GOING ABOVE AND BEYOND - Brodies · FOREWORD At Brodies we have always believed that we have an...

Review 2013GOING ABOVE AND BEYOND

CONTENTS

Foreword ..........................................................................................................................4

Review ..............................................................................................................................6

SUPPORTING CLIENTS’ OBJECTIVES

Banking & Finance ......................................................................................................11

Business & Corporate Affairs ....................................................................................12

Charity ............................................................................................................................15

Construction .................................................................................................................16

Criminal Regulation & Business Compliance.......................................................19

Family & Personal Matters ........................................................................................20

Funds ..............................................................................................................................23

Insurance & Risk ..........................................................................................................24

IP, Technology & Outsourcing .................................................................................27

International/EU .........................................................................................................28

Land & Rural Business ...............................................................................................31

Local Government ......................................................................................................32

Oil & Gas ........................................................................................................................35

Planning .........................................................................................................................36

Real Estate ....................................................................................................................39

Renewables ..................................................................................................................40

Retail & Leisure ............................................................................................................43

Shipping & Marine .......................................................................................................44

Transport .......................................................................................................................47

PROTECTING CLIENTS’ INTERESTS

Competition & Procurement ....................................................................................51

Parliamentary & Government .................................................................................52

Resolving Disputes ......................................................................................................55

Managing People ........................................................................................................56

Corporate Social Responsibility ...............................................................................58

Report & Financial Statements 2013 ....................................................................62

Services Index / Contacts .........................................................................................64

To find out more visit www.brodies.com | 3

FOREWORDAt Brodies we have always believed that we have an important role to play in

engaging with civil society and sharing our legal expertise, not only with clients

but also with the wider public and decision–makers in business and government.

That contribution has rarely been more important than in the context of the

current debate over Scotland’s constitutional future.

Increasingly, questions about the impact of independence or further devolved powers are capturing the attention of businesses and organisations operating in a wide variety of sectors, both in the UK and abroad. There is no doubt that we are approaching a pivotal moment in Scotland’s history and that the independence referendum will have far–reaching consequences, whatever the outcome, for businesses in, and doing business with, Scotland.

We have responded to questions about the potential impact of constitutional change by making contributions that are intended to help inform businesses and organisations. We have also delivered practical advice to help our clients navigate the key issues arising as part of an increasingly contentious debate as we approach the referendum on 18 September, 2014.

We have shared our expertise with clients and the wider community in a number of different ways. Our open seminar programme, which is the largest offered by any law firm in Scotland, has seen more than 200 delegates attend briefing sessions on constitutional matters at our offices in Aberdeen, Edinburgh and Glasgow. Brodies has also contributed to seminars with legal practices in the City of London and with the Law Societies of Scotland and England and Wales in Brussels to update delegates on the potential impact on their businesses of constitutional change in Scotland.

Our willingness to share our expertise on the constitutional debate, which will shape the future of Scotland for decades to come, is

just the latest demonstration of something we have always taken seriously; making a positive contribution to the growth of the Scottish economy. That contribution is also reflected in the appointment in 2013 of Bill Drummond, our Managing Partner, as Chairman of the Scottish Council for Development and Industry (SCDI). This is a hugely important role within Scotland’s leading independent economic development organisation which will help inform and support our country’s decision–makers on changes to policy and law needed to fuel long–term economic growth.

We continue to actively encourage partners and staff to participate in civic roles, both domestic and international. In April 2013, Clive Phillips, a partner in our land & rural business team, was named the new Honorary Consul for Iceland in Aberdeen. Clive, who is also a working farmer, has a long–standing connection with Iceland, having worked there as a student and through his involvement in breeding and promoting Icelandic horses.

Colleagues have also been involved in a number of initiatives which are making a positive contribution to our wider community and in a range of sectors. Four of our partners have taken part in Pilotlight projects in which they share their expertise and provide pro bono legal advice to the leadership teams of a wide variety of organisations across Scotland. My immediate predecessor as Chairman, Joyce Cullen, serves as a governor of The New School, Butterstone, near Dunkeld, for children with additional support needs while Isobel d’Inverno, Director of Corporate Tax, is a trustee of Reform Scotland,

Christine O’Neill, Chairman

an independent public policy institute established to set out policies in Scotland that deliver increased economic prosperity and more effective public services. Banking partner Peter Kelly is a board member of Cube Housing Association, which is committed to regenerating and sustaining communities in West Central Scotland and providing good quality, affordable housing for rent. Jackie McGuire, our Head of Public Sector Services, is a director of Alloa Community Enterprises (ACE), a social enterprise waste recycling group, and Lynne Marr, a partner in our employment team, is a lay member of the Court of Stirling University and sits on several of the university’s committees.

Of course, many of our partners are also sought for their expertise by legal sector think tanks and professional bodies. Mark Stewart, a partner in our private client team, has been Chair of the Scottish branch of the Society of Trust and Estate Practitioners since 2011, while a number of my partners at Brodies serve on committees of the Law Society of Scotland, contribute to law reform issues and have given evidence on legal developments to the Scottish Parliament in support of our clients’ objectives. Nick Scott, our head of real estate, was recently invited to give evidence to the Finance Committee of the Scottish Parliament on the first Scottish tax in more than 300 years; Land and Buildings Transaction Tax, which will replace Stamp Duty Land Tax in Scotland from April 2015. We have also received independent recognition from our peers in the legal profession for the way our business is run. Bill Drummond was named the UK

Management Partner of the Year at the Legal Business Awards 2013, underscoring the hard work and dedication of the entire Brodies team in maintaining the client–first ethos that has always underpinned our firm.

We encourage staff at all levels of experience and seniority to engage with civil society and share their expertise as widely as possible. Many of our lawyers are frequent contributors to the mainstream, legal and specialist press, writing articles and free guides about the most important legal issues in a manner that is practical and, hopefully, accessible to all. Other colleagues contribute to courses at Scottish universities, helping to educate the next generation of lawyers and, I hope, impressing upon them the importance of sharing their knowledge and using their expertise to inform and illuminate debate on the legal issues that affect us all.

Christine O’Neill Chairman, Brodies LLP

| Brodies LLP Annual Review 2013 To find out more visit www.brodies.com |4 5

REVIEWAutumn 2013 marked the beginning of our latest strategic review period, a process

which will help us chart our course as a firm for the next three years from May 2014.

At the heart of this exercise, which is vital to the evolution of the firm, are our clients.

Our lawyers have been engaging with the businesses, organisations and individuals with whom they work – discussing the challenges that our clients face in their markets, identifying the opportunities they believe will arise to develop their businesses as we emerge from the recession and thinking about how Brodies can adapt to improve the services we provide.

This listening exercise is fundamental because it will inform our investment decisions – whether recruiting lawyers, investing in infrastructure or developing new and innovative services. Every strategic decision we make is underpinned by our commitment to go ‘above and beyond’ for our clients – going that extra mile to provide a level of support that we hope will exceed their expectations. The services that we have sought to develop over the past few years by listening to clients have led to the many examples of client activity in a wide variety of sectors that you will see in the following pages. It is by keeping clients at the heart of everything we do that we have been able to grow our business and maintain our reputation as an independent firm that is home to many of Scotland’s top lawyers and practice areas.

This year saw my re–election by my partners as Managing Partner for a sixth consecutive term, for which I am thankful to all my colleagues, and the election of Christine O’Neill as Chairman following Joyce Cullen’s decision not to stand for re–election after serving nine successful years in the post. During her time as Chairman, Joyce made a tremendous contribution to Brodies and the

wider business and legal communities and we have every confidence in Christine to build on that legacy as an ambassador for the firm and a role model for all our lawyers and staff.

2013 also saw the successful implementation of the second year of our current three–year strategic plan, which led to a 7.5% increase in revenue to £46.01 million for the year ended 30 April. This sustains the firm’s growth path following the 16% increase reported in 2012. This was the third consecutive year of revenue and profit growth for the firm, which has seen its turnover rise by 24.9% during the course of its current strategic period and 28.6% since the full impact of the global economic downturn was felt in 2009/10. Over the past decade Brodies has increased its turnover by 216% – representing a compound annual growth rate over that period of 12%. Listening to clients and working hard to understand their challenges and objectives has enabled us to deliver this outcome for our business. Only by redoubling our efforts to deliver the services our clients want today and over the years ahead will continued business progress be possible.

Client support has allowed us to continue to expand our full–service office in Aberdeen, which now has 54 staff, including 34 lawyers, invest in the latest technology, recruit senior lawyers who are independently recognised as leaders in their fields and promote our most gifted solicitors. During the period in review we made six lateral partner hires, strengthening our teams in corporate & commercial; employment, pensions & benefits; real estate and dispute resolution & litigation – cementing Brodies’ position

Bill Drummond, Managing Partner

as the biggest legal resource in Scotland. The total number of Brodies staff grew from 513 to 534, an increase of 4%, in 2012/13. Over the same period, the number of fee–earning staff increased from 318 to 326 and the number of partners from 74 to 75. Importantly, since the end of our financial year, we have also been able to recruit 13 newly–qualified lawyers – mainly from our own trainees, promote 22 solicitors to senior solicitor, 10 to associate and four of our associates have been assumed as partners in the firm. All this career progression has been based on our colleagues demonstrating the skills required by our clients and is firmly focused on ensuring that our firm is fit for purpose for the years ahead.

The quality of service that this investment has delivered, and the strength of the firm, has received independent recognition. We now have 24 practice areas that are ranked top tier in the independent legal directories The Legal 500 and Chambers & Partners. In addition, Brodies was named the Regional Law Firm of the Year 2013 at the British Legal Awards, and Scotland Law Firm of the Year 2013 in the Who’s Who Legal Awards, the fourth time that the firm has received this independent recognition, which is based on feedback from peers in the legal sector and clients.

In addition to our continued support for the Scottish Schools Swimming Association, we also found ourselves immersed in another sport as headline sponsors of Brodies Champions of Tennis. The tournament, which was held in Stockbridge, Edinburgh, brought together a stellar field of world class tennis

players unlike anything seen in Scotland before, including world No.1s, and Wimbledon and Davis Cup champions. The event, featuring stars including John McEnroe, Goran Ivanisevic, Greg Rusedski, Thomas Enqvist and Tim Henman, was attended by more than 9,500 spectators over four days and was watched online by sports fans in 60 countries. The event was a coup for Edinburgh and for Scotland ahead of what will be a brilliant year for sport in 2014. In the current economic climate, we believe that businesses such as ours should be trying to stimulate economic activity and bring sports fans together – hopefully in the spirit of having fun!

I would like to take this opportunity to extend my warm thanks to our clients for the trust they have placed in us and for allowing us to share in our annual review examples of the work we have done for them. Our future success depends on the close collaboration with clients illustrated in these work highlights and our willingness to listen and learn from each other. Through our strategic review we intend to do just that and to use that knowledge to provide the services that will allow our clients to make the most of the opportunities that the long–awaited period of economic recovery will present in the months and years to come.

Bill Drummond Managing Partner, Brodies LLP


SUPPORTING CLIENTS’ OBJECTIVES

Brodies acted for the Bakkavor Group on the Scottish aspects of its debt refinancing. The Bakkavor Group is a market-leading producer of fresh prepared foods with an annual turnover of £1.72 billion (2012). The Group’s new funding package comprised three components:

y £150 million 8.75% seven-year fixed rate bond;

y £130 million bank facilities maturing in October 2016, comprising a £60 million term loan and a £70 million revolving credit facility; and

y £80 million receivables securitisation facility maturing in June 2016.

The refinancing has diversified the Group’s funding sources, assisted with strengthening its funds flow and provided the Group with greater flexibility in executing its business strategy. Brodies’ banking and real estate teams worked closely with their English counterparts to ensure a successful completion of the transaction within the Bakkavor Group’s timescales.

Other team involvement

y Real Estate

Brodies acted for Bank of Scotland plc in relation to the financing of The Parklands Group, a leading Scottish care home operator. The transaction involved a refinance from the current lenders together with facilities for the acquisition and development of two care homes from Highland Council. Brodies provided banking, project finance, construction and property advice, and the deal was completed in a record timescale. The Brodies team was praised by both the borrower and the bank for its level of service, dedication and professionalism.

“ Peter Kelly [Partner, banking & finance team] and the Brodies team provided an excellent service throughout by quickly advising on the legal aspects and commercial structure for the bank. The Brodies team then showed the necessary drive, expertise and advice in negotiations that kept all informed of issues and helped the satisfactory conclusion of this care proposition.”

Stuart Francksen, Senior HealthCare Banking Consultant, Lloyds TSB Scotland

Brodies’ banking & finance team provided advice to the funders of Sevan Drilling ASA on a major refinancing deal involving two deep water drilling rigs off the coast of Brazil and two new rigs – one in the United States which is to commence operation in 2014 and another currently under construction in China.

“ The Brodies banking & finance team provided essential support in respect of the Scottish aspects of the Driller deal, forming an integrated part of the BA-HR-led legal adviser group, advising the funders and helping deliver this US$1.75 billion refinance in respect of two rigs and funding of a further two rigs.”

Richard Sjøqvist, Partner, BA-HR

Opportunities now exist for those looking to invest in their business, with greater availability of finance through traditional sources, albeit on ‘new reality’ commercial terms.

