Yahoo! Europe’s general counsel Grainne Brankin

first_imgAt a gathering of corporate counsel in Geneva earlier this year, Grainne Brankin gave a talk on ‘how to communicate in a crisis.’ This was probably because the general counsel at Yahoo! Europe’s new Swiss headquarters has experienced crisis first-hand.In March 2008, Brankin, now 39, was at the forefront of the controversial project to relocate Yahoo!’s European headquarters from London to Geneva, a move interpreted by many as motivated by tax considerations. In a statement at the time Yahoo! said the decision was ‘part of our ongoing international business strategy to increase competitiveness, deliver financial results, performance and efficiencies’. Redundancies followed in London, while 60 senior Yahoo! staff, Brankin included, left for Switzerland. The European HQ relocation came just a month after Microsoft launched an unsuccessful £29bn hostile takeover bid for Yahoo!. In July this year the companies agreed a more limited commercial deal to partner up and challenge internet search giant Google, which got many a media commentator excited. Brankin says that most of the detail on the deal ‘isn’t fully formed’ yet, and implementation in Europe is unlikely to happen before 2010, making it too early to say much about its potential impact. The remainder of Yahoo!’s London operation is based on Shaftesbury Avenue. Gold throne-like chairs covered in purple velvet, purple-carpeted floors and a giant Yahoo! logo adorning the reception desk, therefore, do not seem out of place in the media company’s reception area. Most staffers are in casual clothes – but not Brankin. Born in England to an Irish mother and English father, Brankin, who feels that ‘it’s always good to be a bit Irish,’ grew up in Oxford. She attended Oxford High School, a private girls’ school ‘where everyone becomes a lawyer’. Brankin says she knew she wanted to be a lawyer when she was at school, which she finds a bit embarrassing – ‘it doesn’t make you the most exciting teenager’. Around O-level time she went to London firm Laytons for work experience. ‘I got to sit in the managing partner’s office and go to all his meetings,’ she says. ‘I was in negotiation meetings, watching commercial deals being done. It was really exciting, which doesn’t prepare you at all for doing articles.’ After leaving school in 1989 Brankin read history at King’s College London. ‘I loved London and being a student in London,’ she says. ‘I loved history. My older brother was doing law, but I looked at what he was doing and decided to do history because it was more interesting.’ Brankin’s tutor, the eminent history professor Conrad Russell who died in 2004, clearly left a mark. ‘I did think about being a historian,’ she says, ‘but I like practical application. I’m not inclined to sit around theorising. I know I can’t concentrate or focus very well unless I’m going to put something into practice.’ Thus, despite the fondness for history instilled in her by Russell, Brankin took a law conversion course after leaving university in 1992. ‘I knew at law school that I wanted to be a corporate lawyer, because it was the only sort of law that made any sense to me,’ she says. ‘I have no love of the law as this sort of capricious archaic entity.’ After completing her CPE and LPC at the College of Law, she joined magic circle firm Clifford Chance in 1994, despite earlier being ‘terrified’ about getting a job at the tail end of the 80s recession. ‘I understand what it’s like to graduate this year,’ she says. ‘Back then we were genuinely worried about getting employment. We all got turned down by a few people. Some good friends plastered their college wall with rejection letters.’ She remembers her early days at Clifford Chance as ‘crashing into the depths of having no self-confidence at all. Back in the day, they had no hesitation about having teams of trainees standing by in case proof-reading needed doing any given Sunday night. It was very much the “lunch is for wimps, how corporate can you be?” attitude, and we all joined in with that. It was very competitive.’ Paris, it seems, was her saviour. ‘I was interested in working for a big firm because I knew you could get six months working abroad during the traineeship, and I knew I wanted to travel,’ she says. ‘It was the reason I applied to the big firms. I knew they had offices everywhere and the promise was that you might get to work in Paris.’ So she did, aged 25, for six months, and the experience changed the path of her legal career. ‘I realised when I was in Paris that working in a smaller office suited me better. It’s easier to feel like you’re making a contribution and are part of something.’ She says it was ‘obvious’ to her that she didn’t want to be a partner at Clifford Chance. ‘When you’re 25, you can’t imagine how you could possibly need or spend that much money,’ she says, then admits that now she could ‘definitely’ spend a million pounds a year. ‘I looked at that career path and didn’t feel the amount of envy necessary for the people above me. I thought the people who were our clients were having more fun than us.’ With her thoughts turned away from partnership, in 1997 she went to Nicholson Graham & Jones, since taken over by US firm K&L Gates. She worked on the acquisition of Fulham Football Club by Mohamed Al Fayed, whom she met while negotiating the deal on the fifth floor of Harrods, and she advised on the listing of restaurant chain Belgo. She moved to City firm Bird & Bird in 1998, in the midst of the dotcom boom, working with online travel agent (lastminute co-founder Martha Lane Fox is another alumna of Oxford High School) and online card retailer Moonpig. She also worked on creating the 1998 joint venture between telecoms companies BT and AT&T, and unwinding it in 2001. Her next move was to Yahoo! Europe, which she joined as legal director for corporate affairs. She was present for Microsoft’s failed takeover bid last year, shortly followed by the HQ relocation to Geneva, whereupon she took up the position of general counsel for Yahoo! sarl. ‘It was very interesting, because it was a complete head to tail,’ she says of the move. ‘As far back as 2005 we were restructuring our business along the lines of what we call fiscal efficiency. Being Swiss-based is a good part of that. We’ve also grown by acquisition, and transferred a lot of assets. Intellectually, that was all very interesting, like moving pieces on a chessboard. At the other end, you’re answering people’s questions about the lease on their new house in Switzerland, so it really is the complete project. ‘When we started, we really, genuinely weren’t sure what would happen – like when we offered people a job in Switzerland, whether they’d say no. But I think it’s been a huge success.’ Brankin also got to work in a small office again. ‘You have a lot of contact with people who are making decisions in the Swiss office,’ she says. ‘You see what’s going on in these different units of the business.’ Brankin made the move with her husband, her four-year-old daughter and Max (a toy poodle). ‘It’s very different from London,’ she says. ‘The weather is a lot better. I ski. My husband is an obsessed skier, so he’s delighted. Everyone in the office skis, and there are several people on crutches by the end of the season.’ She often walks by Lake Geneva with Max and her husband and daughter, and names shopping as another hobby – skiing, it turns out, is a secondary attraction: ‘The main thing for me in skiing is that I like wearing big sunglasses,’ she says. But back in the office, new challenges abound. ‘The constant pressure for me, and what makes my job always interesting, is trying to deliver projects across Europe,’ she says. ‘Everything I do is European. The difference between how you approach something in Italy – whether legal or cultural – and how you’re going to do it in the UK, and trying to turn that into a cohesive answer for a business, is the hardest and most interesting thing I do. There’s a huge learning curve. Last year we acquired a Hungarian company, and I wasn’t exactly hitting the ground running on Hungarian law.’ In her role Brankin looks after acquisitions, human resources ‘and everything we call corporate affairs’ – although she does have dislikes in her work pile. ‘I try extremely hard not to do the litigation files,’ she says. ‘We have other people here who think litigation is extremely interesting, and the best part about being a lawyer. For me, it’s not an interesting fight. I don’t like the lack of control. ‘We’ve got a couple of files at the moment and my main contribution is to say, every week, “do you think we should settle?” I’ve never been a litigation lawyer because it’s not comfortable territory for me. Things like contract law have a predictable, logical conclusion. With litigation, it feels like I’m throwing fees away rather than getting a revenue return. The time you’re spending with people isn’t resulting in an ongoing commercial partnership, because you probably won’t be seeing them again. ‘When you do a deal, that’s a positive thing: generating product, and cash. Sorting out a failed marriage or business relationship in litigation – I’m much less attracted to dealing with that area.’ This frame of mind extends wider than just the job. ‘As a person, I like control – when you feel like you have a strong personal influence on getting the outcome you want, rather than this kind of fate part or a diplomacy part with a judge,’ she says. Brankin heads an in-house team of 10 lawyers plus secondees, spread across Geneva, London, and Paris. She retains a small number of firms on her law firm panel to keep things ‘more predictable’. She has monthly work-in-progress meetings with panel firms and asks for estimates before work, before reporting regularly back to Yahoo! finance executives. Her legal budget was cut this year, but her panel makeup didn’t change. ‘Our law firms would probably say that we get brutal value for money,’ she says. ‘We expect our external counsel to be very competitive on price. I always ask: “Where would we rank in terms of your other clients?” A dream partnership isn’t just about getting the cleverest lawyer in that field; it’s about getting the one who values you as a client. Sometimes that means going to a slightly smaller firm to whom you’re a very important client, instead of going straight to a very big firm and coming lower down their list of priorities. ‘We try to be very loyal – there’s a definite two-way deal. The only way you get really good treatment – and frankly, really good financial deals out of law firms – is by having this two-way stream. I don’t feel I could ask for a really good deal, and then take work to someone else. We do review for value for money, but we don’t review for the joy of reviewing. I don’t like meeting people who are really great at what they do but you’re not going to give them any work. There’s a negativity to that experience. You’re saying no more than you’re saying yes.’ She offers some advice for prospective panel firms. ‘What we really can’t cope with are surprises. The worst thing that can happen to me, as someone who’s responsible for a budget, is a big bill that I wasn’t expecting. A big bill isn’t as bad as a big bill that you weren’t expecting, because one of the things in corporate life that’s very important is budgeting. External lawyers often don’t understand that, because they run a very different sort of company. They can look terribly surprised when it’s a problem for you that something hasn’t been estimated properly. From their point of view, the work was done, and they should be properly paid for it.’ Panel law firms, you have been warned. And if the Yahoo! and Microsoft tie-up gains approval in 2010, there could well be some extra legal work to be done in the battle against Google.last_img

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