David Gibson: Rexam

David Gibson has been director of legal services for packaging giant Rexam for a decade, and this year welcomes his fourth chief executive to the FTSE100 company.

The arrival of Leslie Van de Walle, the first Swiss to run Rexam after a run of Swedes, is likely to spark a new era for the constantly developing company.

“He’ll bring new insight and strategic direction as the group evolves to the next stage,” says Gibson.

Gibson’s time at Rexam has seen a lot of change already. “In the time that I’ve been here we’ve effectively churned over our portfolio two times already,” he says. “M&A is a continuous workload for us; there’s always something going on.”

Rexam is one of the world’s largest packaging manufacturers, churning out aluminium cans for drinks such as Coca-Cola and Red Bull, glass bottles for mineral water, perfume and pharmaceuticals and plastic packaging for food, pharmaceuticals and beauty products.

It has reached its dominant position principally through buying and selling businesses and operates across the globe, with significant presences in North and South America and Europe in particular. In the past year Asia and the Middle East have been the key markets for expansion, with the acquisitions of a can producer in Egypt and a beauty packaging business in China among the new additions.

Allen & Overy has been Rexam’s main corporate adviser since current senior partner Guy Beringer was an articled clerk, and the magic circle firm has acted on all the recent transactions.

As well as overseeing Rexam’s deals, one of Gibson’s current tasks, following the recent avalanche of new legislation and regulation for listed companies, is training the management in legal compliance and the risks arising from the governance procedures that must be followed these days.

“If you put a legal filter on the whole risk process, that would be quite interesting. Risk awareness, monitoring and control of risk is a major area of focus for us going forward,” Gibson says, outlining his plans. Those also include new training systems and another look at the company’s code of conduct, for which Gibson thinks brevity is key.

He explains: “I don’t make it too in-depth. You’re trying to get people familiar with the basic principles. What you’ve got to do is get them to the point where they have a decent level of awareness. Part of it comes back to developing a strong culture and developing an awareness of legal governance issues.”

Corporate governance is mainly restricted to the UK. Rexam trades American depositary receipts on Nasdaq, which means the company is not subject to the rules of Sarbanes-Oxley. Gibson says Rexam could not justify a full listing in the US because of its profile.

Despite the constant change, the size and basic structure of Rexam’s legal team has not changed since Gibson joined the company as a youthful two year-qualified solicitor in 1989. In his role as director of legal services Gibson is supported in London by a lawyer focusing on Europe and a newly recruited junior lawyer who is focusing on risk management and corporate governance.

There are also lawyers for each of Rexam’s main industry streams and jurisdictions, meaning the total legal capacity worldwide numbers around 10.

“It’s something that’s evolved over time, but basically we try to make sure that we have one senior lawyer in each of the sectors,” Gibson explains. “My role is fairly multifunctional now.”

Multifunctional is perhaps an understatement. Gibson is company secretary as well as director of legal services. He oversees global risk management and corporate governance, runs Rexam’s Milbank headquarters and the company’s European property portfolio, as well as taking control of legal issues.

“When we have a departmental meeting it’s a fairly multifunctional group, which makes for some healthy debate and exchange of ideas, going well beyond the traditional legal perspective,” says Gibson.

He enjoys the variety of his job, but believes that it is crucial to keep legal advice separate from business advice.

Gibson says: “I’ve always believed that, if you’re working as a lawyer in an in-house capacity, then you’re first and foremost a lawyer, but you have to have a deep understanding of those around you from different functional backgrounds.”

David Gibson
Director of legal affairs and company secretary

Organisation: Rexam
Sector: Packaging
Turnover: £3.2bn

Employees: 25,500
Legal capacity: Three in the UK, 10 worldwide
Director of legal affairs and company secretary: David Gibson
Reporting to: chief executive Leslie Van de Walle

Main law firms: Allen & Overy
David Gibson’s CV

1981-84 – University of Canterbury (BA Law)
1984-85 – College of Law, London
Work history:
1985-87 – articled clerk, Alsop Wilkinson

1987 – qualified, Alsop Wilkinson

1989 – joined Rexam as lawyer for European business

1996 – appointed company secretary and director of legal affairs