REFLECTIONS-JUNE 14-17, 2021

A WEEKLY ROUNDUP OF LEGAL & TECH EVENTS GLOBALLY | June 14-17, 2021

THIS IS REFLECTIONS, our weekly roundup of events in the legal and technology sector, covering various topics and interesting learning points for today’s professional. If you couldn’t make an event, don’t worry, we probably made it and have all the juicy scoop for your reading pleasure and learning.

Do you have an upcoming event you would like us to know about or attend? OR do you know of one you would like to read about? Send an email to us HERE.

THE FUTURE OF LEGAL PROFESSIONALS: BECOMING A LEADING GLOBAL LAWYER

The Speaker, Dan Linna’s agenda for the event was to discuss the disruptive force in the legal industry, to define innovation, to highlight the barriers to innovation and to discuss adoption of both innovation and technology in law firms. He also discussed the change in the legal industry in terms of people, process, data and technology. Dan stated that the legal industry has been talking about change for decades. Thanks to the power of the Corporate Legal Operations Consortium (CLOC) community and the quantity of the solutions and approaches it generates, change is now real. In just a few short years, a major tipping point has occurred in the legal industry. 

Dan attempted to define innovation in legal services delivery. He stated that according to the author Clayton M. Christensen in his book “the innovator’s dilemma”, innovation can be defined and seen as either a “sustaining innovation” or “disruptive innovation”. He also listed the 3 types of innovation to include:

1. Core innovation (based on existing products/services and processes)
2. Adjacent innovation (based on new products/services for existing customers)
3. Transformational innovation (e.g., Uber, flying cars). According to the 2017 Capgemini Digital Transformation Institute survey, core innovation stands at 70%, adjacent innovation stands at 20% and transformational innovation stands at 10%. This shows that digital transformation is yet to be embraced fully by the industry. No area of law practice is immune to innovation.

According to the same survey, the hurdles to digital transformation (innovation) include: cultural issues (62%), presence of archaic IT systems and applications (48%), lack of digital skills (43%) and lack of clear leadership vision (38%).  The existence and future of Technology and Artificial intelligence in the legal has been acknowledged. While AI cannot replace lawyers, it would however change the method of legal practice.

The industry is changing in terms of people, process, data and technology. 

1) People: Employers are advised to recruit and retain people with new skills e. g. law graduates, junior lawyers and senior lawyers. This should also include allied professionals such as: developers, data scientists, project managers etc. Newly recognized skills in the legal industry include people skills such as leadership, management, listening, coaching, counselling, empathy and professional skills (process, data & technology skills).

While every company and team have its own unique needs, the guidance in these functional areas- known as the “Core 12”- applies to many environments and requirements towards operational excellence. The CLOC’s Core 12 includes: Strategic Planning, Technology, Training & Development, Business Intelligence, Financial Management, Firm & Vendor Management, Information Governance, Knowledge Management, Organization Optimization & Health, Practice Operations, Project/Program Management, Service Delivery Models.

Legal technology is in 3 stages, that is,

• Basic e.g., Word, Excel, PDFs, metadata, eDiscovery, cloud computing, case management systems
• Intermediate e.g., document automation and expert systems
• Advanced e.g., machine learning, natural language processing, artificial intelligence. The speaker stated that the race for automated contract negotiations have now heated up as it has been claimed that companies spend over $7 billion on lawyers reviewing contracts that can be automated. A careful look at existing and emerging technologies reveals that it is only relatively structured and repetitive tasks that can currently be automated. These tasks represent a relatively modest percentage of lawyers’ billable hours. 

2) Process: It is important to disaggregate legal work. Legal matters vary, yet consist of similar components. Processes can be perfected. Persons are advised to weigh the options of making verses buying, outsource and automate with technology. 

THE FUTURE OF LEGAL PROFESSIONALS: BECOMING A LEADING GLOBAL LAWYER

Date: 16^th JUNE 2021                          Duration: 1:30 hrs.            From: 2:00pm   to: 3.30pm

SPEAKERS:

1. Dan Linna

Summary of Presentation: The event discussed the disruptive force in the legal industry, defined innovation, highlighted the barriers to innovation and discussed adoption of both innovation and technology in law firms. The speaker also discussed the change in the legal industry in terms of people, process, data and technology. Dan stated that the legal industry has been talking about change for decades. Thanks to the power of the Corporate Legal Operations Consortium (CLOC) community and the quantity of the solutions and approaches it generates, change is now real. In just a few short years, a major tipping point has occurred in the legal industry. 

