JP is a tech-savvy corporate and commercial lawyer with a wide range of connections and interests. JP represents start-ups, scaling businesses, venture capital, co-founders, and platforms across all kinds of sectors and inventions. His clients are mainly located in London, Bermuda, Bristol, and Belfast. Over the past 20 years, JP has been Chief Legal Counsel to a Fin Tech open banking App, Company Secretary to 20 different companies, Non-Executive Board Director and Data Protection Officer (DPO) implementing GDPR solutions. Outside of law, he is a founder of tech forum Origin Circle, a Judge on the Ulster University Shark Tank, and is a patron of the global competition the Start Up World Cup.
JP works across three core legal services: Corporate, Commercial Technology, and Data Protection and Privacy law. His corporate law work includes venture capital, fund raising, M&A, reorganisations, shareholder agreements and share option schemes. Within commercial and technology he advises on Saas, Paas, fin-tech, open banking, app development, API licensing, and mobile operator agreements, and his data protection specialisms include GDPR toolkits, privacy notices and data sharing agreements.
JP can be relied upon to clearly understand the brief and give good pertinent legal advice and wise counsel.
Catherine Mason
Chief Operating Officer of Spire Healthcare PLC (former CEO of Allied Healthcare)JP is a first-class corporate and commercial lawyer. He inspires confidence, builds consensus and gets the deal done.
Gerry Carlile
Director/Owner, Evolve Communications & Public AffairsJP brings a high degree of commercial acumen, combined with a rigorous approach. This greatly adds value in a complex organisation requiring both attention to detail and pragmatism both of which JP has in abundance.
Derek Wilson
Head of Mortgage Strategy, First Trust BankJP is a master tactician, a fantastic lawyer, and a very personable professional.
Patrick Anderson
Chief Financial Officer, Translink Group and Non-Executive Director with Mutual EnergyI have always found JP to be professional, well organised and extremely thorough in his approach to complex issues – an extremely capable solicitor.
Martin Pitt
Partner at PwCJP is legally astute and tactically aware – a truly trusted advisor.
John Trethowan
former Chairman of Progressive Building Society, now Non-Executive with SONI/Eirgrid, and also Credit Review Officer for the Irish Prime Minister
Expertise
Corporate Law
- Shareholder & Investment agreements for seed, series A, crowdfunding and private equity deals
- Articles of association
- Business reorganisations
- Asset purchase agreements, share sales and vesting
- Share option schemes (EMI & CSOP)
- Share capital reductions, forfeiture, and buy-backs
- M&A work plus support on resolutions, minutes, data-rooms, due diligence and company secretarial
- Corporate governance policies & handbooks
- Directors’ legal duties
- D&O indemnities
- Whistleblowing & bribery programmes
- Non-Executive exits and appointments
Commercial Technology
- Force majeure and frustration of contracts from COVID-19
- Software as a Service & Platform as a Service
- Commercial contracts (including master services agreements and licence agreements)
- Reseller, franchise, supply and consultancy agreements
- End-user licences
- Website terms and conditions
- Whitelabel & API contracts
- Fin-tech & open banking
- Telecoms, mobile network operator agreements (MNO & MVNO documents)
- Software & application development agreements
- Sandbox terms and conditions
- Procurement & tendering
Data Protection & Regulation
- GDPR compliance toolkits
- Privacy impact and data protection impact assessments
- Data breach procedures and investigations, and regulatory ICO enforcement
- Privacy policies & privacy notices
- Records retention & disposal advice
- CCTV policies & consent forms for use of image rights
- Data sharing, data processing and electronic marketing
- “Lawful basis” reviews
- Subject access requests & freedom of information
- Chief Information Security Officer & Data Protection Officer support
- Airport, water, transport, gas, electricity & energy regulation
- Brexit support to Irish & UK governments
Experience
Corporate
- Undertook a corporate restructure of Translink Group including bus, rail and networks businesses.
- Advised on a state-of-the-art £105 million manufacturing joint venture with a Spanish rolling stock company.
- Undertook a recapitalisation and re-domicile transaction for a major Danish fund in its relocation of a core business from the USA and Mexico to London.
- Advised upon implementation of Enterprise Management Incentive (EMI) share schemes and Company Share Option Plans for several clients.
- Implemented share buy-backs, share forfeitures and reductions of share capital for several companies who have exited various directors and shareholders.
- Advised Boards on directors’ appointment terms, voting rights, Directors & Officers (D&O) indemnities and crafting bespoke articles of association for different scenarios.
- Advised on crowdfunding platforms and their terms and conditions of fund-raising.
- Drafted shareholders’ agreements and investment agreements for seed-rounds, series A and private equity transactions for UK growth companies (such as Tech Nation supported companies).
