In Conversation with Shalinee Fernandez, Senior Legal Counsel, Global Operations, Ansell
Ms Fernandez, would you please take us down memory lane? What motivated you to pursue law as a career?
From the time I knew what a lawyer entailed which was at the age of 5, I told myself that is exactly what I wanted to do when I grew up. This stems from my own inherent trait of feeling very strongly against any sort of injustice and I always had the notion that I had to do whatever I can to protect the lesser privileged or those who are not in any position to fight for themselves. They say in life if you do not know what your purpose is, you need to follow your passion, for your passion will lead you straight to your purpose. I cannot imagine myself being anything that what I am doing right now. Today I feel I am exactly where I want to be and I am in a position where I am finally able to help and make real changes to the lives of others whilst still pursuing my passion via this profession.
Would you please share with our readers about your experience and learnings from working with top companies across different jurisdictions?
1. Started my career as a corporate and civil litigation lawyer in 2002 and this went on for 5 years in the cities of Penang and Kuala Lumpur in Malaysia. I then made the notable transition into an in-house role with the Malaysian Stock Exchange as part of the regulatory team and then went on to become an in-house counsel for Malaysian listed companies and eventually multinationals for the past 15 years. I am trained as a lawyer under 2 different industries-Information Communications and Technology and Manufacturing.
2. From 2010-2015, I was the Legal Counsel for Malaysia, Singapore and Brunei with BlueScope Steel Limited, an Australian flat product steel manufacturer heading legal and compliance matters for approximately 8 entities under BlueScope Group
3. In 2015, I then moved into a new industry with ATOS, subsidiary of Atos SE, a European Multinational ICT Corporation headquartered in France which specialises in hi-tech transactional services, unified communications, cloud, big data and cybersecurity services. Atos operates worldwide under the brands Atos, Atos Consulting, Atos Healthcare, Atos Worldgrid, Bull, Canopy, Unify and Worldline where I was Regional Counsel for APAC heading all legal, contracts & compliance matters for Atos Malaysia, Indonesia, Australia & New Zealand as well as working across other countries in the APAC region- Japan, Korea, Hong Kong, Singapore, India, Philippines, Myanmar. Notable key projects I have undertaken in my career -Government of Western Australia’s Gov-Next ICT Project, Gold Coast 2018 Commonwealth Games and negotiating contracts with the Ministry of Defence for ANZ, Supply, Implementation & Support of High-Performance Computing and associated software/hardware for 3 years for the University of Tasmania (UTAS), Successfully rolled out a large scale contract in Indonesia for Decathlon, a large French retail customer in setting up its IT processes and formalizing Agency agreements with local counterparts. Led a MYR20M RFP for Technology Outsourcing Services with a major bank in Malaysia in alongside the technical/ solutions team and other internal stakeholders across Europe as well as Negotiated and concluded Cyber Security Contracts and other major IT contracts with POS Malaysia, Murphy Oil, RHB, AMBank, Huawei, DHL, Panasonic.
4. I also doubled up as LEGAL COUNSEL ASIA_PACIFIC-ATOS WORLDLINE for a period of time and Led contract review and negotiations for the following:
I decided to challenge myself further and left Malaysia in 2017 to move to Delhi, India wherein I successfully secured a role with OLA-a rideshare company and led its international legal team expanding OLA out of India specifically in Australia, New Zealand and the UK. Was based in Sydney, Melbourne and Bangalore setting up legal operations from scratch to finally securing the operating licenses for OLA to operate in each state on the Australian continent and New Zealand. Completed this international assignment and returned to Malaysia in Jan 2019.
What is the array of work you handle at your organization?
Currently, I am the sole legal counsel handling global operations for Ansell, my responsibilities include:
What is your in-house team size?
Given my role has grown tremendously since the inception of COVID I have a junior counsel that assists me in the day to day running of manufacturing agreements across all plants in Asia-Pacific, on NDAs, R & D and some global supply chain agreements amongst others.
You are leading Ansell’s ESG Initiatives across Asia-Pacific- Providing legal support in the setting up of Ansell’s new manufacturing facility in Tamil Nadu India. Could you please give us a playbook for ESG compliance for In-house legal departments?
I am supporting Ansell’s ESG initiatives in rolling out the key legal contracts in the setting up of Ansell’s new manufacturing facility in Tamil Nadu India, worth ~$80m, a 3-year project which is designed and built in line with Indian Green Building Council criteria to minimise water and energy use, maximising renewable energy use and meeting zero liquid discharge, setting a new benchmark at Ansell for sustainable manufacturing worldwide. For nearly 130 years, Ansell has been protecting people and the planet and our ambitions are stronger today than ever. We have commenced the construction of certain key projects I am leading the team with together with external counsel. July 2022 marked a milestone for Ansell as our Kovai plant became operational, supplying the world’s fast-growing Surgical and Life Sciences market.