Large loan book acquisitions have remained a feature over the past 12 months and are likely to continue for at least a further year. We have supported clients in several market-leading projects over the period, advising on pre-acquisition due diligence through to individual loan work out and enforcement requirements.

Real estate investment continues to be focused on either particular sectors or prime assets, with UK and overseas funds picking up a large market share. Bank-funded development finance deals have increased with projects such as the next phase of the Drum Property Group’s Prime Four business park development at Kingswells, Aberdeen and the Kelvinhaugh Student Accommodation development in Glasgow, where we worked closely with clients in putting bank funding arrangements in place.

As the economy has emerged from recession we have continued to invest in key practice areas to help clients achieve their business objectives, such as infrastructure and energy/renewables finance work. We are also investing in Aberdeen, especially in the oil and gas services market, with highlights including acting for the funder on the debt aspects of the secondary management

buyout of tubular specialist Ramco Oil Services Limited. We have been working for funders supporting bids on the M8 roads project, the Edinburgh Sick Kids Hospital project and the Edinburgh & Midlothian Waste Management project; as well as advising funders The Royal Bank of Scotland and developers Velocita/2020 and Banks Renewables on onshore wind farm projects in Scotland.

We anticipate that developments over the next year are likely to improve access to finance from high street lenders with the potential selling down of government stakes, reshaping of bank businesses (including ring fencing of bank businesses as recommended by the Sir John Vickers’ Independent Commission on Banking) and raising funds to support higher lending.

Bruce Stephen, Head of Banking & Finance

BANKING & FINANCEThe past year has seen a significant increase in client activity with considerable asset

investment in certain sectors. Corporate clients are starting to reshape finances with

a view to further business investment and acquisition activity.

Did you know?

Brodies has one of the biggest banking teams in Scotland, comprising 23 lawyers with over 180 years of combined legal experience and knowledge. Our banking team works on a wide variety of deals and has provided advice to our clients in sectors ranging from food and drink to healthcare and energy and infrastructure.

To find out more visit www.brodies.com | 11| Brodies LLP Annual Review 201310

BUSINESS & CORPORATE AFFAIRS In Brodies’ corporate & commercial team we believe that providing a quality service

is about much more than the law. For us, it is about listening to our clients, identifying

the issues that matter most to them and using our experience of working with a wide

variety of organisations active in almost every sector to deliver legal advice that is

relevant, practical and commercially–focused.

While our lawyers in Edinburgh, Glasgow and Aberdeen continue to advise on some of the biggest and most innovative deals in Scotland, they are also relied upon to act as trusted advisors to some of the country’s best–known business leaders, some of whom have been clients of Brodies for more than 30 years.

We work hard to earn that trust by striving to understand every business we support, the sector in which it operates and the best way to help it achieve its objectives – as well as the challenges and opportunities that we anticipate may arise in the months and years to come. To that end, our solicitors attend industry events, write practical pieces for trade publications and travel all over the country to meet with industry leaders in key sectors that are vital to Scotland’s future economic growth – from energy and food and drink to life sciences, education and technology.

Moreover, as part of the biggest law firm in Scotland, we are able to offer our clients the full range of legal advice by calling on the specialist knowledge of colleagues in teams such as employment, planning, energy & infrastructure and public law & regulatory.

Over the past year we have acted for the medical diagnostics firm Omega Diagnostics in relation to the placing and admission to AIM of new shares raising aggregate proceeds of £4 million. In the food and drink sector, we advised the international company CL Word Brands Limited in the sale of Scottish–based Burn Stewart Distillers

Limited to South African Distilleries and Wines (SA) Limited and worked closely with Loch Fyne Oysters on the acquisition of Seasalter (Walney) Limited in June. Meanwhile, in the forestry sector we acted for FIM Forest Fund with the new issue of shares, which increased its fund value to £60 million and have advised BAE Systems Limited and Transocean Drilling UK Limited in the aerospace and oil and gas sectors respectively.

We believe that our commitment to going that extra mile – combined with our breadth of expertise, in–depth specialist knowledge and practical approach to doing business – shows that Brodies’ corporate & commercial team is surprisingly different.

Julian Voge, Head of Corporate & Commercial

Peter Vardy Limited

Aberdeen deals put leading motor

retailer in the driver’s seat

Established in 2006, Peter Vardy Ltd is one of the most dynamic groups in the motor retailing sector. This year Brodies acted for Peter Vardy Ltd, on two strategically important deals, which were completed on the same day.

The group acquired Town and County’s Land Rover and Porsche dealerships in East Tullos, Aberdeen, from owners Athol and Jackie Strachan. In addition, it completed a deal with Pendragon to take control of the Jaguar dealership in Aberdeen, adding the prestigious range to its existing Vauxhall, BMW and Mini marques.

These deals involved extremely ambitious timescales. As a result, we were required to go above and beyond for our client – identifying the key issues, calling on the specialist expertise of our colleagues as part of the largest law firm in Scotland and concluding the transactions in an efficient and timely manner. In doing so, we hope we proved our ability to project manage complex transactions requiring the input of a number of our specialist teams.


y Employment, Pensions & Benefits

y Real Estate

“ All of the individuals that we deal with in the Brodies team are personable, have a wealth of knowledge and experience and, most importantly to us, have a ‘can–do’ attitude. As a group we are renowned for setting tight and sometimes unrealistic deadlines and Brodies LLP is always willing to be by our side, acting in a very supportive and professional manner. We have built good relationships with the firm over the last few years and are looking forward to developing this even further in the future.”

Claire Maith, Financial Director, Peter Vardy Limited

Did you know?

Brodies’ corporate & commercial team has grown by five staff over the past year with two new partner hires, Eric Galbraith and Neil Burgess, and three new solicitors. In addition this team has benefitted from two internal partner promotions – Andrew Akintewe and Nigel Watson.


These needs may be complex or may require no more than sensitive guidance around governance and compliance. Our charities team compromises lawyers from all backgrounds – including corporate, private trust and regulatory – who work closely with those supporting charities in the areas we are consistently asked about; employment, property, tax and general commercial and contractual work.

Those of our clients that are operating in the public services sector are continuing to face cuts and hard decisions about adjusting service delivery. We appreciate the need for a sensitive balance between generating revenue commercially and competitively and meeting each organisation’s charitable purposes and delivering public benefit. The challenges have led to a need to deliver not only organisational efficiencies but different

ways of fundraising, working assets and raising finance. This year we have been heavily involved in new financing models – there is scope for innovation and the news is not all bleak.

The regulated aspect of the sector continues to bring challenges. Several charities are now getting to grips with the UK equalities legislation as it applies to services and others are now seeing the benefits of robust corporate governance models.

There are over 23,000 charities in Scotland and with applications continuing at the rate of 1,200 every year it looks as if the sector is resolutely optimistic. I hope this is reflected in the two good news stories highlighted in this chapter.

Brenda Scott, Lead Partner, Charity

CHARITYIt has been a busy year for the Brodies charities team advising the full spectrum of

clients. Our experience of working with a large number of charities of varying sizes,

structures and purposes has highlighted the range of legal services required and we

have tailored our services to meet the individual needs of each.

“ We very much enjoyed working with Brodies on establishing the ScottishPower Foundation and appreciated the commitment to us and assistance given – nothing was too much trouble.”

Maria Elena Sanz Arcas, Corporate Governance Solicitor, ScottishPower

“ We really appreciated all the help we got from Brodies. They were very responsive, friendly and great to work with.”

Alex Freeborn, Founder and CEO, BackOutThere

Did you know?

Brodies remains committed to the provision of pro–bono services to smaller charities, including this year the establishment of BackOutThere, a Scottish Charitable Incorporated Organisation which is a world–wide charity for military veterans. It is an inclusive organisation which engages veterans to plan and lead global community projects and helps wounded, injured and sick veterans and other groups in need of inspiration such as sick, injured children or disaffected marginalised young people in our society. Alex Freeborn and the other two trustees were serving in Afghanistan but we still managed to communicate and get instructions. Left is a picture of the charity’s first rather unconventional trustee board meeting!

The ScottishPower Foundation

We were delighted this year to work with the ScottishPower in–house legal team to establish the ScottishPower Foundation. The Foundation’s aim is to make a significant and lasting contribution to society and enhance the quality of life in local communities. It provides funding to registered charities and non–profit organisations to support community programmes that inspire people across the country to get more out of education, the arts, culture and science.

The ScottishPower Foundation is already off to a great start in delivering on its charitable purposes. This year, in conjunction with the Edinburgh International Book Festival, it has encouraged creative writing by school pupils across the country with its Story Generator competition and has started a partnership with National Museums Scotland to deliver a programme of exciting science and engineering activity to secondary school pupils with the Get Energised Programme.


Brodies’ non-contentious construction team has been exceptionally busy throughout 2013 on a broad mix of projects in both the public and private sectors.

On engineering projects it has been interesting to see debate develop as to which of the Industry Standard suites of contract is most appropriate: the principal options being the Infrastructure Conditions of Contract (ICC) (and previously better known as the ICE Standard Form), FIDIC and NEC3. The NEC3 suite is the new kid on the block (in relative terms) with the first edition having been published in 1993, and it has received considerable publicity with its use as the base for the majority of the contracts used on the London 2012 Olympic Park.

Each of the respective suites of contracts has fans among project sponsors, but that support is often based as much on familiarity and past experience of a particular form, as opposed to its particular merits. The one common feature across all of the standard forms is that, with the increasing complexity of projects, either in their structuring or work content, they are rarely used without a reasonably significant degree of amendment. We will continue to keep abreast of the debate and to ensure that our clients select the contract which best suits their project requirements.

In addition to the support we and our colleagues have provided to clients at the front end of projects, Brodies’ construction team has been busy representing clients involved in a wide variety of reported cases over the past year. On Shetland Highlands Council v Highlands & Islands Airports Limited we succeeded in having an adjudicator’s decision set aside primarily because the adjudicator took legal advice without telling either party. On Gray Construction v Harley Haddow we were successful in recovering documents produced in arbitration in a subsequent court action (this was significant as arbitration is frequently heralded as being a confidential process). In S.W. Global v Morris & Spottiswood we secured payment of an adjudicator’s award in the face of a jurisdictional challenge that the adjudicator had erroneously relied upon a previous adjudication.

Manus Quigg and Alistair McLean, Partners, Construction

CONSTRUCTIONWhile the construction sector has been depressed as a result of the recession, we

have started to see promising signs over the past year in several areas – in particular

infrastructure, marine and public projects, and the development and housing sectors

are picking up as well.

Did you know?

Following the recent recruitment of Alistair McLean, partner and head of our non-contentious construction team, and Margaret Baillie, senior solicitor, our construction & engineering team is now 12-strong. Who’s Who Legal 2013 named Alistair McLean as a non-contentious construction specialist. Alistair is the only solicitor in Scotland to hold this prestigious title.

“ Our thanks must be extended to the Brodies team for the expert advice, professionalism and guidance received throughout a difficult adjudication process. The team’s willingness to help, and can-do attitude make it easy to recommend them to potential clients.”

John Boyle, Commercial Director, T Clarke (Scotland)

Shetland Islands Council

Successful defence of airport

extension construction project

Brodies was instructed to defend Shetland Islands Council in a claim brought by Highlands & Islands Airports Limited relating to the design of an extension to Sumburgh Airport. Highlands claimed that it was experiencing ongoing damage to the runway as a result of defective design. The council denied the existence of design defects. The matter came to adjudication and a decision was reached in Highlands’ favour.

However, it was discovered that the adjudicator had taken legal advice from senior counsel without informing the parties or giving them an opportunity to comment on the advice. The council judicially reviewed

the adjudicator’s decision to have it declared unenforceable, having been made in breach of the principles of natural justice. Highlands argued that a letter written by the council stating an intention to take the dispute to arbitration (thereby appealing the adjudication) was in effect acceptance that the decision was valid.

The court decided that the decision was not enforceable and that the letter stating an intention to arbitrate was no more than the council preserving its rights. This decision has been widely reported in trade press because of the unusual actions of the adjudicator in seeking legal advice without informing the parties, and the challenge that the council had accepted the adjudicator’s decision as being valid when it wrote stating an intention to challenge it by arbitration (which it was contractually obliged to do).


“ Lothian and Borders Police developed a very strong partnership with Brodies – the team really understood our objectives, and our values. This understanding together with their dedication, commitment and – when it was called for – advocacy skill, enabled us to deliver important outcomes. They are a great team to work with.”

Lothian and Borders Police

CRIMINAL REGULATION & BUSINESS COMPLIANCEOur clients operate in highly regulated and intensely competitive sectors,

policed by specialist regulators with first–rate knowledge and expertise in

their field. These specialist regulators hold businesses to exacting standards.

Laurent Bienfait Woodland Services

Early engagement with regulator

makes a difference.

Laurent Bienfait Woodland Services (LBWS) provides forestry and woodland services for a range of clients including Scottish Woodlands and the Forestry Commission. Temporary workers are an important part of LBWS’s team given the seasonal nature of its work and, in common with other agricultural businesses, LBWS requires a ‘gangmasters licence’ to supply temporary workers.

Following a recent inspection, the Gangmasters Licensing Authority (GLA) decided to revoke LBWS’s gangmasters licence. LBWS disputed the basis for the GLA’s decision and marked an appeal.