Learning/lessons from the event

Running a legal practice in the 21^st century includes a combination of features and skills. Digital transformation and innovation are of utmost importance. Features should as Strategic Planning, Technology, Training & Development, Business Intelligence, Financial Management, Firm & Vendor Management, Information Governance, Knowledge Management, Organization Optimization & Health, Practice Operations, Project/Program Management, Service Delivery Models must be employed.

Employers are advised to recruit and retain people with new skills e.g., law graduates, junior lawyers, senior lawyers. This should also include allied professionals such as: developers, data scientists, project managers etc. Newly recognized skills in the legal industry includes people skills such as, leadership, management, listening, coaching, counselling, empathy and professional skills such as, process, data & technology skills.

FIDIC: PITFALLS AND BEST PRACTICES

TIME: 1:00PM

DATE: 16 JUNE 2021

The webinar started at 1.00pm, with Chidinma of ESQ practical lawyers’ academy welcoming everyone to the webinar and introducing the panelists. They were Ngo-martins Okonmah and MICARB Senior Associate Aluko and Oyebode and David Nwogu.

Ngo-Martins Okonmah opened the webinar speaking on FIDIC: PITFALLS AND BEST PRACTICES

FIDIC is a French language acronym for Federation Internationale Desingenieurs Counsels which means International Federation of Consulting Engineers. He said it was started in 1913 by France, Belgium and Switzerland (Francophone) but now boats of membership from over 100 different countries including Kenya, Egypt, Morocco, Ghana, Zimbabwe, Cote d’voire and Nigeria. Fidic’s main objective is to promote the interest of consulting engineers worldwide. The FIDIC suite of contract is reputed as the leading contracts in the international Engineering and Construction Projects. Its secondary activity is to produce standard form of contract for the Construction and Engineering Industry.

HISTORICAL DEVELOPMENT OF FIDIC CONTRACTS – OLD FIDIC SUITE OF CONTRACTS (1987)

Under the old FIDIC suite the form of contract was based on the state of the works.

• If the contract was for Civil Engineering works, then the pad book was used.
• If the contract was required electro-mechanical work then the yellow book was used.
• If it was a design and build contract, then the orange book was preferred contract form.
• Overtime it became clear that there was need to cast the contract forms to make it simple and more useful.
• In 1994, FIDIC appointed a group within it contract committee to update FIDIC REDBOOK edition
• There was general consensus for the need for simple form of contract.
• In 2019, FIDIC signed an MOU with the world bank and adopt the 2017 FIDIC rainbow suite as part of its procurement method.
• In 2020 FIDIC signed an MOU with the Africa development Bank to adopt the 2017 FIDIC Rainbow suite as part of its procurement method.
• In 2021, currently FIDIC has it standard form contracts published in five key languages i.e. English, Portuguese, Spanish, French and Mandarin.

FIDIC FORMS

• The short form contract (Green Book) 1999
• Condition of contract for EPC\Turn key\Silver book\1999\2017
• The 2008 Design, build and Operate form (Guild Book)
• Conditions of contract for Plant and Design Build (Yellow Book)
• Zolo multilateral bank (MDB) Harmonised Red book (Pink book)
• 2019 conditions  of contract for underground works\Emerald book

The Green Book – the Short Form Contract

1. It is used for straightforward, quick or cheap projects. Such as where the contract to be performed
2. is of relatively small value typically not exceeding US & SDD
3. involves a relatively simple operative work
4. There are usually no engineers to administer the contract and payments are made in monthly interval.

THE RED BOOK

• It is used for traditional project procurement where the employer designs the project while the constructor does the actual construction work using employer’s design
• Effect greater design control, design responsibility liability, design coordination and interface risk
• It is usually on a re-measurement bass where the work is measured and valued against agreed rates as indicated in the bill of quantity. However, there is a lump sum\fixed price option.

