In Conversation With Zameer Nathani​, Senior Vice President and General Counsel, UFO Moviez India Limited

Mr Nathani speaks with Ashima Ohri on his illustrious journey in law, OTT regulations, life beyond work and much more in this exclusive interview with BW Legal World

Many Congratulations on featuring in BW Legal World’s General Counsel 100 list for the year 2020. We’d love to know about your journey so far, your most memorable experiences, and your thoughts on receiving this Award. 

I want to thank once again Business World, Global Jury Members, BW Legal World Team and Dr Anurag Batra Ji for bestowing upon me the Award for “BW Legal World’s General Counsel 100” for the year 2020.  

I started my journey in the legal profession in the year 2002 and gradually associated with a law firm where I had clients like Eureka Forbes, LG Electronics, Johnson & Johnson and other MNCs from the US and other parts of the world. I was involved as a legal professional in many collaborations and the one which I recall was a collaboration between Eureka Forbes and Taj Hotels (Tata Group) which gave rise to “Ginger” Hotels, India’s low cost, quality service, and self-management concept hotel.

One of the CFO’s of a foreign gaming company that I was advising in the law firm and who would normally compliment me for holistic legal protection and good drafting, called me in 2006, for joining Reliance Group, which was venturing into digital space like e-commerce (similar to Amazon), content (similar to Netflix), gaming (similar to Sony Computer Entertainment) etc., including movie production etc. I joined the Reliance Group heading the gaming company and gradually heading legal for all digital space businesses like e-commerce, OTT, gaming (internet and mobile) etc.  

In 2012, I had discussions with Mrs Shobha Kapoor, Managing Director of Balaji Telefilms Limited (public listed company) and joined the company to head the legal team of the No. 1 content production house, which had no. of movies and television, serials lined up and was also considering launching online content. During my tenure with Balaji Telefilms Limited, we also brought in lot of processes, timelines, and reduced litigations drastically. As Ekta Kapoor is well known for the television serials and movies, I had a great share of legal work commencing from resolving controversies and cases filed against the renowned movie Dirty Picture starring Vidya Balan (for which she received a National Award), resolving controversies surrounding objection by Karni Sena on the serial Jodha-Akbar, resolving controversy in relation to dialogue in John’s Abraham’s Shootout at Wadala by Valmiki Samaj, to defending even the famous song of Vidya Balan in Dirty Picture “Oh la la” where Saregama filed a suit against us. However, the most favourable was the landmark judgement of the Hon’ble Bombay High Court in favour of the movie name “Dirty Picture”, where the court said that the movie name “Dirty Picture” has become a brand name of Balaji Telefilms and Ekta Kapoor, and no one can make a movie using the same name. The said landmark judgement of the Hon’ble Bombay High Court was a landmark shift as no movie names were granted a “brand name” protection considering that we have “Don” of Amitabh Bachchan, Shahrukh Khan and even Don 1 of Nagarjuna.  

I received a call from Raymond Limited (public listed company) in 2014, to head the legal team of Raymond Limited. We had a common Board of Director in Balaji and Raymond, and I assumed that the opportunity would have been considered based on how series of litigations, controversies processes and compliances were seamlessly resolved and executed professionally and that there was a similar requirement at Raymond Limited towards their processes, timelines, effective strategies especially in litigations and thereby revamping the team. I executed my part of the responsibility effectively as I had a great boss, and he knew my forte. I was also privileged as the new CEO of Raymond Limited had earlier worked in Reliance Group and was known to me, as I had also got a lot of additional opportunities group-wise in Reliance like involvement in IPOs and Group legal digital projects etc. by virtue of my performance at Reliance. While in the midst of the super work which the legal team was doing at Raymond Limited, we had a dispute which hit the newspapers between Dr Vijaypat Singhania and Raymond Limited, where Mr Gautam Singhania decided that the residence at Pedder Road which was supposed to be transferred to all the family members for an amount, was not a fair amount and it was against the interest of the company. This was also put before the shareholders who rejected the proposal. As per the last update, they are the subject matter of an arbitration. On the intellectual property rights front, in spite of the brand “Raymond” being nearly a 90+-year-old brand and a globally renowned company, it had not been evaluated in the past that the brand “Raymond” should be registered as “well-known trademark” category under the law, similar to globally renowned brands like Tata, Nike, Microsoft, Coca Cola etc. We added another feather in the cap by successfully registering the brand name “Raymond” as a “well-known trademark” category under the law, which gave the brand name” “Raymond”  a complete protection against the use of the brand name “Raymond” by any one for any product or service, in line with the legal protection available to globally renowned brands like Tata, Nike, Microsoft, Coca Cola etc. The great memories at Raymond Limited is that we could become the best performing legal team in the organization, which even led to one of the oldest employees in the legal team winning for great performance award and we were also bestowed with the best legal team award by the Indian National Bar Association. I was also privileged to receive the “Alumni Achievement Award” from NMIMS Business School for achievements in leadership, processes, and organizational transformation. 

