Originally hailing from sunny Devon in the west of England, Hugh got his law degree from King’s College in London and went into an illustrious international career with Allen & Overy. Now one of CEE’s most respected independent freelance lawyers, Hugh is renowned for being commercially astute, agile in approach and a trusted advisor, and has represented clients in a broad array of industries.

What attracted you to freelancing?
Freelancing enables me to do more of what I enjoy. What I love the most, and what I am best at, is doing deals. I love that feeling of getting an SPA, rolling up my sleeves, and systematically going through it, drawing up a list of points to discuss with the client. It’s a great feeling to go through all the issues, and bring to bear all your experience, to advise and protect your client, to make sure that they are always making informed decisions, that they’re not being tricked or missing something. And then I really enjoy getting ready for negotiations, bringing some structure to it, making sure that you are ready for anything, that there are no surprises. It’s important to me that the negotiations are calm and civilised, and that everyone always has a right to ask questions, and fully understands what is going on, that no one feels left out or out of their depth. I always ask ‘Columbo’ questions, they are the best to discover what is really going on.  

To be honest, the part about running law as a business, lock-up, WIP, EBR, PEP leaves me rather cold. Working for myself, I have the chance to do almost exclusively what I love the most about the job and spend the least amount of time possible worrying about the rest of it. I think a lot of people were really surprised when I made the leap into the unknown, but looking back at it now it made so much sense, even if there have been plenty of challenges on the way. One of the first things that I noticed when I switched was how well over 1000 hours of non-chargeable time disappeared overnight. Of course, being part of a big organisation has huge advantages too – the other thing that I noticed when I left A&O was that I felt almost orphaned. So much had been taken care of for me, that I didn’t even realise how much until a whole bunch of stuff just stopped happening and being dealt with, and I sat there thinking “Oh yes, I’ve got to do that now, haven’t I?”. But once you have got over the initial shock of setting yourself up, you find that your time spent on non-chargeable tasks like know-how and business development is laser-focused.

Working freelance hasn’t affected the outcomes I am able to achieve for clients. I enjoy the opportunity to work closely with and grow with clients – to advise them on their most important transactions and decisions.

I also love the fact that when I have finished my tasks for the day, I just stop and go and do something else, ride a bike, go into the garden. You lose the pressure to find things useful to do just for the sake of it. 

Most of all, freelancing gives me the flexibility to be there for my family, especially now the kids are nearly all teenagers, where perhaps they need some good guidance and parental support. I don’t rule out working for a large firm again, but if I did I would want to make it as far as possible like what I have described above, and less like going back to what I did before, even if what I did before was great too in so many ways.

Can you give us a flavour of some of the projects you have worked on?
Obviously, at a big law firm you have a lot of institutional clients. And because I still co-operate with A&O on many projects as a consultant, I still work for those large institutional clients. But the other half of my practice is something that I have really started to value more and more (and which perhaps lends itself to my pedagogical nature), which is advising entrepreneurs who are selling their businesses to larger strategic investors or private equity (although there are a few examples of my advising entrepreneurs who are buying too).

So sometimes I am working for a bank or insurance company, or energy or media company, buy-side or sell-side on a big-ticket deal, and sometimes I am working for entrepreneurs in the healthcare or tech sector selling to private equity or a US giant. I get a lot of referrals from independent law firms in the region who have entrepreneurs as clients and are looking for English law support, but who perhaps would like to co-operate with someone who knows the region really well, but who isn’t a threat or a competitor.

What I like about these sorts of deals is that, for the entrepreneurs, these deals are in most cases the deals of their life. They are selling all or a majority stake in a business that they have built up over many years, with passion and love. They have to get it right, and they are dealing with institutions on the other side who can seem a bit intimidating, who have often a rather formulaic approach to deals, based on market practice and policies. The entrepreneurs don’t really care about that so much, they want to know why the buyer is proposing what seems to be quite strict terms, and whether what they are proposing is normal and acceptable. I like to challenge buyers to explain and justify what they are asking for, but at the same time, I am prepared to work with them to ensure that sellers are not scared off by things which are reasonably standard and which make sense. I also think that it really helps to have someone on board like me who understands things like warranty and indemnity insurance, equity and debt commitment letters, and what larger institutions typically need in order to get comfortable to move forward with a deal.

Lastly, through the referrals from the independent law firms, I get to meet loads of really talented, wonderful, friendly lawyers and we have a lot of fun doing great deals together.

How do you work without a team? And if working for a firm, how can you draw on resources of the firm seamlessly?
In some ways, the way I work now is not that different from the way I used to work before becoming freelance. I used to work with a ‘local’ law team who carried out the due diligence, co-ordinated all the complex regulatory aspects of a deal, and usually handled the completion. Everybody on the team had an important role to play, and I was just one member of the team, where I provided the English law advice and marked up and negotiated the SPA. I co-ordinated the legal team as a whole, but I couldn’t do that without someone who was really co-ordinating all the local law aspects beneath the surface. I didn’t rely on English law associates – I had very smart local lawyers who helped me put together the first drafts of documents and then I took over.  