The Yellow Book – Conditions of contract for Plant and Design

1. It is used where the contractor designs and build the project. The employer thereby sets out the performance specification. However, the full design risk is not passed onto the contractor unlike the silver book.
2. It is used typically for the construction of electrical and power plant and for building or civil engineering works on design basis

The Silver Book – Contract for EPC\Turn key Projects

• It is used on EPC (Engineering Procurement and Construction) Projects. These are projects that require the contractor to provide a completed facility to the employer that is ready to operated on the turn of a key (Turnkey Contracts)
• The overall responsibility for the design and construction of the project is on the contractor – single joint responsibility

He also made mention of the Gold Book – The 2008 design Build and Operate form and the Pink Book – 2010 Multi-lateral Bank (MDB) Harmonized Red book. The white book – client\Consultant Model Service Agreement.

1^ST REPORT

A REPORT ON WEBINAR ORGANIZED BY THE MLG READING GROUP HELD ON 10^TH OF JUNE, 2021

TOPIC:  CAN WE RELY ON HUMAN RIGHTS LAW TO RESIST WAR CRIMES

HOST: NORA HAIDAR

INTRODUCTION

The webinar started at 6:10pm with the host welcoming all participants to the meeting. She gave a brief introduction of the reading materials and how the topic came up to be a very relevant conversation. She discussed how the United Kingdom Overseas Operations Bill (now Act) affects the communities they occupy especially in the Middle East. The realization of the effects of the provisions of the bill on these communities made it necessary to have a discussion on how to protect the human rights of the citizens of these communities and also get justice for all the crimes and atrocities already committed against them all in the name of liberating and protecting them. She briefly mentioned how the 5-year limit on prosecution of persons accused of war crimes such as genocide or torture during overseas operations is a step in the backward direction on the path to justice for the affected communities.

The critical text for discussion was “On Suicide Bombing” by Talal Asad, a new age philosopher and human rights activist. The “Al Seikini judgment” was also up for discussion.

DISCUSSION

Miss Seema discussed how the book by Talal Asad compares the phenomenon of suicide bombing to the idea of associating Islam with suicide warfare and how it details the ways modern states have developed various ways and methods of justifying their own violence, acts of mass murder and torture just to make them morally defendable.

The book then poses the question of ‘what just warfare is’ and where legal practitioners fit into it all.

Nora Haidar was of the opinion that it has become imperative for us to be aware of the many contradictions inherent in the way we run our societies, whereby, it seems justifiable and indeed heroic to occupy a community with the intent of liberating them but then we commit even worse atrocities to get them the freedom. She asked if in the light of the cultural norms and ideals of a neo-colonial era, these acts can be justified in the new world era.

The meeting was then broken into breakout rooms for further discussion on the following questions:

1. What do we imagine justice would look like for communities subjected to military occupation, arbitrary killings etc. by neo-colonial and imperial powers?
2. On the one hand, using human rights law to hold agents of the British State accountable for war crimes, defined by British laws and euro-centric international legal mechanisms can be seen as an incremental step in the right direction, but on the other hand, might this kind of legal practice bolster the liberal idea that there is such a thing as a ‘morally just war’  

In the breakout room, Miss Lujain was of the opinion that the effects and consequences of war on the communities subsist even after the war. Most of the atrocities and crimes of war do not actually get to the Courts for the rights to get enforced. There cannot be justice if some countries can still hide behind the curtain of “just war”.

Nora Haidar reiterated that the idea of prosecuting the perpetrators of war crimes in British Courts amounts to asking the perpetrators to enforce justice for their victims and also asking victims to rely on international agreements and treaties that were made by these same perpetrators to protect them. She then concluded by saying that questions on postwar justice will always be relevant in the new world and so it has become very important for us to decide the kind of system we need to practice to get to the level of postwar justice we want.

Miss Lujain mentioned how most conversations on postwar compensations never get anywhere and how the compensations can never be considered just or commensurate with the crimes and atrocities committed.  She was of the opinion that the first step to getting justice for the communities would be creating awareness of the mechanisms available to them for getting postwar justice, then the need to create an un-biased tribunal to ensure transparency when prosecuting the perpetrators.

CONCLUSION

Human Rights Legal Practitioners and Activists were encouraged to rupture the reasoning behind the justification of war crimes. This can be done by challenging all the contradictions that have been discussed and bringing them to the front when advising clients, advocating in Courts, writing articles and so on. However, there needs to be informed client consent/ interest when doing these things. The concept of non-political stance is rather unachievable as the two extremes are either to keep quiet or to be a rupturer, therefore, the conversations around postwar justice need to continually come up to ensure political accountability from the international playing fields such as the UN and the ICC.