While working with LBWS to prepare this appeal we carried out an in–depth review of parts of the GLA’s investigation and identified additional information held by the business which, it appeared to us, the GLA had not considered when arriving

at its initial decision. The GLA’s licensing guidance makes clear that it is prepared to consider new information or evidence which is made available before the appeal is heard.

We presented this new information to the GLA and persuaded the authority that it would be appropriate to review the original licensing decision. As a result LBWS’s licence was restored.

“ LBWS directors found Brodies to be faultless in the way it handled this; having promptly taken on a drawn out case it proved very knowledgeable on all aspects when questioned, was quietly confident on the direction to take the case and the eventual outcome saved the business from imminent closure.”

David Farrow, Director, Laurent Bienfait Woodland Services


y Land & Rural Business

y Corporate & Commercial

y Public Law & Regulation

Did you know?

Over the past year Brodies’ regulatory and business crime specialists have supported clients facing investigation and prosecution by a range of specialist regulators including the Gangmasters Licensing Authority, the Veterinary Medicines Authority and the Medicines and Healthcare Products Regulatory Agency. We don’t just act for the regulated – we also act for regulators. We help our clients understand the standards expected by regulators – and help them meet those standards, build relationships and protect against the risk of prosecution.

The good news for our clients is that Brodies’ team of regulatory and business crime specialists is equally committed to supporting businesses facing investigation and to using the breadth and depth of legal expertise at our disposal to help them achieve compliance and defend their interests.

Our clients’ common experience across a range of sectors – including oil and gas, financial services, life sciences, and land and rural business – is clear: understanding how your regulator works, early engagement, and building relationships of trust are fundamental to maintaining compliance. If that relationship falters and clients find themselves on the receiving end of an investigation and/or prosecution, it is crucial to have the specialist legal support necessary to protect your business, and the individuals that are part of it.

Our regulatory & business crime team is just a phone call away for clients dealing with specialist regulators. We provide ongoing advice and support to clients facing regulator investigations and supervision. We work with clients, regulators and prosecutors to resolve compliance issues before they reach the courts. When matters come to court, we have the advocacy expertise to effectively defend clients facing prosecution, and to protect hard won reputations.

Paul Marshall, Associate, Public Law & Regulation

“ Morris & Spottiswood has worked with Brodies for a number of years. Its attention to detail, professional manner and general ‘can–do’ attitude are the main reasons why we continue to seek its advice. Culturally Brodies is a perfect fit for Morris & Spottiswood and we would have no hesitation in recommending them to potential clients.”

Douglas McGlade, Health & Safety Director, Morris & Spottiswood


In private client law, both as regards family and succession, Scotland has been ‘different’ for hundreds of years; and our team has been advising clients based in Scotland and around the world for many years on this most personal part of their lives. The newest straw in this wind is the increased devolution of taxation matters to the Scottish Parliament, a process that will continue whatever the result of the independence referendum.

Our private client department has experts in all areas of personal law, not just the relatively obvious such as matrimonial disputes, succession planning and trusts, but also more specialised areas such as family limited partnerships, personal injury trusts and sophisticated planning exercises for those contemplating the disposal of their family business – whether by sale or to the next generation. All of Brodies’ clients are rightly concerned about their personal affairs – and we are proud that so many of them entrust not only their business legal work but also their personal planning to us.

We now have full teams available in Edinburgh, Glasgow and our rapidly –expanding Aberdeen office – from where we have brought Brodies private client services to new clients throughout the north of Scotland. We are particularly pleased to continue to work with a very wide range of other professionals in, for example, banking, financial services and accountancy, who are happy to demonstrate their faith in Brodies by recommending us to their clients.

Our private client lawyers work closely with others throughout the firm – in obvious areas, such as employment, pensions & benefits, corporate & commercial, and land & rural business and perhaps less obvious fields such as planning and environmental, business recovery, public law and, when necessary, dispute resolution. Our team has expanded to meet the growing needs of Brodies’ clients and we have helped to take the sting out of at least some of the tribulations that life – and death – throws at them.

Alan Barr, Head of Private Client

FAMILY & PERSONAL MATTERSThe fast–evolving political and constitutional scene in Scotland will

have at least as much impact on personal matters as on business.

Achieving a fair balance

Of course our clients’ personal affairs remain just that between old and new families – personal. However, we have recently acted for a number of clients setting out on new relationships, but with children from previous partners. Achieving a fair balance between their old and new families is a delicate matter, which can draw on the skills of a number of lawyers.

To this end we have drawn up pre–nuptial and post–nuptial agreements for such clients, ensuring that family wealth is protected for different sides of the new family and that family assets pass down the right family line. Almost inevitably, this will involve a new will, carefully designed to make sure that a new partner is protected without taking away the ultimate rights of children – and making sure that children of the new relationship are also dealt with to everyone’s satisfaction. Where there are children by previous relationships it is particularly important to consider who bears the payment of any inheritance tax. In some cases, with careful planning, it may be possible to benefit from more than the usual inheritance tax reliefs which are available to a married couple.

Our experience means that we can often offer more than our client realises is needed – the requirement for a new will may be perfectly clear, but we can also deal with tax–efficient lifetime planning, which may in fact be the best way to cater for the client’s new circumstances. Ending and beginning relationships can involve great stress, but the Brodies private client team regularly removes at least some of this, leaving our clients to get on with their lives

Did you know?

There are significant differences in the rules of financial provision upon divorce between Scotland and England. The most extreme example we have seen of this was a divorce which settled for £2 million in Scotland, but would have settled for £10 million had it been brought under English law

Under Scots law, you cannot leave money or assets to an animal, however precious, in your will. But it is possible to make careful arrangements which should lead to beloved pets being properly looked after following your death – and Brodies regularly prepares and implements such legacies.

“ We regularly instruct Brodies LLP on personal tax and trust matters. The exceptional quality of their analysis and advice, which is always commercial and tailored to our specific requirements, has positioned them as our turn-to advisers for these matters.”

Shona Lowe, Legal Adviser, Group Legal Life and Estate Planning, Standard Life

Top Tier

Private Client - Aberdeen Chambers & Partners 2014

| Brodies LLP Annual Review 201320 21To find out more visit www.brodies.com |

FUNDS Over the past year the funds team has continued to build on its reputation

for advising on complex transactions, often with a cross–border dimension,

and delivering up–to–date regulatory advice.

For example, we have advised:

• LXB Retail Properties Fund LP on structuring limited partnership vehicles within its global fund structure; working with counsel in Jersey and England in connection with ongoing financings and investment transactions; and

• FIM Services Limited on the fundraising for FIM Forest Fund I LP and regulatory advice relating to the new rules implemented following the UK Retail Distribution Review.

A continued theme over the year has been demand from clients for specialist and alternative funds and funding vehicles. Brodies’ funds team is a market leader in devising and implementing asset backed funding structures utilising Scottish Limited Partnership vehicles. Since completing our work for GKN plc on its innovative £330 million pension scheme funding vehicle we have now, in aggregate, advised on asset backed funding structures valued at over £1.6 billion, ranging from intellectual property

and loan receivables to real estate. We are at the forefront of the application of Scottish partnership law to these structures and have recently worked with leading counsel on opinions relating to their use.

Other themes impacting our clients over the past year include the implementation of the EU Alternative Investment Fund Managers Directive (AIFMD) and the continued appetite for establishing investment funds to leverage in new sources of private capital for the financing of UK infrastructure assets. We are advising a number of clients on AIFMD matters and the work highlight featured in this chapter gives an illustration of our work on a proposal of a public/private infrastructure fund.

Alistair Campbell, Head of Funds

Did you know?

From our offices in Edinburgh, Glasgow, Aberdeen and Brussels we act for clients based throughout the UK and internationally, often alongside selected counsel from other jurisdictions that are key to the operation of investment funds. We recently contributed a chapter to the International Comparative Legal Guide to Alternative Investment Funds 2013, which highlights market practice and recent developments in Scotland, the UK and globally.

Supporting Infrastructure Delivery

The development of new infrastructure is vital to the success of the UK economy and the past year has seen continued innovations in the traditional sources of infrastructure financing, which include debt capital markets. Examples of such developments include the HM Treasury–backed Pensions Infrastructure Platform and a fundraising project by the first UK real estate investment trust (REIT) that is focused on affordable housing.

Brodies’ funds team has contributed to the development of innovative funding models by advising the Scottish Government Financial Innovation Unit on new methods of intervention to fill private sector financing gaps in the areas of housing, regeneration and infrastructure, including the establishment of investment funds to leverage in new sources of private capital.

Our work has included a study of existing methods of infrastructure financing, a review of the recent innovations and the formulation of an alternative public–private infrastructure fund proposal. This included analysis of the optimum legal structure and tax profile to facilitate investment from pension funds and other investors with appetite for investments generating inflation–linked cash flows over the long term.


y Banking & Finance

y Tax


Pleural plaques

The Supreme Court’s decision that asbestos–related pleural plaques were compensatable in Scotland has led to hundreds of plaques claims.

In light of our experience and expertise in handling the defence of asbestos disease claims in Scotland, we were instructed by major insurers to devise and implement a new framework agreement for the handling of pleural plaques claims in Scotland.

This was a novel approach in resolving hundreds of outstanding claims and the framework agreement is now being applied successfully throughout Scotland.

We also worked closely with stakeholders and the Court of Session to develop a new court practice direction to manage the litigation of plaques claims.

This project has changed the way plaques claims are dealt with in Scotland by claimants and defenders and streamlined the claims and litigation process.

“ The Brodies team, headed by Elena Fry, always provides high quality advice which enables us to set a litigation strategy for each case. Brodies’ lawyers are always efficient and pleasant to deal with and have taken time to understand and engage with our business which enables them to deliver a first class service.”

Karen Sabine, UK Insurance and Claims Manager, National Express

“ Quotemehappy.com’s relationship with Brodies is in its infancy but we are already greatly impressed with their professionalism and efficiency. Their willingness to assist us with day-to-day advice and their on–going offer to support our new claims site is also greatly appreciated.”

James Mullen, Personal Injury Technical Lead, Quotemehappy.com, part of the UK’s largest insurance provider, Aviva

Our reputation as the firm of choice for insurers and self-insured businesses facing litigation in Scotland ensured that we were entrusted with several separate novel ‘class action’ cases where hundreds of claimants are seeking compensation for alleged wrongdoing. These actions are groundbreaking, deal with exceptionally sensitive subject matter and are at the cutting edge of claims litigation in Scotland.

We are unique in Scotland as the only comprehensive insurance practice within a full service, corporate and commercial law firm. This is of tremendous benefit to clients because we can call on experts from across Brodies for specialist advice on complex cases, giving us the capacity and capability to handle technical and large loss claims. This knowledge bank of legal experts includes specialists in pensions, tax, environment, employment, energy, transport, shipping and real estate, to name a few.

Our team also remained the legal specialist of choice for insurers requiring strategic advice. Over the past year our team has been at the forefront of delivering strategic changes to asbestos litigation in Scotland.

2013 has been another challenging year for the insurance sector, leading to the consolidation of niche insurance practice law firms throughout the UK. We are fortunate that the breadth of our advice and ability to deal with every type of insurance–related dispute has enhanced our reputation as a genuine one–stop-shop and, as a result, we have continued to grow our practice.

From casualty to energy and offshore, shipping and marine to contentious construction, health and safety to regulatory prosecutions, asbestos and disease to professional negligence, clinical negligence to environmental claims, our team is committed to delivering a bespoke service for insurers and self-insured business alike.

Elena Fry, Head of Insurance & Risk

INSURANCE & RISKBrodies’ insurance team handled a record number of cases this year – ranging from

cost–effective volume casualty claims to complex profession negligence cases in

which business reputations and millions of pounds were at stake.


IP, TECHNOLOGY & OUTSOURCING When you are advising clients who are pushing the boundaries of technological

innovation or seeking to protect some of the world’s most famous brands then

you can be sure that life is never going to be dull.

This year the IP, technology & outsourcing team has been busy supporting clients working in a wide variety of sectors – from education and the automotive industry to luxury goods – and has itself achieved a first with a revolutionary new contract management service that is designed to make the lives of our clients that little bit easier.

On the commercial side, we acted for Edinburgh University Press in concluding an exciting strategic partnership with Oxford University Press for the distribution of Edinburgh University Press titles in the Americas. We also acted for a major UK bank in negotiating a group-wide framework agreement for its mobile telephone services as well as acting for the City of Edinburgh Council on the successful procurement of the ticketing system for the Capital’s new tram system (showcased left).

Our specialist contentious IP team has been busy dealing with various patent, branding and copyright disputes in many different sectors of the Scottish economy such as oil and gas, retail, financial services, education, public sector construction projects, agriculture and fishing. Clients include multinationals and famous household brands as well as cutting-edge emerging Scottish businesses and entrepreneurs.

Beyond our legal support for clients, and in response to the practical difficulties that many companies face in managing a large number of contracts, we recently launched BOrganised. The new secure, internet–based service is hosted by Brodies and allows organisations of all kinds to keep on top of their contracts 24/7, wherever they are in the world, and gives them the information they need to manage their relationships with suppliers and customers more effectively. Moreover, BOrganised allows users to set up automatic email alerts to notify them when a contract needs attention, mitigate the risks of missing contract deadlines and provides the tools to boost their bargaining power and negotiate the best deals. It has been estimated that only about 10% of companies manage their contracts effectively and we hope that this new service will bring both peace of mind and obvious commercial benefits to the remaining 90%.

