Nils Breidenstein: BEA Systems

In the nicest possible way, Silicon Valley-headquartered software company BEA Systems is adept at naval-gazing. Fiercely independent (it scared behemoth Oracle off an attempted acquisition last year), the Nasdaq-listed company is keen to appear as innovative and transparent as when it was founded in 1995 with $50m (£26.9m) from private equity house Warburg Pincus.

For instance, when a US federal investigation was launched into stock options irregularities at 26 Silicon Valley companies, BEA was quick to order its own audit of the company’s options history. Not as an admission of guilt, but as a precautionary measure.

For Nils Breidenstein, BEA’s relatively new general counsel for Europe, the Middle East and Africa (Emea), the investigation does not extend outside the US.

Although on paper Breidenstein – a German lawyer heading the UK-headquartered Emea legal operations of a US company – might not seem the obvious choice for BEA, his penchant for internal audits, clean slates and innovation makes him a perfect fit.

No sooner did Breidenstein have his feet under the desk at BEA than he decided to investigate how efficiently the company was using outside counsel across Europe.

“In some countries we were using five or six different firms,” says Breidenstein, who has 10 lawyers across the UK, France, Italy, Sweden, Germany and Spain reporting to him. “There was no coordination between our HR and legal departments.”

After an extensive panel exercise in which Breidenstein looked at firms with the most widespread presences and experience in the jurisdictions and practice areas relevant to BEA, he had a shortlist of five (one of which, an aggressively expansionist international firm, was swiftly dropped when Breidenstein decided it was “the most overrated firm in Britain”).

It then became a choice between two: Bird & Bird or Eversheds. On balance he felt Bird & Bird had the strongest experience across Europe.”But if I’d looked purely at the UK, maybe the decision would have been different,” he says.

His relationship partner at Bird & Bird is IP specialist Ruth Boardman. Together they have spearheaded reverse secondments between the firm and the company, an increasingly popular trend with general counsel.

Rather than welcome firm secondees to the in-house function, BEA sends its own lawyers to Bird & Bird.

Breidenstein has tried traditional firm-to-company secondments in the past and is not a fan. “The level of the lawyer’s experience is normally low and they’re still not able to work ad hoc in a legal department as their way of thinking is law firm-driven,” he says. “Plus, the price that we get charged is completely outrageous and so they don’t add value in my opinion.”

Reverse secondments, on the other hand, are part of Breidenstein’s plan to keep his staff engaged, which he admits is one of his biggest challenges. The retention rate in-house at BEA is high, but “for most companies’ legal departments there’s a glass ceiling, and moving around is not usual. So keeping staff interested and focused is a challenge,” he says.

The reverse secondments are due to start towards the end of the year. “Our lawyers will gain another perspective on working on legal matters and procedures,” says Breidenstein. “It’s also of mutual benefit to the firm and BEA in order to build our relationship.”

Although coming from an IT company, BEA lawyers will not be asked to work exclusively in Bird & Bird’s IP/IT team.

Breidenstein is also encouraging his lawyers to deepen their relationships with clients within BEA. He has effectively created relationship partners within the legal department to liaise with the heads of each business function. This has been well received by his clients.

A German in High Wycombe, Breidenstein is particularly attuned to cultural differences within BEA.

“As a Nasdaq-listed company, we have US-driven legislation that then has to be translated into Emea policies that are actually workable over here, without negatively effecting the US framework,” he says.

One example is whistleblowing: post-Sarbanes-Oxley, all US-listed companies must have whistleblowing procedures in places, but as recently as 2005 the French authorities found whistleblowing hotlines non-compliant with French law. “But in general BEA is a company that can deal with differences,” he says. “We’ve been in Europe a long time.”

One wonders if Breidenstein’s next project might be to devise an internal analysis into just how well the company deals with these differences. n

Nils Breidenstein
Europe, the Middle East and Africa (Emea) general
BEA Systems