As you know, a greenfield project represents an investment in which a new customised operations facility is built from the ground up rather than adapting or adding to an existing facility and when completed in 2024, Ansell Kovai will occupy a 70,734 square meter area, encompassing a 43,000 sq. mt. manufacturing plant, compounding facility, dipping hall, post-processing building, warehouse, packaging facility, administrative block, canteen, biomass thermal energy generation building, and gamma radiation facility.
Completing this plant will set a new benchmark for Ansell's sustainable manufacturing. When the site is fully operational, this facility will mark a glove-industry milestone by operating with zero liquid discharge, meaning that all wastewater is fully recycled and re-used in production. In addition, all the Kovai buildings are designed according to criteria established by the Indian Green Building Council in 2001 to support India's aim to become a global leader in sustainably-built environments by 2025. A 'sustainably built' environment is designed for longevity, flexibility, adaptability, re-use and recoverability, and considers future climate risks.
Construction materials for the Kovai plant incorporate low-carbon, low-impact, non-toxic and re-purposed materials. Ansell has made a commitment to shift away from fossil-fuel based energy sources at our plants to renewable energy. As a result, the new plant design minimises water and energy use and maximises renewable energy sources, including sustainably-sourced biomass for thermal energy and solar photovoltaic panels as we move toward our goal of one hundred percent renewable energy use at this site.
Kovai staff will approach 1,800 employees, with most employees hired from the local area plus room for additional future headcount. Ansell is a committed to establishing and achieving gender balance targets from the outset throughout all levels of leadership.
Regarding a play book I don’t think I have reached a stage where I am proficient enough to churn out a playbook but they say they only way you can learn is to do it yourself working closely with the team. My prelim observations are that the set of regulations in this field in India does differ from other countries and I think therein lies the actual challenge, there is no 1 set of rules that can apply across the board and more so given this space in itself is constantly evolving and is 1 of the most important cornerstones of how Ansell is focussed on its business hereon so you should probably ask me this question again in a year or 2 and I will be in a better position to respond to the same given our numerous new initiatives that will be taking place during this timeframe.
As an in-house lawyer, you must be dealing with documentation and contracts on a daily basis. What would be your suggestions to simplify contracts that nowadays run into hundreds of pages?
This really depends on the nature/complexity of the contract or subject-matter at hand. Not every contract can be made concise because one would need to compromise on many core elements of the contract which would then defeat the purpose of even having a proper protective contract in place.
However, it is important to first identify what sort of contracts can be abridged or shortened whilst still ensuring that legal interest of both parties are still protected. For instance, a Letter of Agreement can be used for some matters wherein in terms of length the contract would be simpler but the essential terms are still covered using this form as opposed to a long contract form. This would also make it easy for the end user or any business stakeholder. In Ansell now for instance, we are undertaking our Contract Management System/Solution initiative which also includes ensuring that contracts are more palatable, easier to input and can be concise and cover more regions rather than having a multitude of different contracts-NDA templates for instance. And where there are differences, uniqueness this can be dealt with vide drop down boxes or other options so that 1 template can still be used globally. Unless of course the contracts are too jurisdiction specific and deal with entirely different set of laws say for instance GDPR in Europe and entirely different corresponding laws in India for instance or any other part of Asia or North America which necessitates a different contract. So as you can see the role of an in house counsel does not only mean churning out legal work on a day to day basis, this also includes adding value on cost optimisation and most importantly efficiency and time saving measures for the business as a whole. You are not just seen as a lawyer but a business stakeholder who needs to continuously evolve and contribute especially during such times where many businesses are undergoing such magnitude of changes ultimately resulting in cost cutting but running at the most optimum level.
How crucial is it to gain an understanding of multiple legal systems for an In house lawyer today?
When I first started undertaking cross border regional work, I must admit this was quite daunting but then I came to realise that as a lawyer so long as your foundation and understanding is strong in whichever jurisdiction you are called in, you will be able to manoeuvre yourself across any jurisdiction. It is only a matter of reading and learning up how different sets of laws govern or may differ from 1 jurisdiction to the other. I have a UK law degree and a Certificate in Legal Practice from Malaysia and called to the High Court of Malaya. However the work that I do today ranges from anywhere across the world and in such instance I ensure I read all the key legislations depending on the area that is being dealt with and I also have the support of external law firms from that particular country to ensure no stone is unturned. I also have my legal team colleagues across other parts of the world so we also generally defer to each other if this falls within their jurisdiction. Hence this is something that is entirely manageable. It was because of this I also decided to challenge myself and complete my Australian law degree which I completed during the pandemic and I am now on to my practical papers. This has certainly helped me even in my work to better understand how laws differ and how they originate from 1 jurisdiction to the other. Besides, the world is now so globalised/borderless so nothing is done in isolation and it is inevitable that transborder laws come into play.
What keeps you busy when you’re not working? Any favourite book or movie/series that you'd like to recommend to our readers.