Grant Campbell, Head of IP, Technology & Outsourcing

City of Edinburgh Council

Brodies technology & outsourcing

specialists are just the ticket for

trams project

Brodies has advised City of Edinburgh Council on the successful procurement of the ticketing system for the Capital’s new tram system.

Roger Cotton, a partner in Brodies’ energy & infrastructure team, and Martin Sloan, an associate in the firm’s IP, technology & outsourcing team, provided advice on the competitive procurement of the revenue collection system for the network, which is one of the largest infrastructure projects undertaken in Scotland in recent years.

The successful bidder, Parkeon Transit Ltd, will provide and maintain on–street ticket vending machines, platform ticket validators, handheld devices for ticket inspectors, and a back office system. The ticketing system will enable passengers to use the popular Ridacard smartcards issued by Lothian Buses. The technology is also designed to enable the tram network to accept electronic smartcard tickets issued under the UK–wide ITSO standard.

Brodies was appointed because of the IP, technology & outsourcing team’s in–depth knowledge of transport ticketing systems and Roger’s procurement expertise. Roger and Martin advised on all aspects of the procurement process from the preparation of the pre–qualification questionnaire for bidders through to the terms of the final contract.


y IP, Technology & Outsourcing

y Energy & Infrastructure

“ Brodies advised us on our landmark strategic partnership with Oxford University Press (OUP) under which OUP will distribute and provide tailored marketing for our titles in the USA, Canada, Central America, South America and the Caribbean. We were delighted with the support we received from Grant Campbell and his team in helping document the arrangements and making sure all angles were covered.”

Timothy Wright, Chief Executive, Edinburgh University Press

Did you know?

Brodies partners Gill Grassie and Robert Buchan are the only IP specialists practising in Scotland to be listed in the latest edition of the prestigious International Who’s Who of Trademark Lawyers 2013. The IP litigators, who are members of Brodies’ IP, technology & outsourcing team, joined the list of the world’s most highly–regarded trademark lawyers following a strict independent research process involving feedback from clients, peers in the legal profession and other trademark experts.


At Brodies we work hard to maintain such a network, collaborating closely with other law firms we know and trust to make sure that our clients can rely on the services of local lawyers who share our commitment to quality and understand the particular practical and cultural sensitivities of doing business in their country.

Brodies is an active member in TerraLex – a network of 15,000 legal advisors in more than 155 leading independent law firms located in 100 countries. In addition, Brodies is a preferred provider of legal services to many of the best–known legal practices in the City of London.

However, our network extends well beyond the legal profession. Brodies is a preferred premium partner of the Cormack Consultancy Group, the specialist international business development consultancy, and our solicitors have worked closely with other leading international accountancy and consultancy groups, most recently on cross-border data protection projects.

Brodies is also the international strategic legal partner of the Scottish Council for Development and Industry (SCDI), Scotland’s leading economic development organisation. Our lawyers have taken part in trade missions under its auspices to Brazil, China and India. Moreover, Brodies is the only Scottish law firm with an office in Brussels, which gives our clients an enhanced service where representation is required in cases involving the EU Commission and Council in the

European Courts as well as the support of lawyers who are closely attuned to the work of the EU institutions.

We advise clients with strong international operations across a wide range of sectors, including transport, aviation, defence and engineering, financial services, food and drink, education, energy and life sciences. Therefore, we believe it is important for us to take part in international events to identify opportunities to help our clients do business overseas and assist overseas companies and organisations looking to invest in Scotland. Over the past year our lawyers have attended the International Bar Association Conference, SPE Offshore Europe, All Energy and the Wikborg Rein Shipping and Offshore Seminar.

Perhaps, most importantly, we strive to bring people together to make deals happen. Recently, Brodies hosted a business breakfast for the Lithuanian Ambassador which identified opportunities for Scottish firms to do business in Lithuania and Clive Phillips, a partner in our Aberdeen office and Honorary Consul for Iceland in Aberdeen, welcomed a trade mission from the Nordic country to explore opportunities for Scottish firms to share their expertise in the oil and gas sector. Brodies was also involved in establishing Entrada, a new service bringing together Brazilian and UK companies willing to exchange skills, expertise and technology to make the most of opportunities in Brazil’s burgeoning energy market.

William McIntosh, Lead Partner, International

INTERNATIONAL/EU For businesses to achieve their full potential in international markets it is essential for

them to have access to a network of trusted legal advisers, development agencies

and professional consultants that can provide the specialist support and local

knowledge they need.

Scotch Whisky Association, Spirits Europe and the European wine body Comité Européen des Entreprises Vins

Challenging the Scottish Government’s flagship

minimum alcohol pricing proposal

Brodies continues to act on behalf of the Scotch Whisky Association, Spirits Europe and the European wine body Comité Européen des Entreprises Vins in a challenge to the Scottish Parliament’s legislation introducing a minimum price for alcohol products. The Alcohol (Minimum Pricing) (Scotland) Act 2012 is not yet in force, as the Scottish Government has decided not to do so until the legal challenge has reached a conclusion. The Government has, however, notified a draft order to the European Commission (under Directive 98/34/EC) which confirms that it plans to introduce a minimum price of 50p per unit of alcohol.

The challenge, which is being taken in the Court of Session in Edinburgh, argues that the legislation is unlawful on a number of grounds. The main challenge is based on arguments that the measure amounts to a quantitative restriction on imports from other EU countries, and so is prohibited under Article 34 of the Treaty on the Functioning of the European Union. As has been widely reported in the press, a number of EU Member State governments including Italy, France, Spain, Portugal and Bulgaria have complained about the Scottish measure. The case has also involved discussion of whether minimum pricing might infringe the Common Agricultural Policy and World Trade Organisation requirements, including the General Agreement on Tariffs and Trade 1994.

The case was argued in the Outer House of the Court of Session in January 2013, and a decision refusing the petition was issued in May. That decision is being appealed to the Inner House of the Court of Session, and a hearing is expected in early 2014.

Did you know?

We recently hosted an event for agricultural lawyers at our Brussels office and a meeting of the Law Society of Scotland at which Charles Livingstone, an associate in our public law team, gave a presentation on independence.

Bill Drummond, Managing Partner of Brodies, was elected Chairman of the Scottish Council for Development and Industry (SCDI) in 2013. Bill has been an SCDI Executive Committee member since 2001, joining the Board in 2004.

“ We are delighted to work with Brodies as it shares our passion for helping businesses realise their potential for growing into new international markets – something that is hugely important in the current economic climate.”

Charles Cormack, Managing Director, Cormack Consultancy Group Ltd


LAND & RURAL BUSINESSIn addition to continuing to advise our clients on the diverse range of matters

involved in rural businesses, we have also supported them on the bigger issues

they face, against a changing and uncertain political and legislative backdrop.

Rural business remains a vibrant and dynamic area of our practice. There is ongoing optimism in agriculture, despite the poor harvest in 2012, with the ever increasing demand for food driving up commodity and land prices. In the forestry sector, the demand for productive conifer woodland is outstripping market supply, resulting in significant price rises. Landowners, meanwhile, are now seeing renewables schemes come to fruition, thereby securing a long–term income stream. It is also encouraging to witness the resurgence of rural residential development from steadings through to larger housing schemes.

However, even for a sector that is used to legislative reform and policy changes, the new and ongoing issues are breathtaking in their scope and potential impact; the revisiting of land reform, the raised spectre of agricultural tenants’ absolute right to buy, reform of the Common Agricultural Policy, the Scottish Independence debate and the wider question of whether the UK remains within the EEC.

Our clients own over 1 million acres in Scotland so we make it our job to understand and help them achieve their business objectives. We have the largest bespoke team of rural property lawyers in Scotland providing dedicated advice and support to our clients from our offices in Aberdeen, Edinburgh and Glasgow. Our lawyers work seamlessly with specialists across the firm to provide the best legal advice on all aspects of rural business, from planning and renewables projects through to employment, tax and wealth preservation.

Our position as adviser to Scottish Land and Estates, the representative body of Scottish landowners, and our involvement with many other industry groups keeps us at the cutting edge of developments.

Odell Milne, Head of Land & Rural Business

Cromlix House Hotel Limited

Brodies serves up top team

for Wimbledon Champion’s

hotel purchase

Brodies acted on behalf of Cromlix House Hotel Ltd, tennis star Andy Murray’s investment company, during the purchase of Cromlix House and policies from the Eden family, the owners of the historic Cromlix Estate near Kinbuck in Perthshire.

The elegant Victorian mansion, located close to Mr Murray’s home town of Dunblane, was purchased by the Wimbledon Champion’s investment company in order to carry out an extensive refurbishment of the building to convert it into a 15 bedroom five-star destination and to reinvest in the area in which he was raised.

The transaction showcased the breadth and depth of expertise available under one roof at the biggest law firm in Scotland. Brodies’ land & rural business team led the purchase and advised the client on a number of important matters to take into account when purchasing a large country mansion, including the establishment of access rights, forestry matters, the existence and quality/size of private services, the rectification of discrepancies in the title deeds, policy matters and complex agricultural tenancy issues.

Our commercial property team provided advice on and negotiated the Management Agreement between Cromlix House Hotel Limited and Inverlochy Castle Management International, which will be managing the property on the client’s behalf.

Brodies’ licensing team provided advice to the client on hotel licensing matters and successfully reinstated the Premises Licence which had been left to lapse following the previous hotel tenant’s departure from the property.

Finally, the planning team advised on the impending Beauly to Denny power line upgrade and incidental matters concerning the listing of Cromlix House and surrounding features.

The five-star hotel is scheduled to open in April 2014 and Brodies understands bookings have already been taken!



y Real Estate

y Licensing

y Planning

The accolade, which was announced on the opening day of the Royal Highland Show, saw Odell see off stiff competition from other finalists in the category. Judges commended Odell’s skill at cutting through jargon and delivering concise, practical advice to the wide range of clients she advises in the rural sector.

Did you know?

Odell Milne, Head of Land & Rural Business at Brodies LLP, was named Property/Farm Adviser of the Year 2013 in the Scottish Farmer Supplier Awards, the Oscars of the rural sector in Scotland.

Top Tier

Agriculture & Estates – Aberdeen Chambers & Partners 2014 Agriculture & Estates The Legal 500 2013


City of Edinburgh Council’s legal panels

As the firm offering the biggest legal resource in Scotland, our expertise is sought by local authorities on a wide range of matters. By way of example, we have been appointed to all four of the City of Edinburgh Council’s legal panels, advising on issues including:

y procurement; judicial review; social care, including advising on service user liability for care costs;

y education appeals; the integration of health and social care;

y employment and pensions; planning, including listed buildings;

y contentious and non–contentious construction, including a number of adjudications;

y compulsory purchase & compensation; and

y property matters, including common good, and leases and disposals of assets.

We have also provided support through secondments, including project specific secondments.

We were delighted to be invited by the council to share a platform with its in–house legal team and representatives of the Scottish Government, to deliver a highly successful conference on compulsory purchase and compensation, hosted at Victoria Quay, which was attended by local government officers from across Scotland.

Brodies is currently working with the council’s in–house team on the promotion of two Private Bills, including one that has now been introduced to the Scottish Parliament and that is intended to enable the council to appropriate Portobello Park as the site of the replacement Portobello High School.

Did you know?

Brodies has, in conjunction with the Centre for Scottish Public Policy, hosted high level discussions on the future of local government, with a focus on Scotland post 2014. Participants included senior officers and councillors from Aberdeen, Glasgow, Falkirk, North Ayrshire, Dundee, Angus, Moray and Aberdeenshire. We were also delighted to host the launch of the report of the Commission on School Reform on the improvement of Scottish school education.

“ Brodies’ public law specialists don’t just understand local government, they live and breathe it. As a result, they have a deep appreciation of how local authorities function and know the sector inside out. The Brodies team not only has expert knowledge of the legislative framework for local government but also understands how this branch of the public service thinks. This is a valuable attribute that gives Brodies a serious competitive advantage.”

Ross Martin, Policy Director, Centre for Scottish Public Policy

LOCAL GOVERNMENT Brodies advises a large number of Scotland’s local authorities including Edinburgh,

Glasgow, Aberdeen, and the country’s newest city council, Perth and Kinross.

However, we see our role as going further than providing a wide range of legal advice to local authorities. As members of the Scottish Council for Development and Industry (SCDI) we have been active participants in the debate on the role of Scotland’s cities in driving Scotland’s economic recovery.

Throughout the past year we have engaged with political leaders, local authority chief executives and senior officials to understand the challenges they face and to ensure that we keep abreast of their strategic planning objectives, and implementation plans.

We have also worked with officers on the front line, advising on complex and challenging issues in core areas of service delivery including social care and health, child care and child protection, education, planning and waste management.

Scottish councils remain focused on delivering best value, driving out service improvements through community engagement and collaborative working, while maintaining high standards of governance. Many of them have grappled with organisational change

and a reduction in organisational capacity, but they are not standing still. There are many examples of Scottish local authorities taking the lead on major and innovative infrastructure projects and in redesigning service delivery to better meet the needs of the people, businesses and organisations that use these services. Examples of our involvement in such schemes include assisting Perth and Kinross Council in connection with major road infrastructure projects, and advising Aberdeen City Council on establishing its Local Authority Trading Company for the provision of care services operations.

