IAG International Assembly

NEWCASTLE

8th October 2004

MINUTES

Present: see attached list

Chairman’s introduction

The Chairman opened the meeting, welcoming delegates and potential members.

  1. Minutes of Stockholm General Assembly, February 2003

The minutes of the Stockholm General Assembly were duly approved as drafted.

  1. Committee Update

The Chairman drew delegates’ attention to the letter he had circulated prior to the Assembly, and reiterated its main points.

3) Membership Matters

In the absence of the prospective members, the Secretary introduced the referral for expulsion explained in the papers, and confirmed that it related to Angelopoulos Psilos Kapsalis. The Chairman explained that this regrettable necessity was an unprecedented one and that preparations had been made to conduct it by a secret ballot, but that time would be saved if the Assembly unanimously felt it suitable to deal with the matter by show of hands. He therefore asked for an initial show of hands, one per member firm, to settle how to deal with the matter. There were 39 votes in favour of dealing with the substantive matter by a show of hands, and 1 vote against doing so. As the Assembly’s opinion was not unanimous, the Chairman declared it would proceed by a secret ballot. Hans Hoegen Dijkhof spoke against the expulsion referral, on the grounds that it would be unnecessarily harsh especially as, in his view, subscriptions were unjustifiably high. The Secretary explained the details of the ballot and asked the auditor, Etienne Laurent, to count the votes, which he kindly agreed to do. Following a count of the votes submitted in the secret ballot it was announced that there had been 38 votes in favour of expulsion and 2 against, surmounting the 75% threshold required, so the motion for expulsion was carried.

While the ballot was proceeding, the Chairman mentioned the three prospective members, all on their second attendance. He asked Peter van der Mersch to say a few words about Delli Santi and Kalman Szilasi Sarkosy, both of which firms he had visited, and Arthur Bailey, who had visited them, to speak briefly about Boylan & Dodd Corporate Services Ltd., which they both did in favourable terms.

Regarding Delli Santi, Ann Dalsin asked about the procedure which was followed to consult potentially affected existing members. The Chairman outlined the normal Committee procedure, which had been followed, in this case, i.e. before an invitation is issued to contact any member who may be materially affected and seek their views, although such views were not necessarily binding. In this case all Italian members had been consulted: this had resulted in support from two members, an initial objection, later withdrawn, from a third member, and no comment from the fourth member, despite repeated invitations to comment formally and directly, because the possibility of concern on their part had been informally mentioned to the Committee by a third party.

AD then asked under what circumstances duplication of members was regarded as acceptable, and what the justification for it was in this case. Chris Whitamore responded that there was no formal exclusivity or right to territory within IAG, but that general policy was to avoid duplication except when special reasons applied. In this case the special reasons were that the main Rome office of Delli Santi was a distinguished specialist real estate/ urban planning practice which could be of great benefit to the group, while also avoiding any significant clash with the existing member there. In respect of the Bologna office, Simon Dix who had formed and led their new, general commercial, practice there had a strong IAG track record. Although the Committee recognised that meant a potential clash with the existing Bologna member, the two firms had reached an agreement for coexistence. In response to the Chairman’s enquiry, AD said that she was satisfied by this.

Richard Wollaston then asked about the relationship of Boylan & Dodd Corporate Services Ltd with the parent accountancy firm, and why it was the corporate finance subsidiary rather than the parent firm which was the potential IAG member. The Chairman responded that this was in part because the parent firm was a member of Kreston, and that although that the Committee did not regard that as a direct clash, making a subsidiary the member followed the precedent established in 2001 with Finnhammars. He mentioned that the other reason was that Boylan & Dodd themselves saw the potential for co-operation with IAG colleagues as being at least as likely to be on corporate finance matters as on accountancy-related matters, and AB spoke to reinforce the strength of this reason.

At this point the prospective members were invited to join the Assembly.

4) Any Other Business

The Chairman then brought forward the Any Other Business item. The Secretary raised two matters, Annual Member Information and Quality management/ monitoring.

Regarding the AMI exercise, he thanked the substantial majority of members who had submitted their information and outlined to delegates the stage which had been reached and the efforts required to reach it. He drew their attention to the list posted on the notice board of those who had not yet submitted their AMI, and apologised to one member listed in error. He explained the intention that relevant details from each member’s AMI would be available to all members through the members’ password-restricted area of the website, and that the ‘Categories of Work’, (q7) would be used for the selection mechanism in the new website. He reminded those who had not submitted their AMI that it was an obligation to do so, and that the Committee intended to continue the vigorous pursuit of this policy.