2^ND REPORT

A REPORT OF WEBINAR ORGANISED BY ESQ PRACTICAL LAWYERS ACADEMY HELD ON JUNE 11, 2021

TOPIC: UNDERSTANDING HOTEL PROPERTY & LOAN CAPITAL STACKS: LEGAL & BUSINESS ISSUE

PANELISTS

Mr. Joba Akinola

Mr. Dayo Adu

INTRODUCTION

The moderator, Chidinma Agu, welcome everyone to the event after which she introduced and invited the panelists for their respective presentations.

PRESENTATION BY MR JOBA AKINOLA

Mr. Joba Akinola Started his presentation by highlighting the impacts of the Covid 19 on business set ups and their capacity to discharge their obligations in financing loan facilities obtained by them. He noted that due to short fall in income generation as against the estimations before obtaining loan facilities, businesses adversely affected by covid 19 will find it difficult to meet up with terms of loan granted. According to him, obligations under a loan arrangement include:

• Financing obligation/Debt servicing obligation
• Payment obligation
• Account funding obligation

He stated that to meet loan obligations in situations where there is short fall in revenue, an independent self-funding account can be opened which will allow the lender to draw from such account in servicing the loan obligation.

He mentioned the measures that can be taken to cushion the effect of covid 19 on hotel business operators. He noted that these measures are categorized into least drastic and most drastic measures. These measures include injecting new equities into the business, debt restructuring which can involve tenure extension, moratorium or a moratorium plus which is a stand still period where the borrower is given a grace period during which the obligations will not be triggered, granting of a fresh facility with a reviewed term. In drastic situations, lenders may seek to convert the loan to equity where same is convertible or where same is not convertible, lender may pressure the borrower to inject fresh capital into the set up. The lender may also opt for restructuring and administrative receivership.

PRESENTATION BY MR DAYO ADU

He started his presentation by highlighting growth in the hotel industry between 2015 and 2017 in which significant investment in the industry was estimated at 3 billion dollars and about 700, 000 jobs generated in 2016. However, against the pre-covid projection of increase in revenue generation in this industry, covid 19 has affected this industry in a number of ways as a result of the enforced lockdown which hampered the operations of the Hotel operators. As such, hotel operators experienced a sharp decline in revenue generation. He also highlighted the impact on lenders such as

• Waiver minimum and/or interest payments, or other liquidity relief measures
• Borrower’s sponsor sharing risk with lender by injecting additional equity into the project, or by providing a recourse guarantee and/or demonstration of the sponsor’s minimum liquidity.
• Maintenance of insurance coverage
• Restriction of permitted distributions

He thereafter talked on sources of finance for most companies in Nigeria to include

• Equity financing and
• Debt financing.

He further mentioned some of the obstacles to recovery of the hotel market/industry which include

• Company Income Tax which imposes 30% of the annual profit
• Tertiary Education Trust Fund Tax imposing 2% of annual profit
• Value Added Tax imposing 7.5% for any service rendered to consumers
• Industrial Training Fund Contribution
• Consumption Tax in some states like Lagos Hotel Occupancy and Restaurant Consumption Tax

In conclusion, he postulated ways to boost the hotel industry is for the industry stakeholders to re-invent their mode of service delivery and to be creative in operating their businesses.

CONCLUSION

The moderator appreciated the panelists for being industrious in their presentations and she also appreciated every participant.

3RD REPORT

A REPORT ON SECURITIES AND EXCHANGE COMMISSION TOWNHALL MEETING HELD ON 11^TH OF JUNE, 2021

ANCHORS

VICTORIA MANYA

MR. REGINALD KARAWUSA (SEC)

REPRESENTATIVES OF FINTECH STAKEHOLDERS

Mrs Aituaz Kola-Oladejo

Mr. Kassim Sodangi

REPRESENTATIVES FROM SEC

Mr. DAYO OBISAN – COMMISSIONER OPERATIONS (SEC)

Mr Agama

OBJECTIVE AND OVERVIEW

The meeting brought about the meeting of SEC representatives and those of Innovators particularly in the Fintech ecosystem. Thus, each party was able to present its view and objectives while the Fintech reps laid bare the current & possible future challenges posed by the regulations. In the course of registering for the webinar, participants had posed questions that they want SEC to address.