Users of council services are increasingly aware of their rights, particularly in relation to equality issues. Brodies has supported Scottish councils in dealing with a wide range of complaints and statutory appeals, and on a diverse range of complaints to the Scottish Public Services Ombudsman. Against this backdrop, our local government team routinely advises on overarching legislation in relation to Freedom of Information, Data Protection and the Public Sector Equality Duty.

Jackie McGuire, Head of Public Law & Regulation

“ Working in partnership with our in–house team, Brodies has brought valuable expertise to the preparation, drafting and project management of a Bill dealing with complex and sensitive issues. It also provided first–class support to the legal aspects of the associated public consultation exercise, which was one of the most high–profile consultations the council has ever undertaken.”

Iain Strachan, Principal Solicitor, Real Estate, Planning and Transportation Team, City of Edinburgh Council

Top Tier

Local Government The Legal 500 2013 Local Government Chambers & Partners 2013


There were several significant investment and development announcements in relation to large offshore projects during 2013, particularly west of Shetland. Aberdeen continues to attract E&P operators and to grow successful service sector companies, which tend to expand overseas with their market. The sector continues to see a global pull on resource, and this continues to be an issue across disciplines.

The tragic loss of life following the Super Puma helicopter crash off Shetland was a sombre reminder of the risks and challenges of offshore operations. The industry remains sharply focused on health and safety issues and the recent publication of the EU Directive 2013/30/EU will involve some changes to current practice. Brodies’ oil & gas team works closely with colleagues specialising in health and safety to provide industry specific, pragmatic advice on these issues.

The past year also saw a landmark development in relation to decommissioning tax certainty – with the passing of the Finance Act 2013, including enabling legislation in respect of Decommissioning Relief Deeds (DRDs). These are contracts between the government and individual E&P companies (with ring–fence trade) which guarantee certain treatment in relation to decommissioning tax relief in the future. This certainty will allow companies to accept decommissioning security from their co–venturers on a post–tax, rather than pre–tax basis, and in so doing will release hundreds of millions of pounds for further investment into UKCS assets. Our oil & gas team has been closely involved with the development of the DRD, and also of the Oil & Gas UK Standard Decommissioning Security Agreement, and can advise on the process for application for DRDs, as well as impacts on, or changes required to, current DSA arrangements, or new DSAs.

Clare Munro, Head of Oil & Gas

OIL & GASThe oil and gas sector continues to be very active, underpinning recovery

throughout the country through its extensive UK supply chain.

Shelf Drilling Holdings Limited

Advising drilling contractor on worldwide

master service agreement worth over

$200 million

Brodies acted for Shelf Drilling as part of a team tasked with negotiating a suite of terms and conditions with Chevron U.S.A. Inc. which form the basis of a Worldwide Master Drilling Services Agreement.

Shelf Drilling formed in 2012 specifically to acquire 38 jack–up drilling units from a large international drilling company. A number of those jack–ups had been utilised by Chevron and Shelf Drilling recognised the strategic value of aligning terms and conditions with Chevron for drilling operations utilising Shelf Drilling’s units on a world–wide basis.

Shelf Drilling and Chevron began discussions in early February 2013 and quickly committed to creating multi–disciplinary teams dedicated to negotiating and finalising relevant terms and conditions against an ambitious six month deadline. Greg May, a partner from Brodies’ oil & gas team, became a key advisor. The Worldwide Master Service Agreement was signed ahead of deadline on 1 August 2013 and, within one month, Shelf Drilling had agreed two separate service orders with Chevron Thailand at an aggregate value in excess of $200 million.



y Shipping & Marine

“ I would like to extend my appreciation to the lawyers in Brodies’ oil & gas team for their collective efforts and assistance in getting the negotiation of the International Master Agreement across the line. We would not be where we are today without their immense support.”

Hendrata Tjoeng, Director of Marketing, Shelf Drilling

To find out more visit www.brodies.com | 3534 | Brodies LLP Annual Review 2013

PLANNING “ Planning authorities do not live in the world of Humpty Dumpty: they cannot

make the development plan mean whatever they would like it to mean.”

This eloquent reminder of the influence of the law on the planning system was issued by the Supreme Court in relation to a legal challenge brought by Tesco against a planning authority’s decision to grant permission for a rival supermarket chain to build a superstore in Dundee. Ultimately, the Court rejected Tesco’s challenge and upheld the planning authority’s original decision. Brodies acted for the developer.

Legal challenges, whether by commercial rivals or local people, are always a concern for developers and planning authorities. A recent research report published by Brodies put that concern in context, showing that it is still rare for a planning decision to be challenged in the Scottish courts, and most of those challenges are unsuccessful. The new rules on protective expenses orders – which can limit the expenses payable by a party challenging the decision of a public body on public interest grounds – might encourage more legal challenges by local people. The full impact of these orders, which came into force in March 2013, remains to be seen.

Brodies’ planning team – bolstered by the recent addition of Kendra Lennox to our Glasgow office – continues to be active in the renewables sector due to the sustained growth of on–shore wind development. Our work has included aviation radar and cumulative impact, as well as carrying out legal audits of environmental statements.

Meanwhile, an increase in Section 75 planning agreement work hints at an upturn in housing development. The new procedures for modifying and discharging planning obligations are proving tricky to navigate and we are working with a variety of clients to help guide them through the sometimes bewildering array of regulations.

Our advocacy skills continue to be in demand, despite the limited number of public inquiries. Notable cases have included the Perth energy from waste project, and the Almond Valley village. Written advocacy is a growth area, because the new appeal procedures are front–loaded, making a full and powerful Grounds of Appeal document essential.

At the end of the day, helping clients deliver projects is what it is all about and we are delighted to have assisted Drum on the development of its world class, £125 million Prime Four business park at Kingswells on the outskirts of Aberdeen. The park will be home to some of the biggest names in the energy sector and a leading hotel group which is planning a £25 million urban village resort.

Neil Collar, Head of Planning

Shore Energy Limited

Successful defence of landmark

planning decision

Simon Howie, the Perthshire–based entrepreneur with business interests ranging from his famous butchers business to commercial property, is familiar with the waste industry, its environmental cost and the need for change. His firm Shore Energy is developing projects to implement the Scottish Government’s Zero Waste Plan, which aims to divert materials which would otherwise be taken to landfill.

Brodies was appointed by Shore Energy in 2010 to work on the £50 million Carnbroe waste recycling and renewable energy project. A few months later, and the day before the public inquiry into the project, the Scottish Government amended its policy, introducing a new approach to identifying the need for waste facilities. The grant of planning permission was therefore a landmark decision.

North Lanarkshire Council was not satisfied that adequate and intelligible reasons had been provided for the decision to grant planning permission. It challenged the decision in the Court of Session in 2011 and on appeal in 2012. Brodies’ planning and litigation teams assisted Shore Energy in successfully defending the legal challenges by the council.

“ We were extremely surprised when we heard that North Lanarkshire Council was taking our successful judicial review for a further run in court but we had to abide by the rules. Brodies did a tremendous job getting an early court hearing, ensuring the best case was presented to the judges and ultimately helping us get the result we wanted – a successful defence of the original planning decision to allow the project to go ahead.”

Simon Howie, Managing Director, Shore Energy Ltd

Did you know?

Neil Collar was featured in Planning Magazine’s debut Power 100 list of the most influential figures in UK planning. Neil was named alongside Prime Minister David Cameron, Scottish Finance Secretary John Swinney and the Mayor of London Boris Johnson in the list, which includes just 14 lawyers and consultants.

Alison Polson, an associate in the planning team, was appointed to the Board of Planning Aid for Scotland, which works across Scotland to help people shape their communities and engage more effectively with planning.

Top Tier

Planning Chambers & Partners 2014 Planning The Legal 500 2013


Mace Real Estate

Helping to deliver 315–bed student

accommodation development

We acted for Mace Real Estate in the acquisition, development and forward funding of a 315–bed student accommodation development situated in the heart of the University of Edinburgh city centre campus. The scheme involved the retention and refurbishment of the original Victorian Deaconess Hospital combined with the new build of three blocks arranged around a central courtyard to provide a mix of cluster and studio rooms, within a design sympathetic to the surrounding environment.

With detailed input from Brodies’ real estate, planning, construction, corporate & commercial, finance and tax teams, Mace bought the site unconditionally from NHS Lothian, obtained detailed planning consent and subsequently entered into an innovative suite of development, finance and construction documentation with the University of Edinburgh, enabling it to maximise tax efficiencies from the structure, while managing development risk from the perspective of both parties. The scheme is projected to reach practical completion in May 2014.


y Banking & Finance

y Construction & Engineering


y Planning

y Tax

“ This was a complex deal requiring careful management of the many different teams and parties involved. Brodies provided first class legal advice to ensure that the project could get off the ground, and continues to do so, to ensure successful completion in 2014. Brodies’ understanding of the entire property development process and knowledge of the student accommodation sector in Scotland has been invaluable to us during this project.”

David Grover, Chief Operating Officer, Mace Group

REAL ESTATE When in years to come we look back at 2013, we may regard it as having marked

the point at which many of the core real estate markets in which our clients operate

started to recover.

Certainly the latter part of 2013 brought with it an upturn in house prices and transaction numbers, renewed appetite from institutional investors in regional commercial property, inward investment from foreign investors, and the wider availability of development finance – some from lenders, but more particularly end investors. Improved demand from home owners (some of it encouraged by the government), and the occupiers/users of commercial buildings underpinned this change in sentiment.

This increased appetite has seen prime yields improve – properties marketed in the previous years which failed to sell have been remarketed and sold at a higher price. This, in turn, has encouraged more stock and loan portfolios to be brought to the market – allowing exiting investors and lenders looking to liquidate positions to sell.

During the recession Brodies continued to invest in its real estate practice putting us in prime position to now advise clients on the growing number of opportunities in the property market. Brodies has more partners and other lawyers than any other firm in the

Scots real estate market, adding three new partners in 2013 – Tracey Menzies, Richard Whyte and Robert Forman.

And we have continued not just to monitor the market, but to shape it. After responding to government consultations about stamp duty reform, we were one of two law firms invited to give evidence in person to the Scottish Parliament. We took the insights gained in that exercise back to the market – running a series of seminars in all our offices for every leading agency practice, and for our clients. Our Academy, for junior surveyors, also continued to attract the next generation and was particularly well received in the rural sector.

Across the whole range of our clients’ activities, geographically and sectorially, we will continue to monitor the activity of government and regulators, and to recruit and promote, so that 2014 will see us not only advise on some of the best transactions and projects, but also look to shape the government’s agenda to our clients’ advantage.

Nick Scott, Head of Real Estate

Did you know?

Brodies has the largest legal resource in Scotland dedicated to real estate of any firm – demonstrating our continued commitment to the property industry.

Did you know?

Brodies Academy has entered its third year – with over 190 delegates signed up. Brodies’ property team continues to provide bespoke seminars and networking opportunities to junior surveyors.

Top Tier

Real Estate Chambers & Partners 2014 Commercial Property – Edinburgh & Glasgow The Legal 500 2013 Commercial Property – Leisure and Hospitality The Legal 500 2013


Commonwealth Games 2014

Procuring an energy–efficient heating

scheme for Games and beyond

2014 promises to be an exciting year for sport in Scotland, with Glasgow hosting the Commonwealth Games. We have advised Glasgow City Council on the procurement of a number of the new facilities required for the Games, including the National Indoor Sports Arena, the Velodrome and the Athletes’ Village. Our most recent assignment has been the procurement of a district heating system serving all of these facilities. It will be powered by a gas–fired combined heat and power (CHP) plant. The system will distribute hot water through an underground network of pipes to each of the homes in the development.

CHP plants are typically much more energy efficient than simple gas–fired boilers and the system therefore helps promote the Games as highly energy efficient. However, the energy efficiency benefits are much wider. After the Games, the Athletes’ Village will be converted into new housing. Important as the Games are, the long term regeneration of the east end of Glasgow is a far bigger achievement for all those involved in bringing the Games to the city. Not only that, the development of the district heating system means that the regeneration scheme will improve energy efficiency and help to relieve energy poverty.

Brodies advised the council on all aspects of the negotiations with the developers, equipment providers and service providers including finding solutions to ‘difficult to resolve’ issues, including ensuring that prospective purchasers of the new homes would not be tied in to long–term arrangements for buying energy at higher than market rates.

“ The independent report Brodies produced for us continues to be a key part of our lobbying on Electricity Market Reform, particularly our work to influence Government policy behind the Contract for Difference terms and structure prior to its implementation in mid–2014. The report has been widely used across the renewables industry, and has proved to be a useful tool in understanding and assessing this complex subject matter.”

Catherine Birkbeck, Senior Policy Manager – Grid & Markets, Scottish Renewables

Currently, the sector stands on the cusp of major transformation with the transition from the Renewables Obligation to the Electricity Market Reform (EMR) package comprising contracts for difference (CfD) and the capacity mechanism. At the same time, EU changes are beckoning integration between the different networks and markets across Europe. We have been at the forefront of helping clients understand and prepare for the transition, including the preparation of the CfD Report alongside Scottish Renewables (about which you can read more elsewhere in the chapter).

