Natasha Harrison

Pallas Partners LLP

London www.pallasllp.com

natasha.harrison@pallasllp.com Tel: +44 204 574 1001

Biography

Natasha is the founder and managing partner of Pallas Partners, a London-based specialist law firm, focusing on international arbitration, investigations and litigation. Acting on behalf of funds, investment banks, corporations, and governments, Natasha’s practice focuses on highstakes international litigation and arbitration, with particular experience in contentious restructurings and insolvency. Natasha is recognised as a leading banking litigator by Legal 500 and Chambers UK; and by Super Lawyers, Who’s Who Legal and Lawdragon as a leading commercial litigator.

What attracted you to a career in law?

The intellectual rigour combined with business skills and commercial acumen – all designed to solve complex problems.

What do clients look for when selecting a restructuring and insolvency lawyer?

It is essential that they are at the top of their game in the restructuring and insolvency market. I think clients are particularly interested in and need lawyers who have a deep understanding of their business, but who are also very creative and solution driven because each restructuring is unique.

How do you establish a detailed understanding of a client’s business to advise them effectively?

I find the best way to get a detailed understanding of the business is to spend time with senior management – including the CFO – and their financial advisers. In this way, you gain in-depth knowledge on not just how the client operates, but the ability to craft a solution which delivers on the client’s objectives.

How has the UK’s new Restructuring Plan regime impacted the market? What does it do differently?

The restructuring plan has fundamentally changed the legal framework of restructuring tools available to distressed corporate debtors and their stakeholders. Two principal new features are different from an ordinary scheme of arrangement. Proponents of a restructuring plan may (a) with the Court’s approval, exclude an “out-of-the-money” class of creditors or shareholders whose rights are to be varied from voting on the plan and (b) have a plan approved by the Court even where one or more of the voting classes has not approved the plan. For any dissenting class to be subject to the latter “cross-class cramdown” the Court must be satisfied, inter alia, that it would be no worse off under the plan than it would be if the plan were not to proceed (i.e., under the “relevant alternative”). The Court is alive to any attempt to artificially create voting classes to take unfair advantage of this feature. The Court is scrutinising the valuations and relevant alternatives presented to it to justify the use either of these two new tools.

What are some of the most effective ways that companies can now deleverage their balance sheet while providing for a new streamlined governance structure?

The flexibility of the restructuring toolbox has been strengthened by the addition of the restructuring plan to the existing techniques developed with schemes, CVAs and pre-pack administrations. The new moratorium procedure also provides a possibly useful alternative to administration to prevent creditor enforcement and give negotiations breathing space. This enhanced legal framework will form the backdrop to any consensual restructuring negotiations. Stakeholders will seek advice on which legal tools may be used to identify valuable leverage for their position in such discussions. Notwithstanding Brexit, with appropriate evidence being presented to it, the Court continues to support the use of the scheme and the restructuring plan to restructure non-UK companies’ debt and equity.

Have company voluntary agreements (CVAs) remained the tool of choice for clients to address rental portfolio liabilities? What other tools are available to clients?

The commercial tenant’s position remains strong here. The Court has firmly approved the use of the CVA, developed extensively in the case law, to realign a business’s portfolio of leases to commercial realties. This includes the modification of terms to turnover rents and other re-tailoring to ease the rent burden whilst fairly apportioning risk and return with the landlord, should revenues improve. This approval was stated last year by the Court’s rejection of the comprehensive challenges in New Look and Regis to this approach. The restructuring plan is another tool available here. It was used last year in Virgin Active to restructure lease, as well as financial debt, obligations with dissenting classes of landlords being “crammed down”.

Why did you decide to set up your own firm?

I saw a real gap in the market for a top-end litigation-only firm and a real opportunity to rethink how, as a new law firm starting from scratch, we can innovate, challenge and improve service delivery to our clients. Unlike most law firms, we aren’t shackled by systems and bureaucracy that have been in place for decades. We can begin afresh and create a new type of firm fit for the 21st century.

What advice would you give to someone looking to start their own firm?

Be prepared to not get much sleep! I think pre-planning is essential to ensure all aspects of the business are up-andrunning from day one, whether it’s financial, regulatory, or other systems. It takes enormous amounts of hard work and dedication, but if you have a clear vision and the passion to execute upon it, it is worth every sleepless night.

Peers and clients say: “Natasha is a powerhouse” “She has a very high capacity to solve problems and provide creative solutions” “She is one of the best lawyers I have worked with”