Following Natura &Co’s 2020 acquisition of Avon, Hande Karakulah, the former Executive Director, Legal for TMEA at Avon, became the General Counsel, Turkey Middle East Africa at Natura &Co, marking a considerable expansion of her role.
CEEIHM: Your role has seen quite an expansion in terms of the scope of your responsibilities in the last year. What brought on this change and how has your role changed specifically?
Hande: Natura &Co, a Brazilian beauty company, acquired Avon at the beginning of 2020 – it closed the deal on January 3, 2020. With Avon's inclusion, the company became the 4th largest pure-play beauty group in the world, and, as we like to say, "for the world." Once the deal was closed, integration kicked off and it was decided the legal function was going to be the first functional team to be integrated. As a result, around May, the General Counsel of Natura and sister brands came together and a cluster of GCs was appointed to provide legal services for their regions as a whole. As to my role specifically, I took over the Turkey, Middle-East, and Africa (TMEA) cluster, where we have The Body Shop and Avon brands operating. Formerly, Avon was present in 21 countries, while The Body Shop 17. Combining the two, I am now looking to cover 25 jurisdictions.
CEEIHM: What new jurisdictions are you responsible for now as a result of this organizational jurisdiction and how challenging was it to incorporate these new responsibilities in your work?
Hande: It depends on how you look at things when we talk about the expansion of responsibilities. Yes, four jurisdictions – Bahrain, Kuwait, Qatar, and Jordan – are completely new to me but that is not the real challenge in my view. The geographical expansion is easier to cope with than the industry one. In my mind, yes, I am covering four new countries, but the real challenge is incorporating the 17 new internal clients that are The Body Shop operations.
Yes, they are both beauty companies but the two – Avon and The Body Shop – are very different businesses. Avon operates using direct sales channels, something that, by now, I am very used to working with. The Body Shop operates as an omnichannel retail brand, which meant I had to learn how the retail industry worked in order to cater to that side of the business.
On top of it all, The Body Shop works in a franchise model in my region – another completely new element for me, meaning I had to adapt and learn about how franchise agreements are structured, understand how the franchise holders interact with the brand owners, and so on. The first couple of months were daunting coming up to speed while putting out fires and addressing COVID-19-related questions from my old Avon clients and my new The Body Shop ones, and even from the franchise holders.
CEEIHM: Is your legal team responsible for providing advice to franchise holders as well?
Hande: No, but it can be good business to help out. In some instances, such as questions pertaining to the franchise agreement coming up, it is obvious that you need to offer support but even if it is not something as directly linked to your company you may want to be helpful.
CEEIHM: How did you go about inducting yourself into these new businesses?
Hande: The first natural step was to meet the business people from The Body Shop. I thought of it like the first few days when being hired by a new company – you walk around introducing yourself and try to get your bearings as to what is going on. It was critical to try to understand their expectations and needs and even to simply introduce ourselves to each other to lay the groundwork for our working together.
CEEIHM: What about in terms of legal matters? How do you induct yourself into a new jurisdiction?
Hande: That, as I mentioned earlier, I find to be less of a challenge. Even prior to 2020, Avon undertook a heavy market expansion over the last few years which translated into an expansion of my role in terms of adding new geographies a rather common occurrence. Also worth noting, there were no in-house legal sources based in TMEA for The Body Shop so it was more of a matter of simply relocating primary responsibility for the in-house work of that side.
As to how we familiarized ourselves with these new countries and operations, we simply worked with the existing in-house team and also their external lawyers that The Body Shop had been working with for years.
CEEIHM: That leads to the natural question of how you go about identifying the best external counsel in jurisdictions you may not have worked in prior?
Hande: In part because of our past expansion, I did get a chance to become quite familiar with lawyers across the region. Similar to CEE, there are networks of lawyers within which, once you get in touch with one, they are more than happy to link you to new markets.
We usually look to identify three alternatives between which to make a final choice: one from a referral like I described before, one from the local business, and one leveraging our own network – we work a lot with DLA Piper and The Body Shop does the same with Baker McKenzie so we simply turn to them and ask if they can cover a new country or recommend someone on the ground. Unfortunately, it is a challenge in some jurisdictions, and language can be a real barrier but, between these three directions, we usually identify at least one firm, even in jurisdictions where we have a hard time finding legal support.
CEEIHM: What advice would you give to any General Counsel who is looking to expand his role in terms of regional coverage?
Hande: First, be genuinely excited about it. Looking at my past week alone, I had to deal with a new distribution agreement in the Middle East, legal market search in Mozambique, tax structures in Sub-Saharan Africa, and strategic litigation in Egypt – to name just a few. I think, on average, I look at matters related to at least three jurisdictions daily and that variety can easily get overwhelming but if you are an intellectually curious individual, you should take a leap at any opportunity to add new jurisdictions to your role. I personally think that this kind of variety is the biggest gift I could get professionally since it helps me constantly learn new things and grow – both as a professional but also as a person. I am so happy that I was given the opportunity to take on such a role and work with multiple countries.
Second, try to avoid the Superman Syndrome. We, as lawyers, tend to sometimes believe that there is a magic wand we can wave to fix everything and make something perfect. I've learned to not try and be a savior when nothing needs saving. A regional role will keep you busy enough without you trying to take on absolutely everything you think may be broken and requires fixing. I am naturally not talking about ignoring compliance breaches, I am simply encouraging you to not overstep just because you think something could be perfect. Really, perfection can easily become the biggest enemy of good. If you find yourself in a craze of constantly pursuing perfection – the perfect position in an argument, the perfect draft of a contract, the perfect state of a system, you'll lose sight of the larger picture. It's an easy trap to fall into if you are not self-aware enough.
This article was published in issue 1.2 of CEE In-House Matters. The full edition is available here in pdf format, here in e-reader format, and here in electronic format.
