In the IHL seat
We are excited to bring you our first Pannone x IHL interview as a “fly on the wall” insight into life as an in-house lawyer. We are delighted to introduce Tom Kershaw and Sarah Petrie from the Manchester fashion house, boohoo. The boohoo group has a rich portfolio of 13 leading British fashion brands and its mission is “to become the global leader in the fashion e-commerce sector”. We are grateful for their time, allowing us to shine a spotlight on a role within one of the fastest growing fashion businesses in the world.
Tom is General Counsel and Company Secretary and Sarah is Deputy General Counsel. Both Tom and Sarah are longstanding names in the boohoo legal team, so we asked them to explain what their boohoo journey looked like to get to their respective roles.
Sarah: I joined boohoo as Legal Counsel 6 years ago. I then moved into a Senior Legal Counsel role and then became Head of Legal in 2022. I was then recently promoted to my role as Deputy General Counsel.
Tom: I originally joined boohoo as Assistant Company Secretary in 2014. As the business prepared for its IPO, the first General Counsel was appointed in September 2013. Post IPO the legal team was still in its infancy and as part of a restructure and whilst remaining in an Assistant CoSec role, I also took on a Legal Counsel role. I was then promoted to Head of Legal in 2018 and moved to Director of Sustainability and Responsible Business. For the last 4 years I have been in my current role as General Counsel and Company Secretary. The team has grown from 1 GC back in 2013, and has evolved to a team of 7 today.
We asked Tom and Sarah, if it was at all possible given the diversity of an inhouse role, to describe what a typical day in the life of an in-house lawyer at boohoo looked like.
Both: There isn’t a typical day!
(We could have left it there… that answered the question and we laughed with knowing understanding, but pressed on…)
Sarah: The nature of being in-house at boohoo is that it is immensely varied. A day might go anything from team meetings to business meetings, reviewing, researching, drafting and advising. It can sometimes be hard to plan a day because it’s rare that you come in and live by what’s in the diary. We are very involved in the business though. We don’t operate a ticket system for raising requests, the business are close and, as an inherently creative brand, the legal team has to adapt to operate with the business in the same way. It’s a fluid role and you have to be agile and open minded about how your day goes, boohoo encourages building strong internal relationships, that helps when prioritising as the business understand the pressures the team might be under.
Whilst boohoo is a PLC, it maintains an entrepreneurial spirit and that feeds into what the legal team are expected to deliver to the business.
Tom: It means you have to be open minded and adapt. The role wouldn’t necessarily be suitable for someone that needs structure and order. It’s very fluid.
On the topic of what a day looks like, without mentioning dreaded time recording, we asked how Tom and Sarah would describe the differences between a role in-house as compared to private practice.
Sarah: They key difference has to be how immersed you are in the business. Whilst you can get to know your client in private practice and how they operate or like to receive advice, it can’t compare to being immersed in it, taking the advice forward and seeing the effects of the outcome. The other difference is that you are expected to know and be able to spot things that might not be legal, a wider contribution to the business. You have to fine tune skills of spotting commercial considerations. Tom also has the corporate communications team reporting into him which isn’t strictly legal, but that naturally evolved through the expectations of the legal team contributing more widely to the business.
Tom: Another observation is that people within the business place a lot of trust in the legal team and rely on you to get something done. There is a confidence there and we have built an expectation for ourselves around that.
Whilst on the topic of external communications, we asked how often Tom and Sarah are embroiled within responses to the media.
Sarah: As a listed company, external communications are a key theme that run through much of the legal team’s work, there is always a comms element and we have to be mindful of that. It is a vital skill within the team, and it is nice to see them understanding reputational management and PR.
Tom: Shareholder reaction is also fundamental so it can be about managing both internal as well as external communications as that too can have a material impact on the business if it is not managed well.
We all agreed that the retail industry is tough, so we asked what the biggest challenges in-house lawyers are facing in the online retail sector.