Regarding Quality management/ monitoring, the Secretary explained that the Committee was currently reviewing this whole area, considering everything from formal quality standards to methods of monitoring satisfaction over referrals. He mentioned IAG’s existing quality standard and code of conduct between members and asked for any suggestions or input from members. Javier Sans Roig suggested adoption of the IBA General Principles of Ethics for lawyers. NB responded that this was under consideration but that IAG would naturally wish its overall quality regime to be appropriate to a multi-disciplinary organisation, and that while the IBA principles might be a useful link they would not meet the whole requirement. He went on to explain that, in addition to a formal quality standard, consideration was being given to satisfaction monitoring over referrals, but any system devised must be simple and achievable.

Sejal Raja proposed the formation of a new specialist group for Employment/ Labour law, which was warmly supported by the Committee, and she invited interested delegates to contact her or nominate appropriate contacts within their firms, with a view to an inaugural group meeting in Prague.

5) Budget 2005

The Chairman introduced the draft Budget 2005, which was included in the meeting papers and supported by detailed notes. He explained the Committee’s overall policy towards the level of subscription, i.e. that it was desirable to maintain the current level although it was also desirable in the short term to return part of the surplus accumulated over recent years to the group’s most active members, and the budget had been designed to this end.

Etienne Laurent urged caution because, if the rate of reduction of the surplus proposed were continued beyond 2005, the accumulated surplus would be reduced to nil by 2008. Hans Hoegen Dijkhof voiced a view that subscriptions were too high by a considerable margin, that too much was being spent on support to Assemblies and on administration, and not enough on marketing and PR. The Chairman thanked them for their contributions and asked the Assembly to vote by show of hands on the continued level of subscription and joining fee, and continued subscription due date of 1.1.2005. 35 votes were counted for the Committee’s proposal, none against, which result was immediately announced.

Later the Chairman accepted a point from the floor that the vote should have been taken to endorse the budget proposals as well as the level and due date of subscription. He therefore reopened the discussion. Hans Hoegen Dijkhof spoke reiterating his earlier points. Chris Allegaert gave the Committee’s favourable view on the work of the admin office. Chris Whitamore made two points on the issue of marketing: first, that IAG was itself a marketing/ business development tool for member firms, but that did not necessarily mean it should spend a large proportion of the subscriptions provided for running the group on promotion of the IAG identity: second, that any sound marketing programme should first have its objectives defined and agreed, then be expertly costed against those objectives before commitment. Robert Rakison spoke in support of the view of IAG as a business development tool, and in support of the budget as proposed. Hans Hoegen Dijkhof spoke again to urge greater expenditure on promotion. Richard Wollaston and Michael Fingerhut both made suggestions for specific promotional items. The Chairman then asked the Assembly to vote by show of hands on the 2005 budget as proposed: There were 37 votes in favour, 3 against, 1 abstention, which result was immediately announced.

6)IAG Growth and Recruitment

Chris Allegaert introduced the Committee’s proposals for modified continuation of the policy agreed by the EdinburghGA in 2001, which was detailed in the papers, and reiterated its main points. He emphasised that nominations from existing members were welcomed and indeed would continue to be essential, and asked for any points from the floor. Anders Grundberg asked whether a member or members in South Africa could be accommodated. The Chairman responded that South Africa was clearly a priority, although not been specifically mentioned. CA added that the modified policy would provide greater though still limited flexibility for this and similar suggestions.

7) Host firm and host city presentation

The Assembly heard an impressive presentation on their hosts Ward Hadaway, from Managing Partner Jamie Martin, followed by a most interesting presentation on ‘The Tyneside Renaissance’ from guest speaker Sir Ian Wrigglesworth.

8)‘Accountants and Lawyers – a developing relationship’

The Assembly heard a well received presentation on this from guest speaker Professor Stephen Mayson.

9)Future Meetings

Monika Wetzlerova gave a brief presentation of the planned arrangements for the Prague Assembly, 4th-6th February 2005, which were warmly welcomed by the Assembly. She emphasised that prompt booking would be essential. CW added that although this had often been said before, due to pressure from hotels it would become more and more urgently required in respect of future Assemblies, not least the GA in Lyon, 12th -15th May 2005.

The Chairman then thanked all delegates for their attendance and contributions, and declared the formal part of the Assembly closed.

10)Specialist Groups

Delegates then split into four well attended specialist groups, for Debt Recovery, Corporate Finance, Intellectual Property, and Tax, with those who wished opting for the alternatives of a workshop on Partner Performance Review, led by Stephen Mayson or a consultative group on the development of a new IAG website.

