Susan A. Laws

Areas of Practice

• Business Law
• Mergers and Acquisitions
• Finance

Representative Matters

• Represented DuPont (NYSE: DD), a global innovation leader with technology-based materials, in its $110 million acquisition of Evoqua’s Memcor business, which includes ultrafiltration and membrane bio-filtration technologies.

• Advising on the sale and purchase of companies and businesses and joint ventures most recently in the UK, US, EU, Russia, Brazil, China, Saudi Arabia and Lebanon.

• Advising on agreements relating to distribution and franchising for UK and international manufacturers and distributors in the automotive industry, pharmaceuticals/medical products, fashion and beauty sectors, including EU Block Exemption issues.

• Acting for global manufacturing company in connection with restructuring of its wholesale and retail finance operations.

• Acting on contracts for outsourcing, re-sourcing, insourcing and off-shoring of telecoms, desktop, accounting, logistics, office services, reprographics, acting for providers and end users.

• Acting on the establishment sale and purchase of companies and businesses subject to FCA regulation including obtaining all necessary FCA approvals and working with compliance officers in connection with on-going FCA reporting and inspection visits.

• Advising international companies in connection with various insurance initiatives including joint ventures in relation to eponymous insurance products, 'free' insurance offers on retail goods sales, payment protection plan insurance on finance deals and self-insurance programs including establishment and operation of captive insurers and negotiation of run off agreements.

• Setting up 2 companies incorporated by guarantee as self-insurance/mutual fund hybrids outside scope of FCA approval to operate a nationwide product warranty scheme.

• Advising on UK parented global marketing joint venture and joint venture in relation to UK global consulting firm.

• Advising in connection with numerous outsourcing projects, including participating in the cost benefit analysis of outsourcing, preparing ITTs and RFQs, preparing tenders, when acting on behalf of suppliers, negotiating outsourcing contracts and establishing, monitoring and taking action in respect of key performance indicators, particularly in the IT, telecoms, finance and manufacturing industries.

• Advising on international logistics agreements for global manufacturer in relation to aftersales operations.

• Acting for international services provider in connection with in sourcing, out sourcing and re-sourcing of business management, office support and logistics services, including acquiring and selling subsidiary businesses and group restructuring.

• Advising on research and development and collaboration agreements between industry leaders and world class universities in advanced engineering and hi-tech sectors, including EU and UK grant funded projects.

• The disposal for a US parented manufacturer of its loss making factories in the South of England to a purchaser on an asset based basis for a multi-million pound consideration, allowing the seller to avoid significant closure costs, which would have arisen out of the compulsory redundancy of the employees under EU law;

• The purchase for a household name US computer company of a niche UK e-business providing solutions which could be applied to the purchasers extensive portfolio of public utilities clients, and in particular ensuring that the right title and interest in the vital know how and other intellectual property was properly registered before completion to ensure that the purchaser really got what it paid for. This included locating former employees of the target company and obtaining rights waivers and obtaining all necessary evidence to allow international registration of the target's rights to the know-how;

• Advising sponsors, teams and individuals on sponsorship agreements, image rights, television and publication contracts.

• Acting for UK and US based lenders to companies seeking funds for business acquisition and development in the UK and the US including the taking of cross border security, cross border guarantees and the registration of that security in the US and the UK and the structuring of the security and loan arrangements so as to optimize cost savings on the taking of security, effective reporting on a cross border basis to give early warning of possible defaults and enforcement in the event of breach in the most cost-effective manner.

• The purchase for a US parented finance company of a UK on-line secondary debt financing house, for a purchase consideration linked to the future performance and continued involvement in the business of the key shareholders, so as to ensure continuity of management and the transfer to the purchasers staff of key information;

Admissions

• England and Wales

Education

• Nottingham Law School, MBA, 1997
• Southampton University, LLB, 1977

Experience

• Duane Morris
  - Partner, 2000-present
• Geisler & Laws, London, England
  - Partner, 1996-2000
• Rakisons, London, England
  - Partner, 1989-1996
• Reynolds Johnson & Green (formerly legal department of Alexander Howden plc), London, England
  - Partner, 1984-1989 (seconded as General Counsel and Company Secretary to Iveco and Fiat)
  - Corporate Lawyer, 1981-1984
• William Moss plc, Hemel Hempstead, England
  - In-house lawyer 1980-1981
• Bridges Sawtell, London, England
  - Articles of Clerkship, 1978-1980

Professional Activities

• The Law Society of England and Wales
• The British Italian Law Society

Honors and Awards

• Listed in Best Lawyers for Venture Capital and Corporate Finance, 2014-2017
• Listed in UK Super Lawyers, 2013

Board Memberships

• Director, Motor Secretaries Limited, a GM-owned corporation and acts as its nominee to more than 50 U.K.-based GM venture capital organizations
• Certagent Limited

Civic and Charitable Activities

• Mass Challenge Judge 2015
• Volunteer for UK Veterans Charity
• Bellingdon & Asheridge Village Association
• Pro bono admissions appeals at school and local government level

Selected Speaking Engagements

• Presenter, "COVID-19: From Sea to Shining Sea: A Quick Update of U.S. and International COVID-Related Restrictions," Duane Morris LLP, Webinar, December 11, 2020
• "The Great Post-Brexit Debate," Association for Corporate Growth Seminar, September 2016
• "Business and Asset Acquisitions," Seminar, April 2015
• "Identifying, Protecting and Exploring" Conference
• "Sensors in Medicine," Royal Geographic Society, March 2015
• "Horizon 2020 – Introduction to EU Grant Funding for R&D," Life Sciences Seminar, February 2015
• "Tech Start Ups – Structure and Funding" Conference, Imperial College, March 2014
• "Life Cycle of a Joint Venture," Seminar, June 2013
• "EU Employment Law for US Financial Services Companies," Conference, September 2012
• "Financial Fraud – Prevention and Detection," Seminar, June 2012
• "Legal Structure of a Joint Venture," "Doing a deal to buy a business and assets," "Managing Joint Venture Investments," "Exit Strategies- going concern sales and prepack sales," Conference presentations, March 2011
• "UK Law for US FSA Regulated Companies," Chicago 2010
• "Directors Duties in the UK after the Companies Act 2006," Conference 2010.