< PreviousQUARTERLY Q/4 – 2019 1919 Mannerheim’s Divorce Marshal of Finland Gustaf Mannerheim was a client at Dittmar & Indrenius in the early decades of the 20th century. D&I represented Mannerheim in the court sessions for his divorce. In 1892, Mannerheim had married Anastasia Nikolajevna Arapova. She was a Russian aristocratic lady, a general’s daughter. The marriage had ended in unofficial separation in 1902 and, a year later, Anastasia “Nana” Mannerheim had moved abroad with the couple’s two children. Mannerheim’s intention to marry Miss Kitty Linder had been stated as the reason for divorce, but such a marriage never took place. The court considered it to be established that Anastasia Mannerheim had, “out of spite and sullenness run away” from her spouse and travelled abroad, with the intention of not returning to live with him. The court granted a divorce pursuant to Chapter 13, section 4 of the Marriage Code. The ruling was not appealed. 1945 A Break-In at D&I On Sunday evening, 11 March 1945, the night watchman at the Kluuvikatu 3 office building noticed signs of a break-in on the door leading into the offices of Dittmar & Indrenius. Investigations revealed that the crime had been committed on the same day at some time between 4.30 p.m. and 6 p.m. The glass of the office door had been smashed using “a hard object”. From a metal filing cabinet, “the crooks” had stolen 16 bottles of various spirits, punch, cognac and liquor, a large number of cigars and American cigarettes, tea and coffee and, among other things, ‘Soletter’, Swedish saccharine tablets used as a sugar substitute, as well as a box of Swedish apple purée. In addition, a gilded pen and a Browning pistol, including bullets, were stolen. ACT II · 2019 CELEBRATION “Shaking Hands with Past, Present and Future” The second act of the night was a celebration on the “Piazza Musicale” in the centre of the three long tables. Everyone gathered around the two grand pianos, black and white, positioned opposite to each other like eternal signs yin and yang. “Place your bets, ladies and gentlemen”, we said as the two Finnish piano maestros, Mr. Lenni-Kalle Taipale and Mr. Iiro Rantala walked across the piazza to the stage. A one-of-a-kind celebration, a battle of maestros followed, leaving everyone elevated! It was a tie, pareggio.-120 Years of Thinking Ahead-QUARTERLY Q/4 – 2019 ACT III · 1899 LOGBOOK “120 Years of Thinking Ahead” The last act of the night was about the beginning and turning back time. Mr. John Dittmar kept a personal logbook of firm-related matters until he retired. The entries were short and strictly business, typically describing briefly a client matter’s outcome. We closed the evening with a Finnish actor Mr. Nicke Lignell walking around the dinner tables and reading us old D&I stories, some of them direct excerpts from John Dittmar’s original logbook. In the end, Mr. André Noël Chaker performed a unique version of Finlandia, composed by Jean Sibelius in 1899.-120 Years of Thinking Ahead- 1917–1918 Supplementary Allowances in Expensive Times Due to the massive rise in the cost of living caused by the World War, the payment of supplementary allowances in expensive times to the personnel begins. During the year, there were riots and strikes and a general strike that lasted three days in November. Law student Leo Öller, who worked at the offi ce, was lost to military service after the red revolt began. 1908 The Unskilled Typist D&I hired its very fi rst typist, whose task it was to type up handwritten documents. Alas, her employment only lasted for one summer as it became clear that she did not have the experience required for the job, nor the technical skills. 1900 Case Pappkoff In June, Mr. Indrenius represented a young student in town court. Vladimir Pappkoff, District Secretary of the Sveaborg Harbour Board, had brought charges because of a violent attack committed by the student while he was drunk. One night, towards the end of May, when Pappkoff rode in his carriage past Pohjoisesplanadi 9, a group of students had greeted him by swinging a walking stick. Pappkoff had interpreted this as a violent and threatening incident. During the processing of the incident, the students explained that they had mistaken Pappkoff, sitting in the carriage, as one of their fellow students because he was wearing a white cap. 1899 The First Offi ce The fi rst offi ce was at Emanuel Indrenius’ home at Kirkkokatu 4, Helsinki. In the summer of 1899, the offi ce moved to Unioninkatu 30 but it was not until the next year that John and Emanuel installed electric lights and acquired a safe. The most beautiful building in Helsinki, the Grönqvist House at Pohjoisesplanadi was built already in 1883. D&I moved to the Grönqvist House in 1978.QUARTERLY Q/4 – 2019 Watch a video from D&I 120th Anniversary Dinner-120 Years of Thinking Ahead- During the night we enjoyed one-time-only performances reflecting the past, the present and the future. “QUARTERLY Q/4 – 2019 New Partner at D&I: Gabrielle Dannberg TRANSACTION POWERHOUSE Gabrielle Dannberg joins Dittmar & Indrenius’ partnership in January 2020. P16 Gabrielle Dannberg is a respected practitioner focused on complex domestic and cross-border M&A and private equity transactions. Clients praise her especially for her pragmatic solutions and strong project management skills. Q: What keeps you busy right now? Right now I’m working on a good mix of transactions, including a sell-side asset deal involving a well-known Finnish brand, a data and IP intensive high tech buy-side deal and an MBO of a Nordic group. Although certain things repeat themselves in every deal, no deal is like the other, and that keeps this job interesting. Q: What kind of leadership qualities would you like to be respected for? Since the start of my career, my goal has been to be someone who is easy to work with, and that’s still my goal. I believe in being one member of the team. As a leader, I would like to be respected for being motivating and fair. Q: The best career advice you ever got and that you will pass on? Never stop learning and asking. Explore and keep an open mind to new things and questions. Bravely be yourself and express your opinion. My own motto has for a long time been to work hard and be nice to people – cliché or not, it’s simple and effective, and a good piece of career advice. Q: Share a D&I culture secret? One D&I culture secret lies in the fact that we know each other on a personal level, which makes it easier to deal with big questions and provide stellar advice to our customers. Actually knowing your colleagues obviously makes work more fun, too. Q: Had you not become a lawyer, what would you be doing today for a living? I would probably have become an architect. I enjoy beautiful and well-designed spaces. I suppose there is some resemblance to what I do today – an old partner who taught me many tricks of the trade during