INTRODUCTION

At about 10:25 am, Mrs Victoria Manya requested Mrs Aituaz Kola-Oladejo to give her opening remark. She lauded all stakeholders present – SEC, market operators etc. She hinted on the current trend for innovation in the financial sector, cryptocurrency, crowdfunding and the effort of SEC to regulate same. She pointed out that there are still challenges in this area and this webinar is a good platform to address issues.

DAYO OBISAN – COMMISSIONER OPERATIONS (SEC) –OPENING REMARK

He stated that he would not be answering any questions that has been submitted by participants.  Rather, he advocated the understanding of the objectives of each of the stakeholder involved in resolving matters. He went further to state SEC’s objectivies in regulating the FINTECH sector, to wit:

SAFETY: this involves operation, data protection, non-transferability of Data etc.

PROBLEM SOLVING: What is the new technology bringing on board? What solution will it proffer?

SCALABILITY: How likely is it for the innovation to succeed?

He enjoined the community to have confidence in SEC, stressing that if there exists any bad operator in the ecosystem, all will be affected thereby.

Thereafter, the floor was opened for questions to be answered. Mrs Victoria Manya noted that most of the questions submitted border on Inclusivity and the attitude of SEC to buying foreign shares on existing Apps. A lot of the participants wanted to know how to align themselves with the position of SEC on the matter.

At this juncture, some of the representatives of FINTECH Stakeholders were called upon to make a case for the questions posed.

Mr. Kassim Sodangi:

He stated that SEC seems to demonstrate a preference for existing operators than new ones. He advised that SEC should evolve rules to enable new entrants into the FINTECH sector, rather than edging them out.

RESPONSES-

Mr. Dayo Obisan: He stated that he will not be specifically answering the question but he advised that the FINTECH groups should form one body so as to jointly communicate their interest. This is to avoid segregated interpretation and also to enable SEC deal with them wholly as a Unit.

Mr Agama: He stated that SEC is open and willing to engage new entrants into the FINTECH sector.

Mr Reginald Karawusa: On his part, he encouraged the Fintech community to go to STC(?) site to register.

The next question bordered on Cryptocurrency. What is SEC’s position/stand on Cryptocurrency? Can Cryptocurrency be considered an asset?

RESPONSES-

Mr Reginald Karawusa: He replied that SEC has not changed its position from that of its last issued statement on Cryptocurrency. He further hinted that SEC is working with the Central Bank of Nigeria on the issue of cryptocurrency. Hence, the FINTECH community should be patient as appropriate information will be communicated as soon as possible.

Mr Dayo Obisan: He buttressed what MrKarawusa said that SEC still maintains its position on Cryptocurrency. However, he stated that will definitely look into space of digital assets. He also mentioned that Regulatory Incubator Guidelines are already available in that regard. The onus is in the FINTECH community to show how the innovation will work.

The next question addressed was on the issue of Sub-broker license. Does SEC have plans to create unique license to entrepreneurs in this category instead of them being a digital sub-broker?

RESPONSE-

Mr. Dayo Obisan: He promised that SEC will look into the issue.

Question was further raised on the need for Investors and Stakeholders education. Particularly, educating the FINTECH ecosystem on the guiding regulations.

Mr. Kassim Sodangi was of the opinion that there should be a collaborative education of techies interested in providing Investment services in Nigeria (local and Foreign). There should be periodic trainings involving the capital market, more particularly local Innovators who seemed to be a bit disadvantaged in this regard.

RESPONSES:

Mr. Dayo Obisan: He lauded Mr. Sodangi’s submission but reiterated the need for the FINTECH operators to form one interest group las he earlier stated. This will engender homogeneity amongst them.

Mr. Emonotimi Agama seconded Mr. Obisan’s view.

In this light, a free webinar was suggested with link pasted in the chatroom.

The representatives of FINTECH stakeholders and SEC were called to give their final remark and the meeting ended around 12noon.

CONCLUSION

The major take home points from the meeting were the need for the FINTECH operator to form a group in order to project their interest. SEC was also enjoined to present representatives that will work with the FINTECH community.