Our engagement with Scottish Renewables and those active in the sector extends further. Members of our team sit on six Scottish Renewables working groups, more than any other law firm, and recently I was appointed to the Department of Energy & Climate Change (DECC) Offtaker of Last Resort (OLR) Advisory Group. This group is responsible for advising DECC on the development of its OLR proposal, which DECC anticipates will underpin the development of the PPA

market (that is, the market for long term power purchase) under its Electricity Market Reform (EMR) proposals. Getting the terms of the OLR PPA right is perhaps the single most important challenge in ensuring that the EMR package is able to attract the required level of investment into the sector.

At the smaller end of the project scale, we are seeing continuing innovation in the funding of projects. Debt is becoming scarce and this is challenging the ability of landowners to retain ownership of their projects. However, the number of equity funds in the market continues to grow and increasingly they are looking at joint venture structures with project owners who cannot source debt to build their projects. We have been helping clients design joint venture structures over the past year and can now see the emergence of models which will help unlock further investment in the sector.

Keith Patterson, Head of Projects, Energy & Infrastructure

RENEWABLES Our clients in the renewables sector face an ever-evolving landscape,

with change driven not only by technological development but also

regulatory and market developments.

Identifying the biggest challenges and opportunities for offshore wind

In 2013 we partnered with Gamesa, the turbine manufacturer, to conduct a survey focusing on the offshore wind sector. The survey revealed some of the biggest challenges and opportunities in the sector. Our report on these findings was launched at our stand at All Energy 2013. You can download our survey results at http://brodi.es/12LQVvN

Did you know?

Brodies has been at the forefront of renewables financings over the past few years and has now passed the milestone of 50 completed project financings. The current total stands at 51 – all funded on a non recourse basis.

Contracts for Difference report

Brodies was commissioned by Scottish Renewables, the trade body for renewable energy companies in Scotland, to prepare a report comparing the risks of a project supported by the Renewables Obligation against the risks of a project supported by a Contract for Difference, which the Department of Energy & Climate Change is proposing will replace the Renewables Obligation. The report has been well received by the industry and can be found at http://brodi.es/17Pn5XM


Caspian UK Group Limited / Caspian Food Retailers Limited

Leading fast food group wraps

up Burger King takeaway

Brodies has been delighted to work with the Caspian Group in acquiring the Scottish national franchise of Burger King. The deal saw Caspian take on the existing 26 Burger King restaurants in Scotland (taking its UK portfolio of Burger King restaurants to 80), as well as the facilities to further extend the Burger King brand north of the border. Following the acquisition, Caspian moved quickly to secure a number of key lease re–gears and acquire new sites in Sauchiehall Street, Glasgow and Livingston. Further new restaurant openings are planned.

Caspian, under the stewardship of its charismatic chairman Taji Zadeh, has become one of the leading players in the UK fast food sector, and its achievements were highlighted recently in the Sunday Times Fast Track 100 list of the British companies with the fastest sales growth.

With millions of pounds worth of investment earmarked for both existing restaurant refits as well as an ambitious programme of new store openings, Caspian is optimistic that it can double the size of Burger King’s Scottish business within five years.

“ Working with Brodies has been a fantastic experience from the start. It has impressed with its refreshing can–do attitude and its ability to drive deals forward within tight timescales. This is just what we needed and just what we look for in our legal advisors.”

Taji Zadeh, Chairman, Caspian UK Group Limited/Caspian Food Retailers Limited

However, equally significant, but largely unreported, has been the corporate restructuring work going on behind the scenes that has breathed new life into other big names in the sector and allowed these businesses to look to the future with some optimism.

Brodies has been at the heart of much of this restructuring activity throughout the past year. In addition, we have been helping retailers to shed their loss–making outlets and focus on their most profitable shops. It has just become a fact of the new economic reality that most retail business can achieve the same sales, and in most cases increased profit, from a shop portfolio 25–40% smaller than they might have held before the economic downturn.

This focus on the most profitable outlets has led to rising demand for premises in the top retail locations in the country. While secondary locations have continued to struggle, the prognosis might not be as bleak as initially appears. There are growing signs that banks are finally disposing of their interests in ‘zombie’ retail premises – where landlords’ enormous debt burdens compromised their ability meaningfully to regenerate our high street – paving the way for a new generation of landlords who are willing to accept a correction of rental levels to enter the market. These new landlords are generally more willing to accept the riskier covenants offered by vibrant, independent retailers, whose arrival could kick–start the recovery of our secondary high streets, which is something that we have all been hoping for.

Colin Morrison, Head of Retail

RETAIL & LEISURERecent media attention has focused on the household names that have disappeared

from the high street after succumbing to the economic storm which has battered the

retail sector in recent years.

Did you know?

Not only does Brodies have the largest retail property team in the Scottish market (representing the tenant in an estimated one in three of retail deals occurring in Scotland each year) – we also offer a restaurant practice that spans many of the key names of the sector including Prezzo, Cafe Rouge, Chaophayra, Giraffe and Las Iguanas.

Top Tier

Commercial Property – Retail occupiers The Legal 500 2013 Retail Chambers & Partners 2014


Caledonian Maritime Assets Limited

Celebrating the successful conclusion of

pioneering ‘green’ ferry project

This year Caledonian Maritime Assets Ltd (CMAL) celebrated a world first with the launch of the second of two diesel and battery–powered ferries. Designed and built in Scotland as part of CMAL’s Low Emission Hybrid Ferries Project, The MV Lochinvar, was launched from Ferguson’s Shipbuilders yard on the Clyde in May, marking the successful completion of this pioneering initiative. Its sister ship, MV Hallaig, was launched six months earlier, and became the first ever hybrid roll–on, roll–off and passenger ferry to take to sea. Both vessels will service routes on Scotland’s west coast. CMAL has led the way in creating new vessel technology to make ferries cleaner, quieter and cheaper to run. Its commitment to, and innovation in, the project was recently recognised when it was shortlisted for a prize at the prestigious Sustainable Energy Europe Awards.

Brodies’ team assisted CMAL by advising on the ship building contract and was delighted to be part of such a revolutionary project which marked an exciting new chapter in Scotland’s shipbuilding history. The vessels were significant for the Scottish Government too, with Nicola Sturgeon, the Deputy First Minister, launching Hallaig down the slip with a bottle of Scotch rather than Champagne.


y Banking & Finance

y Procurement

“ We are very happy with Brodies as legal advisors and benefit from its wide range of expertise on marine and shipping, property, regulatory and procurement. We also value the quick response it provides to our instructions.”

Sandra Laurenson, Chief Executive, Lerwick Port Authority

Shipping is a global industry and legislative change is generally driven by international rather than national agendas. One recent example is the reduction of harmful sulphur emissions from marine fuel, which has been addressed by the EU and the International Maritime Organisation. The cost of dealing with emissions of this kind is now a significant challenge for the industry, already hard pressed by the downward pressure on rates. Brodies contributed to an event promoted by Lloyd’s Register for the Glasgow ship management market on the technical and legal implications of this change in the law to help clients plan how they address it.

Scotland remains at the forefront of developments to harness the power of offshore wind, wave and tide, and there continues to be investment in marine assets and harbour infrastructure to service these new industries in addition to conventional shipping and the oil and gas industry, with our team advising on vessel charters and contracts in the renewables sector.

Meanwhile, the potential impact of Scottish independence has been a topic of intense debate within the shipping industry and the UK Chamber of Shipping has brought interested parties together to set out the questions that the industry would like answered. As a member of this influential body, the Brodies shipping team is able both to understand the concerns of the industry and assist in providing appropriate responses.

At a local level, we were pleased to attend the launch of the innovative hybrid ferry MV Hallaig (highlighted right) and to see a continued flow of instructions to our shipping team from various users of the sea – from harbour authorities, owners and operators to companies involved in the oil and gas, renewables, leisure and aquaculture sectors.

The fast pace of change shows no sign of letting up. The Scottish Ferry Services: Ferries Plan, published at the very end of 2012, set out the Scottish Government’s strategy on this vital area until 2022, not long before enhanced passenger rights regulations came into force. We are optimistic that this dynamic sector, and those of us who support it, have much to offer in the years ahead.

Duncan MacLean, Head of Shipping & Marine

SHIPPING & MARINE 2013 was a busy year for Brodies’ shipping & marine team and we have been at

the heart of many of the most significant developments in this fast–moving sector

– helping clients respond to far–reaching legislative changes and to capitalise

on the commercial opportunities presented by the substantial investment in

marine resources.

Did you know?

Over the past year our team has acted in cases from Aberdeen to Zurich involving clients from as far apart as Japan, Lerwick, Naples, Nigeria, Oslo, Paris and Singapore.

Brodies is the only firm with shipping team members based in each of Scotland’s three major cities.


Aberdeenshire Council

Harnessing technology to give passengers

up–to–the–minute travel information

Brodies was instructed by Aberdeenshire Council to help it procure a real time passenger information (RTPI) system, which will give bus passengers travelling within Aberdeenshire (including those to and from Aberdeen) up-to-the-minute journey information.

The system will comprise on–street display boards, equipment fitted to buses, communications services and back office functions. It will work with the vehicle tracking system used by bus operator Stagecoach (which runs a large number of services in the Aberdeenshire area) and RTPI systems used by neighbouring local authorities to display real time information about connecting bus services. The successful vendor will also provide bus users with access to RTPI data through a website and mobile optimised web interface.

Brodies was appointed because of our deep sector knowledge in relation to the procurement and use of transport related ICT, such as RTPI and ticketing systems.



y Energy & Infrastructure

TRANSPORT Efficiency, sustainability and innovation have been watchwords

for the transport industry over the past year.

Doing more with less is an ongoing challenge, but owners, operators and regulators alike have looked to new ways of working in order to achieve their objectives, and Brodies has supported clients across the sector in doing so. Smarter purchasing, collaborative working and leading edge use of technology have all played their part.

A number of these themes were highlighted in strategic plans produced during the course of the year. Rail was in the spotlight with Network Rail’s publication of its ambitious Strategic Business Plan for Control Period 5, with much to be positive about over the coming years for freight and passenger movement. The Scottish Government also published its Scottish Ferry Service: Ferries Plan setting out its vision for lifeline services over the next decade.

Despite financial constraints, the past year saw significant progress being made on a number of major infrastructure projects. The Aberdeen Western Peripheral Route finally shook off the litigation which had delayed the project for several years, allowing land assembly for the route to complete in January 2013. Dualling of the A9 took a major step forward with the Transport Minister’s announcement of a start date for the first phase, and construction works commenced on the Borders Railway, following transfer of the project to Network Rail. Harbour developments have also been proposed or taken forward at many locations around the country.

Brodies has been involved in many of these key areas across a range of transport modes, and has demonstrated its ongoing commitment to the sector by working with the Confederation of Passenger Transport to launch a legal helpline for its Scottish members.

Karen Hamilton, Head of Transport

“ Construction of a new link road to serve Gleneagles Railway Station is a key project for Perth and Kinross Council. Confirmation of the compulsory purchase order to deliver the project land in July 2013 was a significant milestone. The support provided to the project by Brodies’ transport team and its clear understanding of the council’s objectives has made a huge contribution and we continue to enjoy working with them.”

Jillian Robinson, Principal Engineer (Road Safety and Design), Perth and Kinross Council

Top Tier

Transport: Road Chambers & Partners 2014

Did you know?

Brodies is used to innovating and working in new sectors. We are currently supporting Aberdeen City Council on its ground–breaking project to deliver Europe’s largest fleet of hydrogen fuelled buses.


PROTECTING CLIENTS’INTERESTS

Did you know?

The most novel feedback this year was from a UK client who said that at Brodies he had found the first public procurement lawyer with a sense of humour!

“ With our major lifeline ferry port improvement project under time pressure we needed help with our procurement processes. Brodies went above and beyond, designing for us a quick and efficient procurement, helping us to administer the process and supporting our board in the evaluation process. We are now well placed to move to the next stage.”

Jane Maciver, Chief Executive, Stornoway Port Authority

The Scottish Government

The Scottish Government has been hard at work with a proactive procurement law reform consultation and has also been involved in the development of procurement law as a result of being forced to defend a number of legal challenges. Brodies lawyers have represented the Scottish Government (and other central government bodies) in a number of high profile court cases in the Court of Session involving procurements as diverse as lifeline ferry services, professional services and trunk road maintenance. Although from the Government’s perspective the challenges were unwelcome, it has been interesting to see the Scottish courts tackling a series of difficult questions. One positive outcome has been that we now have a handbook of judgements which provide clarity as to the obligations of authorities to be transparent, and guidance on what must be done when abnormally low tenders are received. We have continued to work closely with the Scottish Government, providing value–added training to its procurement professionals.

The businesses and organisations we work with have a keen eye not just on the end result but also on driving added value and delivering community benefits and social improvement. Our job is to ensure that our clients achieve these aims while staying on the right side of compliance.

The economic outlook and the slow pick–up in overall demand have also raised some interesting issues in terms of the evaluation of bids. Contractors have adopted very carefully designed strategies in order to land work and public authorities are having to consider whether tenders that look good are actually what they appear to be or are, in fact, abnormally low and unsustainable. The continued shortage of public sector capital has also given rise to some noteworthy issues about how resilient ongoing or completed procurement processes should deal with investment delay.

