20 in the UK – of whom just more than half support the customer team – plus some non-lawyers addressing regulatory areas.
The plan when the GBG was created was to retain the local distinctive flavour of its businesses but also to organise them on a regional basis. The impact on Smith’s legal team has been significant. “In the short-term 2009 was busy,” recalls Smith.
Longer term it has meant more responsibility for Smith. For management purposes, Fujitsu UK&I sits within the GBG. The GBG has no lawyers of its own but calls in assistance from those in its businesses. Usually this is Smith and his team, which means he has been involved with a range of matters including global commercial policy and trading principles, structuring senior executive incentive plans and developing the group’s cloud computing contracts, as well as its compliance policy and programme.
While Smith is general counsel for Fujitsu’s operations in the UK and Ireland, and consequently reports to the CEO for that region Duncan Tait, he also oversees cross-border issues generated by the regional divisions under the GBG.
From a legal resources point of view, sitting alongside Smith and also reporting to Tait is Roberts, Fujitsu’s legal and commercial director for the region and formerly head of outsourcing at CMS Cameron McKenna.
“David runs the deal team of non-legal commercial professionals and customer-deal lawyers, who primarily handle IT transactions,” says Smith. “I manage everything else from M&A through IP to HR, regulatory and disputes. I also support the GBG, which manages most of Fujitsu’s non-domestic businesses. These businesses mainly have their own lawyers – for example, David and myself plus our teams in the UK and Ireland – but I spend about half my time supporting the GBG on issuesthat overarch the individual businesses, such as intertrading.”
Fujitsu also works closely with a small number of external firms, deciding which to use on a case-by-case basis. That said, it tends to work with the same firms for specific sorts of advice.
“Forsters is very much embedded for property work, while our longest and deepest association is with Pinsent Masons, mainly via our relationship with [legacy Masons partner] Rob McCallough,” says Smith. “They align themselves with our objectives and understand the context in which their advice will play. To some extent, the reputation of [legacy] Masons was built on ICL. We also use Baker & McKenzie, in particular Harry Small and senior associate David Halliday.”
Elsewhere, a small roster of firms including Mayer Brown for corporate work, Morrison & Foerster and Gateley for HR and disputes, and Rouse for trademarks work are also instructed by Smith. n