Lawyer finder

David Vaughan

Partner
David Vaughan

As a senior partner in Wragge & Co's 50-lawyer Corporate group, I advise on all aspects of company law and corporate transactions. Each year we complete more than 100 transactions at an average deal value of £50 million.

Tel: +44 (0)121 214 1002
Email: david_vaughan@wragge.com

Services: Corporate

Best brains in ...

Cross-border transactions, auction sales and specialist due diligence assignments.

Highlight of your career so far?

In more than 16 years as a partner and 25 years in all at Wragge & Co there have been many, but advising AT&T on a $1billion pan-European disposal programme would be one. More recently, acting for another Fortune 500 company, Automatic Data Processing, Inc., on its £200 million acquisition of Kerridge Computer Company and the subsequent reorganisation of ADP's pan-European dealer services business. The £245 million acquisition of Earls Court and Olympia by St James Capital and Nomura International stands out too.

Most challenging job you've ever done?

It's difficult to single out the toughest deal but my most demanding week at Wragge & Co started with a 55-hour closing meeting which, among other things, involved the negotiation of an internet peering agreement (back in the days when a lot of people didn't know what the internet was) and ended with a corporate partners' conference that I was chairing. In between, I had another closing and a dinner to host. I was quite tired by Friday night!

What about outside the UK?

I have worked on many cross-border deals, but the most international transaction I have ever worked on was the sale of a pan-European IT services business headquartered in Denmark with subsidiaries in France, Germany, Italy, Spain and Norway. My client, the seller, was a US corporation. The buyer was another US corporate, but the parties selected English law as the governing law.

An example of your great client service?

Introducing clients to possible candidates for vacant in-house legal positions is something I try to do wherever possible - the most recent example is now European general counsel of a substantial US client. It creates a lot of goodwill, saves the client a recruitment agency's fee and may well result in the client recruiting a more suitable candidate. We also try to look for deals to take to clients - possible acquisition targets or buyers for non-core businesses.

Best example of a creative legal solution?

My first instinct is always to look for a commercial solution to a problem, rather than a legal one (if you're acting for a buyer, a price reduction is better than an indemnity!). But the governing law and jurisdiction clauses on the Danish deal is high on my list of creative legal solutions. The clients were desperate to keep any dispute out of the Danish courts!

How do you get under the skin of a client's business?

I spend time with my clients, even if it involves travelling thousands of miles to see them. Although I work with a team, I always ensure I stay close to the detail. I see a large part of my job as filtering that detail for the points that really matter to the clients. Presenting that advice in a way that makes it easy for them to reach the right decisions and, when appropriate, helping them make those decisions.

What's your single greatest contribution to Wragge & Co's corporate responsibility?

I am a trustee of The Severn Trent Water Charitable Trust Fund and chairman of Auriga Services Limited, which administers its activities and those of several other charities. I also cycle to work. It's good exercise and beats sitting in traffic jams!

What's been written or said about you that you're most proud of?

Ron Workman, Vice President, Corporate Development, ADP Dealer Services said the following of my work on a substantial acquisition:

'On behalf of the ADP team and myself, I would like to reiterate our thanks and gratitude to you and your people for all the diligent, hard work produced to successfully execute this opportunity. I truly feel your approach and demeanour towards both ADP and the da Vinci folks displayed a level of professionalism and maturity which I have rarely experienced with an outside firm. You have an outstanding team. Without a doubt, I believe this deal would not have executed as smoothly without your experience and guidance. Also, you have a unique creativity which I rarely find outside of my in-house partners. I would highly recommend you and your people to assist in another ADP venture at any time, any where and with any organization.'

Alerts

24.10.11

Open Public Services: to mutualise or not to mutualise?

'Mutuals' is a hot topic at the moment - think Post Office and Audit Commission.

17.12.10

Company names: a cautionary tale

Changing a company's name is a simple task in legal terms; it normally requires a special resolution and a small fee paid to Companies House. But logistically a name change can be an enormous exercise. So, if it is rejected by Companies House, a huge amount of wasted cost is likely to be incurred.

10.03.10

Former directors who set up in competition: the first post-Companies Act 2006 case comes to light

A transcript has just been released of a company law case decided last year: Thermascan Limited v Norman.

25.09.09

A new corporate landscape: company formation, administration and procedures from 1 October 2009

On 1 October 2009, the remaining provisions of the Companies Act 2006 come into force (except for a handful of provisions which have been the subject of second thoughts and further consultations).

09.06.09

Shareholder rights

Although the Companies Act 2006 is not even yet fully in force, some of its provisions are already to be amended.

25.03.09

Between a rock and a hard place? The predicament of the nominee director

Nominee directors play a pivotal role in business. Yet to explain the legal status of the nominee director is far from straightforward. Certainly it is a job made no easier by the Companies Act 2006.