Finally, there is greater awareness among bidders as to their legal rights, and there is less shyness about raising grievances about tender processes. This has led to a growing number of cases reaching the courts, as well as many more challenges at much lower levels which are raised mid–process to iron out perceived unfairness.

Over the next year the procurement law landscape will change dramatically again. From the EU we will have a new procurement Directive, which will then need to be implemented by updating procurement regulations. In addition, the Scottish Government concluded its consultation exercise in relation to a procurement reform Bill, but has put the legislative process on hold pending the new EU Directive. We believe this means that the Scottish Government may implement the Directive (and introduce its own reform ideas) on its own timetable, rather than waiting until the end of the two–year window for implementation, which is the norm. If we are right, procurement law will be very different for a while in Scotland than it is in the rest of the UK.

Roger Cotton, Partner, Projects, Energy & Infrastructure

COMPETITION & PROCUREMENT 2013 was another year of exciting developments in procurement law,

with purchasers becoming increasingly sophisticated and ambitious

in terms of what they expect from the process.

Did you know?

When the new EU Directive is implemented it will be easier for public sector purchasers to rule out bidders based on prior poor performance. For businesses with public sector clients, now is the time to up your game and pay attention to contract management.


There remains a huge appetite amongst clients in the public, commercial and charities sectors for a balanced and impartial view of the key issues such as EU membership and currency options for an independent Scotland. Our open client seminars in the course of the year attracted more than 200 attendees and we hosted a number of private events for clients in the oil and gas, financial services and infrastructure sectors.

Those clients continue to seek our specialist advice on some of the more technical, but crucially important, issues raised by the possibility of independence – including how to deal with the risk of a currency change affecting Scottish contracts.

Meantime, we have been getting on with the ‘day job’: helping clients promote and challenge the work of governments and of parliaments. Our support for public and

private sector clients has included drafting Bills which have now been introduced in the Scottish Parliament, drafting amendments to proposed legislation, advising on the Westminster Government’s proposals for legislation in the UK Parliament and litigating where that is the only way to protect our clients’ interests.

As part of our commitment to making a wider contribution to the law reform process, Brodies lawyers have given evidence to the Scottish Parliament on the implications of proposed new laws. Nick Scott, our Head of Real Estate, gave evidence to the Parliament’s Finance Committee during its consideration of the new Land and Buildings Transaction Tax and many of the points he raised were acknowledged as justifying amendments to the Bill.

Christine O’Neill, Chairman

PARLIAMENTARY & GOVERNMENT We reported last year that Brodies’ parliamentary & government team was being

kept busy with the debate on Scotland’s constitutional future. The independence

referendum – and the myriad implications for Scotland and the rest of the United

Kingdom – has continued to be a focus for us and the businesses and organisations

with whom we work.

City of Edinburgh Council

We act for City of Edinburgh Council, one of Scotland’s largest local authorities, and have this year drafted two private Bills on its behalf for introduction in the Scottish Parliament. Each of those Bills tackles legal issues of importance for the council and for the communities it serves. The first, which follows lengthy legal proceedings in the Court of Session, is intended to give the local authority power to build a new high school in Portobello on the preferred site for that project. The second has two aims – the first is to remove a legal restriction which is currently a barrier to the erection of a statue on Leith Links, and the second is to reform a charitable trust.

In preparing the Bills, our parliamentary team worked in partnership with the council’s own lawyers and their colleagues in a number of departments to ensure that the changes to the law being proposed would be effective in allowing it to deliver its policy objectives. We also supported the council team in its discussions with the Scottish Parliament’s own officials to ensure that the draft Bills met its requirements on proper form.

Did you know?

We continue to represent the Scotch Whisky Association and European wine and spirits producers in their court challenge to the Scottish Parliament’s legislation imposing a minimum unit price on alcohol.

Did you know?

Over the past year our Public Law Blog has received more than 6,600 visits

Top Tier

Administrative & Public Law Chambers & Partners 2014 Parliamentary & Public Affairs The Legal 500 2013


We recently strengthened our business disputes offering with the appointment of Ken MacDonald as a partner in our Aberdeen office. One of the most respected commercial litigators in the north east of Scotland, Ken is already advising a wide range of clients in core industries and working closely with Malcolm Mackay in advising the offshore sector.

In anticipation of more litigation being driven to the Sheriff Court, we have 10 solicitor advocates, including a QC, a part–time employment tribunal judge and a solicitor advocate appointed as a Standing Junior to the Scottish Government. Of particular note, our track record in Supreme Court matters continues with two high profile trips to Parliament Square already in the pipeline.

Irrespective of the size or complexity of the cases we are our involved in, our clients’ business objectives are always at the heart of our advice. In some cases, it may better suit a client’s interests to avoid litigation and explore alternative forms of dispute

resolution. In others, where litigation is necessary, we will tackle it head–on. We have been well placed in the past year to attack Scottish legislation for a variety of reasons including where it infringes EU law or relates to matters on which only the Westminster Parliament can legislate. In addition to advising clients on business issues that break new ground, we routinely manage a large number of significant cases for financial services clients and utilise state of the art case management software. Investing in the best people and technology has again been at the core of our success in delivering positive results for clients.

Stephen Goldie, Head of Business Disputes & Asset Recovery

RESOLVING DISPUTES Brodies’ dispute resolution team is the largest in Scotland. Comprising 80 lawyers,

the team is constantly evolving to enhance the service we offer our clients and has

been at the heart of the significant reforms to the Scottish civil justice – already

taking place and anticipated – as a result of the reports by Lord Gill and Sheriff

Principal James Taylor.

Grant Estates Limited v GEL Administrators and The Royal Bank of Scotland plc

Landmark swap agreement ruling

likely to have major implications

for banking sector

The commercial litigation team has a formidable reputation for acting on behalf of banks and financial institutions in resolving high value and complex disputes. We have successfully defended petition proceedings brought by the directors of a company in administration seeking to challenge the validity of the appointment of administrators by The Royal Bank of Scotland plc (RBS) and, separately, successfully defended a Commercial Court action for reduction of swap agreement and for payment of damages on the basis of allegations that the contracts were unenforceable, having been mis–sold,

as well as allegations of misrepresentation and breaches of EU regulation.

Following a four–day hearing in the Commercial Court, all the technical and substantive legal arguments advanced on behalf of RBS were upheld. As a result, the contracts were held to be enforceable, with the petitions and commercial action being dismissed. The prospect of successful future court challenges against banks which had sold similar products to SMEs is thought to have been substantially diminished.

This decision is likely to have major implications for the banking sector regarding court challenges to swap agreements entered into prior to a general reduction in interest rates on borrowings.


y Banking & Finance

y Corporate Restructuring & Insolvency

Did you know?

Brodies is home to Scotland’s largest dedicated property litigation team. This year our new clients have included Ocean Terminal Limited and Heathrow Airport Holdings Limited.

Top Tier

Banking Litigation Chambers & Partners 2014 Restructuring & Insolvency Chambers & Partners 2014 Litigation Chambers & Partners 2014 Professional Negligence Chambers & Partners 2014 Real Estate Litigation Chambers & Partners 2014 Commercial Litigation The Legal 500 2013 Professional Negligence The Legal 500 2013 Property Litigation The Legal 500 2013 Insolvency & Corporate Recovery The Legal 500 2013


We have, for instance, been involved in a number of projects in which new or restructured businesses have reviewed or harmonised their terms and conditions in line with their workforce requirements. These have been extremely positive projects that reflect increased stability and optimism among the firms concerned.

One of the best examples is our work for Virgin Money, which involved new contracts being issued to all employees and the re–writing of policies and standards in line with company values. The aim was to make the terms of employment consistent, straightforward and accessible, embedding the firm’s core business proposition, “Everyone’s Better Off”, in all policies.

Simplifying policies carries its own risks, not least that of ‘throwing the baby out with bathwater’, however we worked alongside Virgin Money’s HR and Employment Law teams to make sure that the right balance was struck and that the documents remained compliant and comprehensive. The Virgin Money team’s achievements were recognised at the Chartered Institute of Personnel and Development (CIPD) People Management Awards when it received the 2013 Performance & Reward Team of the Year award for its work on the project.

Working with our corporate colleagues has also been a significant feature of the year and our Aberdeen–based employment team, which has a particular focus on the oil and gas sector, is already making a significant impact in the north east legal market. Client wins include operators such as Endeavour

Energy UK, major service companies such as Teekay Petrojarl and CHC Scotia alongside global players such as Serco Limited and organisations establishing a new presence in the UK, such as Reda Group and Cenergy. The quality and range of client wins and new instructions demonstrates Brodies’ success in bringing a new and innovative mix of high quality employment/HR related services to a mature market traditionally dominated by a small number of established practices. We look forward to working with these and other new clients over the coming year.

Joan Cradden, Head of Employment, Pensions & Benefits

MANAGING PEOPLEThe past year has seen significant change in the sphere of people management

and Brodies’ employment, pensions & benefits team has been kept busy throughout

as many of our clients have refocused their attention on how best to manage

their employees.

Pensions

The pensions team advises both public and private sector clients on a wide range of issues from auto–enrolment to major funding projects for large defined benefit schemes, employer insolvency and PPF entry.

Members of the team have experience both of the Scottish market and of working in the City of London, and are dual-qualified in Scots and English law. Over the past three years the team has grown significantly in size and stature and has achieved a Tier 1 ranking in The Legal 500, a leading independent legal directory.

In 2013, the pension team completed the project management and drafting of a new trust deed and rules for the John Menzies plc Money Purchase Pension Scheme. This project involved working with the Pensions Manager, Trustees and other scheme advisers to produce a revised draft of the trust deed and rules, together with a schedule of changes. The team dealt with a range of issues as they arose, including consideration of whether the rules needed to be amended to take account of auto–enrolment and dealing with frequently evolving queries on this, reviewing and re–drafting the complex rules on using members’ accumulated funds, and revamping the provisions on maternity and other forms of family leave to take account of current legislation and specific group policies.

Alison Shackleton and Juliet Bayne, Partners, Pensions

Employee Benefits

As companies emerge from an almost unprecedented economic downturn, thoughts are quickly turning to future growth and how best to make the most of employee talent and maximise retention. Balancing tax–efficient, cost–effective employee incentive structures with employee aspirations and lifestyles is redefining the way companies think about how they motivate and reward their workforce.

Our employee benefits group is a market–leading practice that seeks to help companies of all sizes implement the strategies, policies and processes that are necessary to recognise and reward the valuable contribution that people make to achieving organisational and business growth and success.

A case in point is the work we have done for Perigon Solutions, an Aberdeen–based software, services and data management company that provides solutions to geoscientists to help them manage and visualise subsurface wellbore data. The highly motivated and collegiate nature of Perigon’s workforce has made a significant contribution to its success. Perigon was keen to further encourage the involvement of staff at all levels by putting in place a new employee incentive scheme that locked in senior management and strengthened employee engagement and identification with the company, whilst improving cooperation between management and employees (recognising that everyone in some way contributed to the bottom line). We helped Perigon implement both a highly tax efficient share–based option arrangement and a cash–based profit sharing plan (PSP) for senior management and employees.

The PSP had a number of distinguishing features. Participants could accrue points based upon length of service that

translated into a share of a profit pool. Furthermore, the PSP shares a feature of a with–profits fund, allowing part of the profit pool to be carried forward to future performance years, thereby smoothing out the overall level of profit share available for distribution and helping to reduce volatility around allocations. Comprising a full set of legal rules and featuring spreadsheet modelling, the PSP is a highly effective solution to the issue of recognising loyalty and employee contribution to the success of the business.

Nigel Watson, Head of Employee Benefits

Health & Safety

We work with our clients to avoid litigation and protect their reputation. For example, our health and safety team helped a client avoid prosecution by the Health & Safety Executive (HSE). This client came to us after it was notified that the HSE intended to recommend prosecution following an incident involving one of its employees. The employee was injured when he fell from temporary scaffolding. We helped the client manage communications with the HSE and ensured that all relevant evidence was collated in an appropriate manner. Given the importance of the matter to our client and our team’s reputation for providing advice of the highest quality, the client insisted that Brodies was appointed in place of the insurer’s panel solicitor. We represented our client at a meeting with HSE and prepared a detailed submission setting out why we considered our client should not be prosecuted in this instance. Subsequently, the HSE confirmed that it no longer intended to recommend prosecution and the matter was concluded to our client’s satisfaction.

Elena Fry, Head of Insurance & Risk

“ Brodies were exceptional. They were brilliant partners throughout the HR Integration Project. You expect legal expertise but what sets them apart is their understanding of our business, our sector and their insights and pragmatism. They bring different solutions and are refreshing to work with. On top of that they are just a great team of people.”

Emily Cox, Head of Employment Law and Employee Relations, Virgin Money

“ From design through to implementation the Brodies employee benefits team was creative, responsive and timely. Nigel Watson [Head of Employee Benefits] understood immediately what we were trying to achieve and wasted no time in getting on with the task in hand. We are very pleased indeed.”

Paul Reid, CEO, Perigon

Top Tier

Employment Chambers & Partners 2014 Employment The Legal 500 2013 Pensions The Legal 500 2013


Improving the management

of voluntary organisations

across Scotland

Brodies is a corporate partner of Pilotlight, a charity that brings together business professionals and charities to tackle disadvantage in Scottish communities. By sharing their experience, helping to coach management teams and providing pro bono legal advice our lawyers are helping to improve the efficiency and effectiveness of organisations across Scotland.

