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Preferential Treatment, for Some

RBS puts select firms on fast track; Nestlé unveils U.K. counsel.

By Emma Sadowski, Sofia Lind, and Jeremy Hodges

Corporate Counsel

November 01, 2009

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The Royal Bank of Scotland Group plc (RBS) has invited a handful of its closest outside legal providers to "fast-track" its general legal review, guaranteeing a group of core firms places on its coveted roster of preferred providers.

The bank contacted a number of its key outside providers over the summer, inviting them to sign on to the revised roster early, providing they agreed to basic terms on fees, rather than waiting until the full review is completed later this year. Allen & Overy, Linklaters, Ashurst, and Denton Wilde Sapte are among those said to have been invited to take part.

The fast-track process, which is believed to offer firms preferential treatment in return for early agreement on pricing terms, was implemented by RBS deputy general counsel Chris Campbell to streamline the process.

Earlier this year, RBS said that criteria for inclusion on the panel would center on pricing, with the bank favoring fixed fees. As part of this cost-cutting drive, RBS has asked applicants to drop fee levels by 10 percent from those set during the 2006 review.

"We are communicating more with firms and have road-tested thoughts in advance," Campbell tells Legal Week . "The fast-track process is the main change this year. Some of these firms we have been working with for a long time, and we know their performance." The preferred firms roster, which is due to be in place before the end of 2009, will run for three years.

News of the changes to RBS's outside provider process came as it emerged that food company Nestlé UK Ltd had also overhauled its list of U.K. outside providers. CMS Cameron McKenna and London property boutique Maples Teesdale are new additions, with regular outside firms Norton Rose and Eversheds both reappointed.

The Cameron appointment rekindles the firm's relationship with Nestlé after the company overlooked the law firm when it formed its first U.K. preferred provider list in 2005, despite previous work together. Pinsent Masons has not been rehired, although it is unclear if the firm tendered an application.

Outside the United Kingdom, Nestlé does not have a global roster of preferred firms, instead using outside counsel such as U.S. law firms Cravath, Swaine & Moore and Mayer Brown. Norton Rose has been the company's preferred European counsel for corporate finance since 2003.

"The company is extremely pleased with the review process and its outcome and is looking forward to working closely with its appointed panel," says head of legal for Nestlé UK and Ireland Isabelle Deschamps.

Not everyone is benefiting from the latest reviews of outside legal counsel. Bevan Brittan and Shoosmiths have both lost their places on Zurich Financial Services's non-claims-related legal roster after the company completed a review of its outside legal providers.

Beachcroft and Pinsent Masons retain their spots as the two main firms on the roster, while Tanners has been retained to carry out some real estate work. The new appointments took effect October 1 and will last for three years, with the firms supporting the in-house legal team at Zurich on commercial property and employment matters.

"We decided to reduce the size of our current U.K. panel to two legal providers because we believe it will help us to develop deeper, more strategic relationships with the firms and enable us to deliver a more effective service to the U.K. businesses," says Zurich's U.K. general counsel Neil Hodges. "Both firms understood the need for legal services to be delivered on a cost-effective basis and certainty of spend wherever possible."

The overhaul of the nonclaims panel does not affect the global roster at Zurich, which includes CMS Cameron McKenna, DLA Piper, Herbert Smith, and Freshfields Bruckhaus Deringer.

The claims-related roster, which Beachcroft also sits on, includes Barlow Lyde & Gilbert, ­Berrymans Lace Mawer, and Weightmans.





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