my first years at D&I, always talked about contractual lawyers as the architects of their agreements. From an associate’s perspective, Gabrielle is one of the best to work with – both professionally and as an individual. She gives a lot of responsibility but she is always there to give us support and guidance. She always requires excellence but with her sense of humour, empathy and unparalleled team-spirit, she’s a unique lawyer and the kind of colleague and leader I definitely look up to. Valtteri Tapala, Associate I couldn’t be happier to welcome Gabrielle to the D&I partnership. With her fantastic personality, broad expertise and project management skills, she has become the trusted advisor of many of our long-term clients in a manner which I admire. In addition, she is highly respected by all our seniors, her peers and juniors within D&I. She is an embodiment of our culture and core values, which are key at D&I. Anders Carlberg, Managing Partner-120 Years of Thinking Ahead- I am very excited to take this step at D&I. I truly believe in this firm in which I’ve grown up professionally. “QUARTERLY Q/4 – 2019 Creating Sustainable Value IN FOCUS On November 26th we organised a seminar “Creating Sustainable Value” for a full house of guests on sustainability as a strategic choice and mode of operation in business and the evolving legal framework relating thereto. P18 Minimum Level We started with looking at sustainability strategies and actions that go beyond compliance with evolving regulations. All agreed that applicable hard laws and regulations set the minimum level but the minimum level is not enough to survive, nor thrive through differentiation. When discussing EC taxonomy and other regulative initiatives, the panelists agreed that regulation as such is necessary for preventing the negative impacts that companies have on their environment in a broad sense. The better the regulation and the clearer the legal framework overall, the easier to report and the easier to compare and evaluate companies. What is good regulation then? Neutral, long-term, transparent, consistent. Like any business decision, regulation should always have a clear objective, a target. However, it was pointed out that the relationship between regulation, practical consequences of complying with it and the following business decisions that would have the intended impact on the common good is not always self-evident. All panelists agreed on the importance of thinking ahead and organising internally in a manner that The panelists Simo Honkanen, Senior Vice President, Sustainability, Public Affairs, Communications and Brand at Neste Corporation Kari Lautjärvi, Partner, D&I Michael Ristaniemi, Vice President, Sustainability at Metsä Group Eeva Salmenpohja, Vice President, Public Affairs, Kesko Henrika Vikman, Managing Director, CEO at Nordea Funds-120 Years of Thinking Ahead- supports being awake to the legislative initiatives. It was seen extremely important to be involved already in the white paper –phase in initiatives that may impact investments that are typically made for long periods of time. Adapting to Change In today’s world of business, sustainability is a much wider concept than it was 5-10 years ago. It used to be enough to talk about emissions and the company’s initiatives to lower them. Today the thinking goes beyond environmental and is also about social and governance . How to balance various sustainability initiatives on all fronts: E, S and G? How to organise responsibilities, reporting lines and operative decision-making? How to identify new possibilities and make sure that innovation power within the company is used correctly? How to build a company culture that supports sustainable decision-making? There was a strong consensus on sustainability being integrated with all business operations and on how sustainability should be the mandate of the entire organisation. However, everyone agreed that it begins with the leadership and especially top management, legal function included. In the context of digital transformation, it’s not only about technology but about people. Similarly, making existing products and services more sustainable may be enough for adapting with the times but “pre-sustainability mind-set” will not be enough for companies to thrive. People want to be employees and customers of companies that are acting responsibly in all fronts. Investors want to invest in industries and companies where people want to be employees and customers. The Greta Thunberg phenomenon, social media and the increasing role of consumers as stakeholders have had and will continue to have an immense impact on the companies’ strategic choices and mode of operation. From the legal point of view, one of the key questions is the extent to which company’s management should and is allowed to consider the interests of other stakeholders as they seek to promote the interests of their company and its shareholders. To continue these discussions, the panelists will convene for a Part 2 of “Creating Sustainable Value“ -seminar during Q1 2020. The company’s stakeholders and wider operating environment are increasingly relevant to determining what constitutes the most appropriate approach to ensuring the company’s long-term profi tability. In this context, the purpose of a company to generate profi t can be considered a normative goal that sets an objective for the management but it does not determine the means for achieving it. According to Partner Kari Lautjärvi, in order to promote the interests of the company, the management must continuously develop the company’s business and thus ensure its long-term viability, which in turn enhances the company’s ability to generate profi t. In this context, the management must operate in accordance with the principle of sustainable development and in line with all aspects of its corporate social responsibility commitment. According to Lautjärvi, the title and contents of the Limited Liability Companies Act 1:8 should be clarifi ed so that in addition to the management’s duty of care, their duty of loyalty is separately written into the law. This would not only clarify the two-parted nature of the management’s duties, but it would also highlight the duty of loyalty principle even more as an independent general principle of the Limited Liability Companies Act. Additionally, more detailed contents of the duty of loyalty, what it protects and especially the contents and scope of the corporate benefi t should be defi ned in the law itself being changed or in its preliminary work. In this context, the tangible connection between the duty of loyalty, the going concern principle, and the corporate social responsibility could be more clearly expanded upon. Please refer to Kari Lautjärvi’s article (“Vastuullisuus liiketoiminnassa”) in DEFENSOR LEGIS Law Journal 4/2019, published by the Finnish Bar Association.Next >