PRESENT:

DELEGATES

ARGENTINA

Mirson y Associados Daniel Piekar

Lawyers, Buenos Aires

AUSTRIA

Saxinger Chalupsky WeberAlois Hutterer

& Partners

Lawyers, Linz

BELGIUM

ERYV SprlEtienne Laurent

Tax Counsel, Brussels

Forensis Luc Simonet

Lawyers, Brussels

CHANNELISLANDS

Nigel Harris & PartnersKiran Patel

Lawyers, Jersey

CYPRUS

George Y Yiangou & Co Stelios Americanos

Lawyers, Nicosia

CZECH REPUBLIC

Saxinger Chalupsky Weber Monika Wetzlerova-Deisler

& Partner

Lawyers, Pilsen

DENMARK

Valentin Law officesJohn Valentin Madsen

Lawyers, Odense

DUBAI, UAE

Hamt & Associates John Varghese

Accountants, Dubai

Vijay Anand

ENGLAND

Bentley JennisonArthur Bailey

Accountants, Stoke on Trent

Manchester Stephen Morrissey

Leeds Geoffrey Hill

Blackstone Franks Salauddin Ahmed

Accountants, London

Grundberg Mocatta RakisonAnders Grundberg

Lawyers, London

Robert Rakison

Furrokh Billimoria

Fredrik Lager

Martin-Kaye Matthew Farrell

Lawyers, Telford

Michelmores Malcolm Dickinson

Lawyers, Exeter

Tim Richards

RadcliffesLeBrasseurAdrian Harvey Scales

Lawyers, London

Sejal Raja

ShakespearesPaul Crutchley

Lawyers, Birmingham

Andrew Cowan

Buddug Williams

Andrew Watts

Ward Hadaway (HOST FIRM)Jamie Martin

Lawyers, Newcastle Upon Tyne

Robert Thompson

Philip Jordan

WollastonsRichard Wollaston

Lawyers, Chelmsford

Kate Wollaston

Nicholas Burnett

Secretary

Jon Legorburu

FRANCE

Lefèvre Pelletier et AssociésThierry Pons

Lawyers, Paris

Simon Lowe

AeresDenis Simon

Lawyers, Lyon

Simon Wesley Valerie Wesley

Gilles Vidal

GERMANY

Dr. Appelhagen & PartnerMichael Moeskes

Lawyers, BraunschweigCommittee Member

Steffen Helbing

Fingerhut RechtsanwälteMichael Fingerhut

Lawyers, Munich

Kuttner Rechtsanwalte Klaus Dietrich Kuttner

Lawyers, Cologne

Schneider Schwegler Rechtsanwalte Klaus-Dieter Schneider

Lawyers, Dusseldorf

Hanjo Hillmann

Michael Schmidt

Wollmann & PartnerClaudia Cavl
Lawyers, Berlin
Pascal Tavanti

ISLE OF MAN

Maitland Trust Colin Bird

Fiduciaire

ITALY

Studio TosiMichela Pellizzer

Lawyers and AccountantsTreasurer

Venice

Studio Legale de Capoa e AssociatiAntonio De Capoa

Lawyers, Bologna

Studio Legale Mondini RusconiGiorgio Mondini

Lawyers, Milan

NETHERLANDS

Hoegen Dijkhof Advocaten Hans Hoegen Dijkhof

Schipper Van der MerschPeter van der Mersch

Lawyers, RotterdamVice-Chairman

Henk van Rootselaar

RUSSIAN FEDERATION

Alrud Law FirmVassili Rudomino

Lawyers, MoscowCommittee Member

Oksana Vishnyakova

NB ConsultingNikolai Boykov

Lawyers, Ekaterinburg

SLOVAKIA

Dusan Kubovcak Advokat Dusan Kubovcak

Lawyers, Bratislava

SPAIN

Fernando Scornik GersteinAntonio Arenas

Lawyers, Madrid London office

Bufete Roig AranJavier Sans Roig

Lawyers and Accounting Services

Barcelona

SWEDEN

Finnhammars Ola Spinnars

Accountants and Management

Consultants, Stockholm Hans Sundstrand

Hans Bredberg

Advokatfirman Gunnard & Co. Birger Gunnard

Lawyers, Stockholm Chairman

Asa Gunnard

Mikael Holst

SWITZERLAND

Acton Treuhand AG Cornelia Avenell-Aschwonden

Accountants, Zug

USA

Allegaert Berger & Vogel LLPChristopher Allegaert

Lawyers, New YorkCommittee Member

DurretteBradshaw PLCBruce Marshall

Lawyers, Richmond

Gillis Valla & Dalsin Ann Dalsin

Lawyers, San Francisco

Liner Yankelevitz Sunshine Randall Sunshine

& Regenstreif

Lawyers, Los Angeles

Perkins Smith & Cohen LLP Harvey Burg

Lawyers, Boston

Ira Shoolman

Potential Members

PROSPECTIVE MEMBERS (2nd Attendance)

Kalman Szilasi Sarkosy Andras Szilasi

Lawyers, Budapest

CasabaToth

Boylan & Dodd Christopher Dodd

Corporate Finance

&Accountants, Dublin

Delli Santi & Partners Simon Dix

Lawyers, Rome and Bologna

Guest speakers: Sir Ian Wrigglesworth

Executive Chairman, UK Land Estates

Stephen Mayson

Consulting Professor and Director of the Centre for

Law Firm Management, NottinghamUniversity

In Attendance: Christopher Whitamore, IAG Administration