Not much has changed in that respect, except as a freelancer I have more flexibility to agree with the law firms the respective roles that we all play. Sometimes those law firms want to run the deal, maintain day to day contact with their clients, run negotiations. They see the fact that the SPA is under English law as only one part of the overall mix of the team, and they are right to think that.

Other law firms that I work with, or their clients, may feel (for different reasons) more comfortable if I am more in the driving seat, and if I am running negotiations against e.g. Magic Circle firms on the other side. Sometimes this balance evolves and changes over the course of the deal. The point is that we have complete flexibility to run the deal in the way that everyone feels comfortable with, but without compromising on quality. So I don’t see myself as not working as part of a team now, I very much still work as part of a team, it’s just different teams. Of course, as the only person at Go2Law, if I get hit by a bus tomorrow, then it is not possible to grab another partner or associate from the resources of a large law firm, because I don’t work for a large law firm. The client will simply have to find someone else. All my clients realise that.

Talent, culture and innovation were critical pillars of A&O’s business strategy. How have you striven to achieve that same excellence having gone independent?
Going out on your own is unbelievably scary. You at once realise that no-one else is going to pick up the pieces behind you, or take care of things for you if you are having a bad day. I can’t ask an associate to research a point for me, I have to do it myself. I have found that since I went freelance, I have massively increased my learning. I really try and understand an issue by researching multiple sources. What I find is that sometimes there is a consensus on a point, so you know that this is the answer. Often you find that there is not a consensus, and that’s when it gets interesting because you feel more empowered to have a point of view and argue your corner based on the merits, and your experience. So much so, that I have written a 180-page script on SPAs! I have recorded around 9 hours of video based on that, and will be launching this product soon.

Occasionally, really busy lawyers on the other side may not have had the time to research a point so deeply. On the other hand, you also have to accept from time to time that there are lawyers on the other side with huge resources behind them who have taken a view based on the hard work of a lot of people, and perhaps this time they are smarter than you are. That’s ok, I am always learning and growing. Also, working with lots of talented lawyers from independent law firms gives you lots of different kinds of ‘four eyes reviews’ – often new and different perspectives emerge – it’s yet another way to learn new things. In negotiations, knowing your way around the document really well, and being ready to justify your position objectively are immensely powerful. 

One last thing – I have found in the new freelancing set-up that I have still important but smaller (in terms of time) roles on a larger number of deals, rather than roles where you spend months coordinating everything on a smaller number of deals. Being involved on more deals means that you start to build up a better picture of what is getting agreed on deals across the region and what isn’t.

Why did you join the LEXITUP platform?
When a client is searching for legal advice, it is frequently urgent. The one thing it usually cannot spare during those moments is time, and they also need to ensure that they are getting value for money.

A platform connecting clients to a lawyer accelerates the client’s identification of the right lawyer for them and eliminates any geographical limits. It’s also non-exclusive – so it means that I am able to continue my practice as I see fit, and use LEXITUP as a resource to ensure a steady flow of work. Offering flexibility and choice is key. I am looking forward to using the platform myself to help put together a team to meet a client’s needs, and to see the benefits first-hand.

How has the pandemic affected the evolution of freelancing across Europe & CEE? 
When COVID started, I had a lot of conversations with people, and read a lot of articles, about working from home. But I have been working from home since the summer of 2017. Before COVID started, I used to say that working from home was the best thing that ever happened to me. Before going freelance, I used to be in up to three countries a week. I lost countless hours on trains and planes and in the back of taxis. I was always working in inhospitable environments.

People ask me whether, by working from home, I miss the ability to mix with my team in the office, or if I miss the stability of the office infrastructure. But, on the contrary, finally sitting still for a bit meant that I suddenly saved enormous amounts of time by not travelling, as well as not having the inherent disturbance to concentration that this caused. They say that each time you are interrupted, it takes you 20 minutes to get back to where you were.

When I was working from home pre-COVID, I could get the kids off to school and sit calmly at my desk at home at 7am, and do 6 hours solid work on an SPA before lunch. It was unbelievable. It’s a lot more challenging now, because we have three kids at home having online learning, a dog and 13 chickens, but the kids’ online learning programme is really well run, so I still get plenty of peace and quiet in the day. That’s not to say that there are not challenges for all of us, and some more than others, during the dreadful experiences of COVID lockdown that we have now. I have faced my own crises as well, and realise that it can be really difficult sometimes, even for those who appear to be strong on the outside. That’s probably a topic for a whole different article.

What have you learned from the last 3 years freelancing?
The main thing I have learned is that the type and volume of services clients need is always different, and for lots of different reasons. I think that it is very important to allow clients to be able to build up exactly the kind of service they want, by choosing the right people for the right jobs, working on the job for as much as they are needed, and no more. Larger law firms do offer many important advantages, but it is not always true that a single law firm can offer all the best people, on all aspects of the deal, all of the time.

I have learned that clients and law firms have very different requirements and expectations of what they want from me on a deal, and I love the fact that I can give them as much, or as little, as they want. You can still do a fantastic job on loads of deals, in all the countries of this fascinating region, meet amazing people, grow your network, and learn new things every day, and still have time to enjoy your hobbies and spend time with family and friends.