At this stage I am busy completing my final tier of papers to get admitted as a Solicitor in New South Wales Australia so this is equally as important as my job and between work and studies I try fervently to ensure I still maintain a good work-life-study balance which can get overwhelming at times. To me self -development is as equally important as what one does on a day to day basis. It is very easy to get sucked into routine and one should never find themselves in a rut. Both should exist in parallel. For instance, I always make it a point to pick up good books every now and then and these include fiction, self -help and I do binge on the occasional Netflix programs so that I am re-charged everytime a new day beckons. Quality time with family and good friends every now and then is a perfect sanctuary and the regular spa trips also help tremendously to relieve the stress that is taken on everyday.
What has been your mantra for success? What advice would you give young lawyers wanting to carve a niche for themselves as in-house lawyers?
Determination and perseverance have always gotten me through the toughest of times. I do not give up easily and for me there is always a solution at hand. If plan A fails, I ensure that plan B, C, E & F are always ready. I never put all my eggs into 1 basket and always view things from a worse case scenario perspective so that I am prepared for any eventuality. I feel I need to continuously improve myself and do better. If I have set goals and achieved the same, I then move on to set new goals in the hope of working towards them and achieving them. Subconsciously when one does this, you find that you will be able to take on more and more things in life and you will grow not only professionally but as a person too. If I am able to make a difference in the lives of others this would only spark me to keep moving forward. Today I feel I am in a position to actually do more for not only myself, my community and the society and I think this trait will stay on in me all throughout. I am very passionate about animal rights, something I have held close to my heart since I was a child, I work closely with animal welfare NGOs and even private rescuers in combating any sort of animal abuse.
An in-house counsel role is one which is very unique. This is because we sit very closely to the business. I feel this is where in house lawyers differ greatly from practicing lawyers because we will be able to understand business acumen better. For instance doing what is legally right by the company should always be paramount, however it is also vital to understand that we are all employed by a business and that in any transaction there are several parties at stake, hence it is important for a lawyer to possess a level of comprehension that a contract negotiation should not only encompass legal considerations but also business considerations, practical aspects of how legal clauses are woven into everyday life, to address risks and to be able to mitigate these risks. To also be able to assess what comes at a high risk to the business and its stakeholders versus a reasonable appetite for risk which would need to be managed on a business level. All negotiations should be worked around how best to secure a piece of business whilst coming to terms which are fair to both parties. If you are seeking to carve a career in house then I would suggest to start picking your areas of interest even when you commence your private practice career, for instance if you like manufacturing then try taking on such work . This is not to say you need to zoom in and specialise but at this juncture already start thinking about what areas interest you. So that if and when you do decide to re-route yourself in house, any corporation, multinational or otherwise will be able to be comfortable taking you in given the basic experience you have commenced while in practice, the biggest issue most practitioners face is that one becomes too much of a generalist and then this becomes a challenge should they decided to move into an in house career.
What are the challenges and opportunities 2023 brings for General Counsels and In-House legal departments?
I think the biggest challenges would be pivoting from the usual market trends from the yesteryears. This is not something new as we found ourselves smack in the middle of this during the COVID outbreak. The entire Global Supply Chain in Ansell which is my portfolio was crippled from all aspects. We have hundreds of suppliers all across the world that were impacted in more ways than one. Imagine having a set business plan in place for decades which then goes totally awry. And causing a domino effect right from the inception of the manufacturing process right up to the global logistics and also having regard to the end customers who also had their share of challenges. Securing a place on a vessel was next to impossible with vessel rates sky-rocketing and that too in the event there was no sudden closure of ports which also happened overnight. The cost ran into staggering amounts and you can understand how the contracts as a whole were impacted. Even simple manufacturing agreements for the purchase of CAPEX equipment suffered the same fate and there was no expertise to run these machines due to global travel restrictions. And in some countries, the manufacturing plants had to be shut down overnight due to the rising COVID cases.
Our employees’ welfare was and always is our 1st priority and being a PPE company that was literally in the eye of the storm, there was never a moment where we could rest. We saw the prices of raw materials fly sky high and we had to negotiate contracts with some level of certainty on pricing to know how much to lock and till how long. This was totally unprecedented so we could only best work with the facts at hand and make the most sensible decision as this decision would then impact the entire business in the years to come. This continues to be the trend alongside other global issues such as the on-going war in Europe and as lawyers we are the first people the business turns to and will continue to turn to even this year to minimise legal risks and cost impacts as a whole. Being constantly on our toes and also being aware of any such trends includes engaging closely with all business stakeholders so that each contract or legal document takes into account all the prevailing risks and how we can purport to mitigate the same.
To me, opportunities are always very closely interwoven with challenges. Because whenever there is a challenge, therein lies an opportunity for a General Counsel/in-house counsel to make a real difference in helping the business pivot from any undue risks and ensure that these contracts protect the company not just for the time being in 2023 but in the years to come.
Being able to think on one’s own feet in a timely manner, whilst being involved closely with the business stakeholders, keeping in touch with market trends and world news and generally being aware will be the key to being a successful in-house counsel this year. One always needs to go above and beyond what a normal in-house counsel would do in order to be truly successful in this role. Do what others are not doing, never work in silo because before one can draft the best contracts or legal documents, one needs to first be armed with enough information and understand the entire business and what is currently affecting it. And recognise that this is so dynamic, especially in these trying times.
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