Q&A: Jonathan White

In 2003 Ogier merged with Cayman Islands firm Boxalls. A wave of consolidation and expansion followed in the offshore legal and fiduciary world; a trend that shows no sign of slowing. In February 2007 a second union followed with British Virgin Islands-based WSmiths. Jonathan White, Group Chairman since 2000, tells Richard Brent the factors that make merger a successful part of a firm’s growth strategy.

What was the rationale for last year’s merger with WSmiths?

Over the years Ogier has done quite a lot of analysis on where we think the offshore world is moving generally. We used some leading outside consultants, who did a lot of research on the offshore centres. Taking our own offering, we saw we had a significant presence for providing high-quality Guernsey, Jersey and Cayman services, and we analysed which others we needed to be able to offer as well. The British Virgin Islands (BVI) was one of those. The other leading offshore centre, in our view, is Bermuda, but the particular profile there didn’t fit as well with our business strategy as the BVI.

Why was merger seen as better than alternative service models such as a ‘best friends’ relationship?

I’m actually not convinced you get anything out of a ‘best friends’ relationship. The whole raison d’être of a multi-jurisdictional strategy is to be keen to offer the product that best serves the clients. I don’t mind whether I’m offering Jersey, Guernsey, Cayman or BVI services, because my partners benefit equally – irrespective of where the work is done. That’s what will separate a successful multi-jurisdictional firm from one that isn’t successful, but best friends relationships don’t enable you to do that, because you don’t get the financial benefit when you’re referring work to a ‘friend’ in another jurisdiction. Typically you fight to keep the work in the jurisdiction most profitable to you.

My understanding is that some offshore firms also organise profit-sharing so that individual partners will only participate in profit derived from their own jurisdictions. Again, that discourages effective multi-jurisdictional offerings, because individual partners will be keener to promote their own jurisdictions, even if that
isn’t necessarily what is in the client’s best interests.

How has the firm changed as a result of the merger?

The services we can offer our clients are much wider and better fit their needs. The ability to offer Jersey, Guernsey, Cayman and BVI services means we can provide the international institutions and intermediaries we deal with almost anything. Also, as we begin to expand our presence in the developing countries, BVI is an important asset because it’s a jurisdiction used commonly in centres such as Asia. The merger with WSmiths also gave us a geographical presence in the Far East as WSmiths had just opened an office in Hong Kong, so there was a dual benefit.

Strategically, we’ve looked at developing our business in two ways: first with the services we offer, and second, through presence and penetration around the world. In terms of the former, WSmiths gave us BVI services, which hugely complimented our Jersey, Guernsey and Cayman offerings. They also gave us a presence in Hong Kong, however, which means we now have extremely good geographical coverage.

Are there plans for further global expansion?

I suppose you might say the obvious gap is the Middle East, and that’s something we are actively looking into at the moment. It’s quite likely we’ll be expanding to that area, as we already do a considerable amount of business in the region. It’s a region very keen to establish itself more strongly as an international centre. We also continue to build on our existing offering. An important point is always providing a credible presence where we’ve opened. For mergers to work it’s critical to have high-quality people with similar goals and the ability to deliver a similar product wherever you are.

Has the leadership changed at all as a result of the merger?

No. The relative sizes of Ogier and WSmiths were quite different. One of the things that attracted them to us is that we were able to provide them with a more sophisticated and developed management and infrastructure. We were attracted to them because they had some extraordinarily able individuals, were punching above their weight as a small firm, and had achieved a great deal in a relatively short time. They were keen to adopt the Ogier strategy of providing the best possible services to top-quality clients.

In business you are always learning though. One of the interesting lessons is that no one organisation has its structure entirely right. When you merge, you have to be open enough to realise that you can benefit from what another organisation has already. I think the art in merging is to take all that is good about two parties, to build on that, but also to identify the weaknesses, which are just as likely to be in your own organisation as the organisation you are merging with. Frankly, that isn’t always easy, as there are a lot of forceful personalities in our business. You tend to think that what you’ve done is the right thing and probably better than others. In practice that probably isn’t the case and you can learn a great deal from those you merge with.

The other interesting learning experience for me is that you think the offshore centres are going to be broadly similar in approach, but they aren’t. You have to realise the differences between them, and learn how to leverage off those to improve your competitive offering, which, I think, we’ve done quite well.

Do you have any predictions as to how the offshore legal world will evolve in general?

The offshore market is very different in its constituent elements. At one end you have the leading centres – well-regulated, concerned about their international reputations, and providing a very high-quality international service in a competitive international environment. Then there are a large number of centres, which aren’t as compliant or well-regulated, and which, in our view, will struggle to survive in the medium to long term.

There will always be a place for high-quality international finance centres, whether they are on or offshore, but frankly there is very little distinction. If you look at the international onshore centres – London and New York, for example – they are all doing offshore work. London is probably the biggest offshore centre in the world!

Our business is also divided into two parts – legal and fiduciary. I think the most successful offshore firms will be those that provide both. That’s something we’re concentrating on very heavily.

What other management issues will you be looking at over the next few years?

One of our biggest challenges is to build a multi-jurisdictional presence. We are increasingly going out to clients with teams from our various jurisdictions, so we can explain how the different jurisdictions offer different products that can be particularly helpful. That’s very important and something we will be concentrating on over the next 12-24 months. In the same vein, we also meet clients and offer them our legal and fiduciary expertise combined.

Jonathan White is chairman of Ogier. He can be contacted at jonathan.white@ogier.com