11.03.09

Companies Act 2006: provisions coming into force on 1 October 2009 - part 2

October 2009 will see the final round of implementation of the Companies Act 2006. This will bring to an end almost three years of changes in company law.

05.02.09

Don't take shortcuts: Ensure your deeds and documents are properly executed

Proper execution of deeds and documents is of absolutely fundamental importance. It is even more so in the current economic climate when parties, including insolvency practitioners, may seek to avoid legal obligations.

05.09.08

More Companies Act 2006 provisions coming into force

 On 1 October 2008, a further series of changes to company law will come into force as a result of the implementation of parts of the Companies Act 2006.

25.04.08

Corporate governance issues for UK subsidiaries of international corporates

The UK is home to many international businesses, including subsidiaries of overseas parent companies. Yet, corporate governance issues affect all companies within any group, not just the parent.

26.03.08

Money laundering: new and wide-ranging registration obligations

From 1 April 2008, extensive new registration obligations will be introduced by the Money Laundering Regulations 2007. These apply to Money Service Businesses, High Value Dealers, Trust or Company Service Providers and Accountancy Service Providers.

07.01.08

Companies Act 2006 - are you ready for 2008?

During 2007, we issued a series of briefing notes summarising the major changes in company law introduced by the Companies Act 2006 (CA 2006).

06.09.07

The Companies Act 2006 : What's new (from 1 October)?

The largest chunk yet of the 1,300-piece jigsaw that is the Companies Act 2006 is set for completion in just under a month's time.

10.04.07

Companies Act 2006: Takeovers, offers to the public and miscellaneous provisions

This briefing note should be read in conjunction with our earlier briefings, 'Companies Act 2006: Introduction and background' and 'The Companies Act 2006: What's new?'.

04.04.07

The Companies Act 2006: What's new (from 6 April)?

The Companies Bill received Royal Assent on 8 November 2006 and is now the Companies Act 2006. The second commencement order made under the Act was laid before Parliament on 8 February 2007, approved last week and published today.

02.04.07

Companies Act 2006: Constitution, capacity and execution of documents

In this briefing, we consider some of the main changes that the 2006 Act will make in relation to companies' constitutional documents, corporate capacity and rules for the valid execution of deeds and other contracts.

28.03.07

Companies Act 2006: Capital maintenance and reduction, financial assistance and distributions

The Act includes a provision to clarify the law in relation to distributions in kind (ie a dividend paid by the transfer of assets rather than in cash) and specifically to remove doubts arising from the case of Aveling Barford v Perion.

20.03.07

Companies Act 2006: Accounts, auditors and websites

In this briefing, we consider some of the main changes the 2006 Act will make in relation to company auditors and company accounts, including the use of websites to publish accounts or related member concerns.

13.03.07

Companies Act 2006: Share capital and members' rights

In this briefing, we consider some of the main changes that the 2006 Act will make in relation to companies' share capital and the exercise of rights by members.

07.03.07

Companies Act 2006: Members' meetings and resolutions

In this briefing, we consider some of the main changes the 2006 Act will make in relation to company meetings and resolutions of members.

06.03.07

Companies Act 2006: Directors and secretaries

In this briefing, we consider some of the main changes the 2006 Act will make in relation to company directors and company secretaries.

14.02.07

Companies Act 2006: Introduction and background

This is the first in a series of briefings on some of the more significant detailed provisions of the new Act. It considers the origins and background of the legislation and sets the stage for further notes on various detailed aspects.

14.02.07

Companies Act 2006: Electronic communications and public company shareholdings

Although the vast majority of the Companies Act 2006 is not yet in force, some of its provisions came into force on 20 January 2007.

01.02.07

Companies Act 2006: Business as usual?

The Companies Act 2006 marks the first comprehensive reform of UK company law for decades. Between now and October 2008, it will gradually replace the Companies Act 1985, (which in the main consolidated earlier legislation, with few significant amendments)
 

Press releases

30.11.11

Wragge & Co wins Birmingham Science Park Aston as a new client

Wragge & Co has been appointed sole, full service legal adviser to Birmingham Science Park Aston, one of the UK's leading science parks, following a competitive pitch.

01.03.10

Wragge & Co boosts City credentials with partner hire

Wragge & Co LLP has appointed a new partner, enhancing its corporate finance and private equity capability. David Marshall has joined from Travers Smith; the first in a series of new hires to expand Wragge & Co's City-based corporate practice.

03.09.08

Wragge & Co appoints Bijan Sedghi as new corporate partner

Wragge & Co LLP is appointing a high-profile new partner to its Corporate group. HBJ Gateley Wareing Chairman, Bijan Sedghi, is joining the firm later this financial year.

 

Published articles

02.03.11

Company and business names: don't get caught out

There are relatively few statutory restrictions on the names that can be used by businesses in the UK. This is certainly true in comparison with the large number of names that cannot be used because they are protected by intellectual property rights. 

 

Search for lawyer