Malaysia

Having made the leap from external to in-house, Choo Suit Mae, Group General Counsel of Sime Darby, knows from over 25 years working externally what it’s like to approach law from that point of view, and applies this constantly when working with external counsel. Giving her thoughts on life and law, she reveals what she believes to be the secrets of success in both, noting that courage in all aspects goes a long way.


ASIAN-MENA COUNSEL: Can you tell us what led to your role at Sime Darby? Briefly as well, can you describe your career trajectory?
Choo Suit Mae: 
I was a partner in the corporate department of Skrine, one of the largest and oldest all-services law firms in Malaysia, for about 3 years before joining Sime Darby in August 2006. Before Skrine, I was one of the founding partners of Zul Rafique & Pnrs, another major law firm based in Kuala Lumpur. I had also practised corporate/commercial law and corporate finance in Hong Kong for 8 years – first with Victor Chu & Co, Denton Hall (as it then was) and Reed Smith Richards Butler-before returning to Malaysia.I heard about a new position in Sime Darby – Head of Legal, Strategy – from a friend. The interview with the then CEO took all of 30 minutes. Shortly thereafter, I met my direct boss who was the Head of Strategy, who oversaw functions such as corporate finance, fundraising and value management.
The Sime Darby group was then involved in several major corporate exercises. At one of the 1st meetings I attended with my then boss and his corporate finance team, the question they posed to me within 5 minutes of me sitting down was whether there was a takeover implication arising from a corporate chart showing a morass of companies with direct, indirect and cross-shareholdings. The diagram filled the entire length and breadth of the white board in the conference room. I knew then I would not have the luxury of easing myself into my new role and that the transition from external counsel to in-house counsel would be brief at best.A few months after I joined, the group was involved in one of the largest mergers in corporate Malaysia – the merger of three listed plantation groups – which culminated into what is Sime Darby Berhad today: the largest listed plantation company in the world. When the company was listed on Bursa Malaysia in November 2007, it had the highest market capitalisation. Today, Sime Darby’s market cap is about RM58 billion (approx. US$18.5 billion). Although the plantation division is the largest contributor to the group’s earnings, Sime Darby has four other core businesses – property, motors, industrial and energy & utilities. We operate in more than 20 countries and have a workforce of more than 100,000.

Before the centralisation of the legal functions within the Sime Darby group, there were two legal departments at the head office – Group Legal, Strategy which advised on M&A transactions, fundraising, projects and corporate exercises (of which I was head) and Group Legal, Corporate Services, which had oversight of litigation/contentious matters and managed the group’s intellectual property issues. In 2010, the two legal departments were consolidated and I was designated Group General Counsel. The heads of the legal department of each of the core businesses/divisions also report to me directly. At head office, I have assigned ‘champions’ to look after each of the core businesses/divisions. The teams possess different experience and skills sets – ranging from M&A and transactional work to litigation – and have worked on multi-jurisdictional deals. This structure has enhanced reporting (and facilitated the escalation of legal issues/risks so that immediate action can be taken to address them), standardisation of advisory work, optimisation of resources, in-house training, and career development. The entire legal team now comprises 46 lawyers and we operate very much like a legal firm within the organisation.

AMC: How do you add value to your company?
Choo Suit Mae:
I would say my international experience and having practised for more than 25 years as external legal counsel. The ability to pick up salient legal issues quickly, apply them in a business deal and offer solution-oriented advice – which are skills you accumulate as an external practitioner. I think generally, in-house clients tend to respect advice if given by someone who’s been ‘round the block’ so to speak, and has successfully closed many cross–border transactions. Other strengths include the ability to stand one’s ground and not to be intimidated by the business team who sometimes pull rank; responsiveness; cross-functional collaboration; and ability to see the big picture. I am also a member of the Group Investment Committee, which comprises senior management, and the legal, risk and strategy functions. This committee reviews and discusses new investment proposals from the business units before they are tabled to the board. Deliberations of the committee are documented and attached to the board papers. This will assist the board in their decision-making as critical legal issues as well as highlight other business risks upfront.


AMC: What is the best advice you have been given?
Choo Suit Mae: 
All this will come to pass… the bad times (as well as the good, unfortunately) so we should not dwell on things and events which hold us back and prevent us from achieving our true potential. While we can, we should give of our best, be true to ourselves, be courageous and always do the right thing.

AMC: What challenges have you perceived in your current role?
Choo Suit Mae: 
One of the major challenges is to keep abreast of the changes in the laws and regulations in the many jurisdictions where the Sime Darby group operates, as well as industry trends in our five core businesses. On top of that, we need to address the expectations of key stakeholders such as major shareholders, the board, senior management and employees. Sometimes, these interests are not always aligned. In relation to human capital, it is a challenge to retain high-performing individuals (since we have to compete with the legal industry on remuneration and compensation), and to keep them engaged and inspired. With the opening up of the lucrative legal market to international law firms in Malaysia, the war for talent will be intensified further. The Malaysian government, through TalentCorp, has implemented various initiatives to stem the brain drain, and to encourage professionals studying or working abroad to return to work in Malaysia.

AMC: Can you describe how legal practice has changed as the market has developed and clients have become more sophisticated?
Choo Suit Mae: 
To some extent, the role of external lawyers has changed in tandem with the different requirements expected of in-house counsel. Increasingly, in-house counsel’s role has graduated from being merely that of an adviser to a strategic partner; therefore we expect external counsel to spend more time understanding our business, commercial objectives and be more business savvy and anticipate issues, rather than just providing legal advice. We select external counsel based on those qualities in addition to the usual criteria such as expertise, reputation and responsiveness. We treat external counsel as part of the legal team so that the legal input can be as seamless as possible. We take ownership of the legal function, so if our internal clients are unhappy about the quality of the legal services or advice given, we will have to deal with their complaints and grievances – it can be quite a delicate balance – ensuring that the commercial objectives and the legal issues are aligned. It boils down to good communication, but sometimes we do encounter ‘bloody-minded’ individuals who refuse to listen…

AMC: Can you describe a typical work day?
Choo Suit Mae: 
Since the Division legal teams are located at different business locations, it is important that I talk to them on a regular basis. We have fortnightly meetings at the head office in KL and the overseas teams dial in. I spend a fair amount of time attending management meetings and also spend quite a lot of my day on administrative matters, which is necessary given the size of the team and support staff. Whenever the group embarks on a major corporate exercise/investment, I sit through meetings with the deal team and external counsel – advising and reviewing the structure, brainstorming on critical issues, project execution and post-closing/integration matters. Due to the nature of the work, it is hard to have a typical day as each day brings with it a new set of challenges and surprises. I suppose ultimately, it is how well you prioritise and manage people and issues.

 

AMC

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