- Created several corporate governance handbooks and training programmes covering directors’ duties, anti-bribery programmes, whistleblowing investigations, fraud and risk management.
- Advised on a £2m investment for a media business.
- Advised on £5m investment into a financial comparison site.
- Advised on a £500k venture capital funding from Tech Fund and its new fund-raising in 2020 from a range of funds.
- Advised on the liquidation and exit of a shareholder from a £28m investment from private equity.
- Advised on a £10–20m Series A fundraising.
- Advised on a £1m investment from a VC company and others.
- Advised on a portfolio equity stakes in 6 startups to be made by a new model of accelerator.
- Advised an Isle of Man-based international business and its shareholders in relation to potential unfair prejudice and employment matters arising in relation to settling with a departing shareholder founder and employee.
Commercial Technology
- Negotiated dozens of software-as-a-service and platform-as-a-service-agreements (Saas & Paas) for fin-tech and reg-tech companies with a global reach (such as Moneyhub and AuditComply).
- Designed consultancy, sponsorship, collaboration and supply agreements for E-Sports clients, the 2012 London Olympic Games Organising Committee, the 2013 G8 Summit in the UK and the 2014 Commonwealth Games organisers.
- Designed contract and income payment structure for a £100 million smart ticketing system for a national transport network, including protecting IP, novations, user licences and assignments.
- Drafted, negotiated and implemented a £10 million+ Wi-Fi service agreement for a national communication network
- Advised as deputising General Counsel for Southern Cross Cables in New Zealand on capacity and supply agreements and have attended key board and shareholder meetings in Bermuda.
- Advised several telecoms clients on contracts between mobile network operators (MNO), mobile virtual network aggregators (MVNA) and mobile virtual network operators (MVNO).
- Acted as procurement panel adviser on over 400 contracts worth in excess of £1 billion (including PQQ, ITT and BAFO for a new £200m Transport Hub and a pioneering hybrid-electric fleet of vehicles worth £90m).
- Designed purchase and licence terms for IT hardware and software including negotiations with BT, Microsoft, Ingenico, Parkeon and BT. Provided creative escrow solutions for source code access.
- Advised on distribution, consultancy, franchise, reseller and agency model agreements for F45 Gym’s European expansion, for Decision Time’s boardroom software, and Anaplan’s financial management software (through Bedford Consultancy Services).
- Successfully defended the All-Island regulator from commercial challenge by a US power generator in a commercial contracts case worth £260 million (one of the highest-valued contract disputes ever in a Northern Ireland court).
Data Protection & Regulation
- Acted as Chief Information Security Officer (CISO) and Data Protection Officer (DPO) for 8 utility companies (for more than 3 years) – which required creation of privacy policies, data processing addendums, cookie policies, website terms, consent forms, and a GDPR compliance toolkit.
- Advised on privacy and image rights for several media platforms and video producers (included privacy impact assessment and controls over the right to be forgotten).
- Provided GDPR training for several clients alongside the Information Commissioner (ICO).
- Designed data breach protocols for clients to use in the event of data-leaks / cyber breaches.
- Advised on over 300 data subject access requests, social media postings, freedom of information requests, environmental information requests, and privacy impact assessments.
- Project managed 2-year plan and a team of more than 80 employees in designing and implementing a Counter-Fraud and Anti-Bribery strategy.
- Co-designed the commercial bidding code and underpinning regulatory legislation for the Single Electricity Market and its regulatory boards in Northern Ireland and Ireland.
- Represented Great Britain and Northern Ireland regulators at key European Council meetings where energy liberalisation directives were passed into law.
- Wrote several regulatory licences and conditions for regulated entities in the water, transport and energy sectors.
- Advised on airport slots co-ordination and regulation for the UK.
Please note: The experience list above may include examples of work completed prior to joining Keystone Law.
Recognition
Recognised by The Legal 500 for Corporate and Commercial: M&A Smaller Deals £10M – £100M (2023-2024)
Insider Dealmaker of the Year Awards – Winner 2022-2023 for deals under £2.5m
Recognised by the Legal 500 2020 for Northern Ireland: Corporate and M&A
Recognised by the Legal 500 2018 for M&A up to £50m and Northern Ireland: Corporate and Commercial
Participated in the Irish Prime Minister’s Civic Forum on Brexit (at his invitation), and have been a trainer / public speaker at events held by the Institute of Directors, Whitehall officials, and others.
Certificate in Corporate Governance from the Institute of Administrative Management, full member of the Institute of Directors, and affiliate member of the Institute of Chartered Secretaries and Administrators.
Career
JP qualified as a solicitor in 2003. Prior to joining Keystone Law in 2017, he worked at the following firms:
- Translink Group
- Clifford Chance
- Arthur Cox