Sarah: As an advisor to a business, you have to go through the motions of the business. When the business is doing well, the risk appetite might look different than if performance is down. Plainly, you have to adapt your style depending on how sales are and always take a pragmatic approach to whatever comes across your desk.
Speaking of risk appetite, we asked if the team often has to balance commercial objectives against legal risk and how conflicts between the two are handled.
Sarah: This skill comes so naturally in-house, you learn to understand the risk appetite of the business and when that changes. Our job is not to tell the brand what to do, it is to advise them, what route is taken is then a commercial decision armed with the legal advice. Our job is to present that advice commercially, or in a way that the business understands and to help them navigate based on whatever decision has been taken.
To get a little more personal now, we asked Tom and Sarah to tell us about a legal achievement or challenge that stood out during their career.
Tom: For me it has to be navigating the independent review between July 2020 and March 2022 when we had supply chain issues and the agenda for change that followed. This was difficult work that was very much within public focus. It involved corporate direction, reputation, ESG considerations, stakeholder engagement and shareholder relations. I really developed my skills set through that time and it was really rewarding to see the agenda for change being successfully delivered.
Sarah: I think for me it’s the smaller things, the opportunities that being here present. For example, in my first year with boohoo I travelled to San Francisco for a mediation. An opportunity I may not have been presented with elsewhere. Personally, you are given a great deal of autonomy and I have been in so many rooms representing boohoo, and professionally it’s really rewarding seeing the impacts those smaller opportunities have on the wider business.
Because it’s everyone’s favourite question, and one that I am sure many of us let our minds drift to on a Friday afternoon, we asked what Tom and Sarah would be doing if they weren’t a lawyer.
Tom: I would own a hotel in Mallorca. Somewhere in the mountains but with a 10-minute drive to the coast. Sun, music and meeting lots of people.
Sarah: I am fascinated by properties, I don’t think there is a job that just provides you with a key to the city so you can go in and look at all the old buildings so failing that, I would have to say a property developer. I would have enjoyed being involved in property.
Finally, but perhaps a question that might help sum up the boohoo legal team, we asked Tom and Sarah… If the boohoo legal team had a “ring walk” song, what would it be? Tom and Sarah intimated that it would be something upbeat and represent the team’s high energy approach, and canvassed opinion across the legal team to make sure that the song was an accurate representation. That being said, the team settled on… Work B**** by Britney Spears.
Tom Kershaw Sarah Petrie
General Counsel and Company Secretary Deputy General Counsel
Because it’s everyone’s favourite question, and one that I am sure many of us let our minds drift to on a Friday afternoon, we asked what Tom and Sarah would be doing if they weren’t a lawyer.
Tom: I would own a hotel in Mallorca. Somewhere in the mountains but with a 10-minute drive to the coast. Sun, music and meeting lots of people.
Sarah: I am fascinated by properties, I don’t think there is a job that just provides you with a key to the city so you can go in and look at all the old buildings so failing that, I would have to say a property developer. I would have enjoyed being involved in property.
Finally, but perhaps a question that might help sum up the boohoo legal team, we asked Tom and Sarah… If the boohoo legal team had a “ring walk” song, what would it be? Tom and Sarah intimated that it would be something upbeat and represent the team’s high energy approach, and canvassed opinion across the legal team to make sure that the song was an accurate representation. That being said, the team settled on… Work B**** by Britney Spears.
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Pannone x IHL conference Q&A
Thank you to all who attended our annual IHL conference on 5 November 2024 hosted in partnership with BCL Legal Recruitment. We’ve collated a few of the interesting Q&As that arose during the day which we hope are helpful and give you a flavour of the variety of discussions from this year’s event.
Our Pannone x IHL is designed to bring you the latest news and legal developments relevant to in-house lawyers. If there are any areas you would like more information on or if you have any questions or feedback, please do not hesitate to let us know via our feedback form or get in touch with any member of our team.
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