Four Brodies partners have participated in the scheme so far, spending three hours a month over a year providing practical strategic advice to the Dundee–based charity CAIR Scotland, Station House Media Unit (SHMU) in Aberdeen, Rosemount Lifelong Learning in Glasgow and Glasgow East End Community Carers.

“ Brodies’ support is hugely important and appreciated by everyone at Pilotlight. Brodies Pilotlighters are in teams which are making a huge difference in helping tackle local disadvantage.”

Graeme Powrie, Membership Manager, Pilotlight

Helping Scotland’s most talented

young swimmers make a splash

Brodies has supported the Scottish Schools Swimming Association (SSSA) since 2006, providing the vital funding necessary for this voluntary organisation to hold its Team Championships and Scottish Schools Swimming Championships. We are proud to help the Association hone the skills of Scotland’s promising young swimmers, promote team work and encourage young people to engage in healthy competition – and have fun!

In January 2013, hundreds of young people from across Scotland took part in the Brodies Scottish Schools Swimming Championships at the Dollan Aqua Centre in East Kilbride, smashing four Championship records. In June, more than 500 primary and secondary school pupils competed in the Brodies Scottish Schools Team Championships at the Commonwealth Pool in Edinburgh.

“ What has made the sponsorship very special is the commitment and personal interest of the Brodies partners, through their presence at the events and concern for the welfare of the Scottish schools swimming in general. We look forward to continuing the partnership with Brodies as we move towards Glasgow 2014.”

Ann Dickson, President, Scottish Schools Swimming Association

CORPORATE SOCIAL RESPONSIBILITYAt Brodies we are not in the business of merely being seen to ‘do our bit’ in terms of

corporate social responsibility. We are committed to making a positive contribution

to the communities in which we live and work because we firmly believe that it’s the

right thing to do.

Through the many initiatives we are involved in – whether widening access to the legal profession, raising money for causes close to our hearts, nurturing the sporting stars of the future or sharing our professional experience with voluntary organisations – we are trying to make a tangible, long–term difference.

We hope that our efforts through our Positive Impact corporate social responsibility programme will not only assist the personal development of the individuals involved but, ultimately, make a positive contribution to Scottish society and the Scottish economy, on which the future prosperity of us all depends.

Encouraging diversity in the

legal profession and helping

schoolchildren broaden their skills

Brodies is a founding member of PRIME, a pioneering initiative by the UK’s leading law firms to encourage greater diversity in the legal profession by offering quality work experience and continuing support to young people from less privileged backgrounds.

We are committed each year to offering eight students aged 13–17 the opportunity to take part in a structured work experience programme that is co–ordinated and delivered by Brodies staff representing departments across our business. The programme delivers a minimum of 30–35 hours of work experience and is designed to give the young people involved an insight into all aspects of our business, not just law but also our professional support services, such as IT, Finance, HR and Marketing.

In 2013 we welcomed to our offices two groups of young people; five students from Wester Hailes Education Centre, in Edinburgh, and six pupils from Drumchapel High School, in Glasgow. Both groups spent a week with us developing their skills in a wide variety of areas such as communication, presentation, networking, negotiation and team working.


Respecting the environment

Our environmental initiative SUSTAIN demonstrates our firm–wide commitment to minimising waste, reducing our impact on the environment wherever possible and buying goods from our suppliers that are ethically sourced.

We have been working with our staff and our suppliers to reduce their energy consumption and carbon footprint and have harnessed the latest technology, such as virtual hosts and high definition video conferencing, to promote sustainable business practices across our firm.

We have also conducted a staff travel survey to identify ways to promote cycling to work as a better option; introduced duplex printing as standard; increased recycling across all sites; launched a ‘paperless office’ initiative across departments, and an Environmental Awareness Week across our premises. In addition, we only use suppliers that have adopted sustainable practices.

To date we have achieved a 40% reduction in paper consumption at Brodies and we are now focused on introducing an Environmental Management System, with a key objective of zero waste to landfill. As a member of the Prince’s May Day Network, the UK’s largest group of businesses committed to taking action on climate change, we pledge to annually implement best practice.

In addition, our new Glasgow office at 110 Queen Street, which we are due to occupy in 2015, is being built to the highest environmental rating, in keeping with our commitment to sustainability.

Supporting people diagnosed with

cancer and their families

Building on a long relationship that has seen us raise more than £63,000 over the past six years for Maggie’s cancer care centres throughout the UK, our staff chose Maggie’s as Brodies’ official charity partner in 2013. In addition to our firm–wide fundraising events for Maggie’s, we encourage our staff to take part in a wide range of other charitable activities, with our charity committee providing almost £8,000 of matched funding in the last financial year. Brodies staff showed their mettle in May 2013 by competing in one of the country’s most arduous charity fundraising events to raise more than £7,000 for Maggie’s – with one of our six teams notching up an impressive 18th place finish into the bargain. The challenge involved a testing 31–mile cycle from Fort William followed by a punishing 41–mile cross–country hike to Inverness.

“ We’re really grateful for the dedication Brodies has shown towards Maggie’s. Its staff really understand the importance of the support we provide to people affected by cancer and have proven themselves to be enthusiastic fundraisers. We can’t thank them enough!”

Gemma Branney, Senior Corporate Fundraising Manager, Maggie’s

Pro bono support for charities and

voluntary organisations

Our lawyers are board members and trustees of charities and have shared their legal expertise pro bono with a large number of voluntary and not–for–profit organisations. Over the past year this has included:

• helping the World Wildlife Fund UK achieve its ISO 14001 environmental management accreditation;

• assisting with the establishment of Back Out There, a charitable organisation that helps wounded, injured and sick service personnel re–entering mainstream employment;

• providing legal advice to the Edinburgh Citizen’s Advice Bureau (CAB). Over the past three to four years Brodies has undertaken work for CAB with a value of £14,000; and

• volunteering at the Free Legal Advice Centre of Edinburgh University on a weekly basis. Our lawyers supervise legal students while they conduct meetings with clients on a wide range of legal issues.

Our lawyers are trustees or board members of charities and voluntary organisations including The New School, Butterstone, near Dunkeld, a school for children with special needs; Cherish Watoto Kenya, a home for orphaned children in Nairobi; and the Foundation for Positive Mental Health.


Group 2013

Group 2012

LLP 2013

LLP 2012

£000 £000 £000 £000

Fixed assets Tangible assets Investments

849

–

810

–

849

–

810

–

Current assets Debtors Cash at bank and in hand

22,715

6,216

20,529

6,359

22,715

5,735

20,529

6,359

Creditors: amounts falling due within one year

28,931 (5,412)

26,888 (5,647)

28,450 (4,931)

26,888 (5,647)

Net current assets 23,519 21,241 23,519 21,241

Total assets less current liabilities

24,368

22,051

24,368

22,051

Creditors: amounts falling due after more than one year Provisions for liabilities

(97) (1,325)

(154) (1,308)

(97) (1,325)

(154) (1,308)

Net assets excluding pension liability Net pension liability

22,946 (1,271)

20,589 (1,183)

22,946 (1,271)

20,589 (1,183)

NET ASSETS ATTRIBUTABLE TO MEMBERS 21,675 19,406 21,675 19,406

Represented by: Loans and other debts due to members Members’ capital classified as a liability under FRS 25 Other amounts

3,800 17,130

3,900 14,749

3,800 17,130

3,900 14,749

20,930 18,649 20,930 18,649

Equity Members’ other interests – other reserves classified as equity under FRS 25

745

757

745

757

TOTAL MEMBERS’ INTERESTS 21,675 19,406 21,675 19,406

Consolidated balance sheet as at 30 April 2013

2013 2012

£000 £000

Turnover 46,013 42,793

Operating expenses (26,756) (25,154)

Operating profit 19,257 17,639

Net interest receivable 34 29

Other finance costs associated with FRS 17 (36) (48)

Profit for the year before taxation and profit shares Taxation on profit on ordinary activities

19,255 (168)

17,620 –

Profit for the financial year before members’ remuneration and profit shares

19,087 17,620

Members’ remuneration charged as an expense (16,416) (15,041)

Profit for the financial year available for discretionary division among members

2,671 2,579

All results relate to continuing activities.

Consolidated statement of total recognised gains and losses for the year ended 30 April 2013

2013 2012

£000 £000

Profit for the financial year available for discretionary division among members

2,671 2,579

Actuarial loss relating to pension scheme (134) (37)

Total recognised gains and losses for the year 2,537 2,542

Consolidated profit and loss account for the year ended 30 April 2013

REPORT & FINANCIAL STATEMENTS 2013

| Brodies LLP Annual Review 2013 To find out more visit www.brodies.com |62 63| Brodies LLP Annual Review 201362

European Law & International Trade Mark Clough QC – Consultant0131 656 3700 [email protected]

Rod Lambert – Partner0131 656 3749 [email protected]

Family Scott Cochrane – Partner0131 656 0124 [email protected]

Food & Drink Eric Galbraith – Partner0141 245 6253 [email protected]

Funds Alistair Campbell – Partner0131 656 0114 [email protected]

Health & Safety Elena Fry – Partner 0141 245 6215 [email protected]

Insurance Elena Fry – Partner 0141 245 6215 [email protected]

Intellectual Property Gill Grassie – Partner0131 656 3710 [email protected]

Robert Buchan – Partner0131 656 0078 [email protected]

Life Sciences Shuna Stirling – Partner0141 245 6201 [email protected]

William McIntosh – Partner0131 656 0154 [email protected]

Local Government Jackie McGuire – Partner0131 656 0008 [email protected]

Oil & Gas Clare Munro – Partner01224 392 253 [email protected]

OutsourcingMartin Sloan – Associate0131 656 0132 [email protected]

Parliamentary & GovernmentChristine O’Neill – Partner/Chairman0131 656 0286 [email protected]

Pensions Alison Shackleton – Partner0141 245 6749 [email protected]

Juliet Bayne – Partner0131 656 0049 [email protected]

Personal Injury David Armstrong – Partner0141 245 6751 [email protected]

Jonathan Cornwell – Partner0141 245 6786 [email protected]

Planning Neil Collar – Partner0131 656 0125 [email protected]

Private Client Alan Barr – Partner0131 656 0103 [email protected]

Professional NegligenceAlan Calvert – Partner0131 656 0223 [email protected]

Projects & InfrastructureKeith Patterson – Partner0131 656 0059 [email protected]

Arbitration & AdjudicationManus Quigg – Partner0141 245 6730 [email protected]

Alternative Dispute ResolutionManus Quigg – Partner0141 245 6730 [email protected]

Aviation, Defence & EngineeringGrant Campbell – Partner 0131 656 0115 [email protected]

Banking & Financial Services Bruce Stephen – Partner0131 656 0260 [email protected]

Banking LitigationJoyce Cullen – Partner0131 656 0133 [email protected]

Business Crime Christine O’Neill – Partner/Chairman0131 656 0286 [email protected]

CasualtyElena Fry – Partner0141 245 6215 [email protected]

Clinical NegligenceDavid Armstrong – Partner0141 245 6751 [email protected]

Commercial Litigation David Armstrong – Partner0141 245 6751 [email protected]

Joyce Cullen – Partner0131 656 0133 [email protected]

Competition & State Aid Mark Clough QC – Consultant0131 656 3700 [email protected]

Rod Lambert – Partner0131 656 3749 [email protected]

Construction & Engineering Alistair McLean – Partner0131 656 3701 [email protected]

Manus Quigg – Partner0141 245 6730 [email protected]

Corporate & MAJulian Voge – Partner0131 656 0248 [email protected]

Corporate Restructuring & Insolvency Colin McIntosh – Partner0141 245 6260 [email protected]

Rachel Grant – Partner0131 656 0046 [email protected]

Debt & Asset Recovery David Whyte – Partner0141 245 6741 [email protected]

Dispute Resolution & Litigation Joyce Cullen – Partner0131 656 0133 [email protected]

EducationBrenda Scott – Partner0131 656 0226 [email protected]

Employee BenefitsNigel Watson – Partner0131 656 3720 [email protected]

EmploymentJoan Cradden – Partner0131 656 0130 [email protected]

Environment & WasteCharles Smith – Partner0131 656 0236 [email protected]

SERVICES INDEX / CONTACTS


Property LitigationStephen Goldie – Partner0141 245 6226 [email protected]

Public Law & RegulationJackie McGuire – Partner0131 656 0008 [email protected]

Public Sector Services Group Jackie McGuire – Partner0131 656 0008 [email protected]

Real EstateNick Scott – Partner0131 656 0234 [email protected]

Renewable EnergyNeil Collar – Partner0131 656 0125 [email protected]

Rural BusinessOdell Milne – Partner0131 656 0189 [email protected]

Shipping & MarineDuncan MacLean – Partner0131 656 0152 [email protected]

Malcolm Mackay – Partner01224 392 274 [email protected]

TransportKaren Hamilton – Partner0141 245 6225 [email protected]

Third Sector & Charities Jackie McGuire – Partner0131 656 0008 [email protected]

TaxIsobel d’Inverno – Director of Corporate Tax0131 656 0122 [email protected]

Technology Grant Campbell – Partner0131 656 0115 [email protected]

| Brodies LLP Annual Review 201366

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ABERDEEN EDINBURGH GLASGOW BRUSSELS

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