Presently, I am heading the legal team for UFO Moviez India Limited (a public listed company) since 2018. UFO Moviez India Limited was an industry disruptor as this company transformed the movie theatre business from the conventional analogue systems wherein the physical movie reels had to be carried from theatre to theatre to have the same exhibited in a movie theatre in India, which were open to issues such as gross piracy, unaccountability on no. of shows, taxation etc., to the exhibition of movies via digital prints (encrypted hard disk/ via satellite to theatres), digital projectors, digital management of theatres and even digital ticket bookings etc. which made it possible to release a movie on the same day and same time across all theatres in India and also eradicated the issue of piracy, brought accountability on no. of shows actually played by a theatre, tax accountability etc. UFO leases their high-end digital cinema equipments to theatres in India so that majority of Indian cinemas except for PVR, Inox etc., that do not have the capacity to buy and invest in this expensive digital equipment can make use of the latest digital technology available in the market at an economical price which also transformed India as a global technology compliant jurisdiction. UFO also received an award from our Former Prime Minister of India towards digital transformation including the eradication of piracy in India. The company is now also in the distribution of films business, OTT and UGC (user-generated content) platforms. It is the only company in the sector in India, which is a public listed company and has subsidiaries and affiliates in foreign countries. I was also fortunate to receive during my tenure with UFO the “General Counsel of the Year” Award from the Indian National Bar Association at the gracious hands of Justice Srikrishna, ex-Judge Supreme Court of India and Chairman, India's Data Protection Committee. I was also privileged to receive “Harvard Business School Alumni Challenge Award” for presenting a turnaround business model for a well-known global telecom giant for the future during my time at Harvard Business School. 

What do you attribute your success to? What would you say has helped you emerge as a top General Counsel in your industry?

My success is attributed to the following factors that have also helped me emerge as a top General Counsel in my industry: Focused leadership, strategy, and execution. This is very important for your success, be it career planning and development, team management, negotiations, business management, cross border relationships, litigation management, government affairs and embedding overall systems, processes, and planning to successfully manage legal and business affairs of an organization.  

What advice would you have for others who want to set off in a similar direction?

First, plan you career e.g., In 2002, in addition to other general legal practice, I could see Information Technology, IPR Practice and Arbitration/ ADR fields taking a front seat in practice and therefore, I was focussed on those fields. If you see my career in the last 20 years as above, all the above 3 fields were a critical part of my proficiency. 

Second, embed leadership skills in you. Leadership is very critical whether you are an MD, CEO, CLO (Chief Legal Officer), CFO, CIO etc. in an organization, and therefore, you must train yourself on leadership as many of the leadership position like CLO, CFO or CIOs are becoming top leaders of the company. E.g., Chief Legal Officer of Microsoft is presently the President of Microsoft, Chief Legal Officer of Zoom is presently the COO of Zoom etc. and we have many more such examples. Additionally, there is a huge demand for legal professionals on Boards of various companies due to the enhanced compliances, and companies do not want the Board to be at the centre of controversies for some executive action or decision which did not consider legal consequences and may at the time have a disastrous effect from a PR perspective as also drastically affecting stock/ share price of the company, notice from regulators etc. 

Third, collate your career with extension education. Take Indian and foreign degrees and certifications every 3 years as part of your continuing education. This will enhance your learning, skills, thought process and global knowledge of trends and work in the field. Yes, it helps in your CV too, but your focused objective is global learning and networking. 

Would you please share with our readers the array of work you handle at your organization? What is your in-house team size, and would you please allow us a little peek into your routine at work?

I take care of the legal affairs at UFO Movies India Limited, which is a pioneer, first and only public listed company in its domain in India with subsidiaries and affiliates in India, US, UAE etc. It has a policy for very strict compliances and governance. In addition to Bollywood and other regional film industries, it also caters to almost all the Hollywood studios with strict security compliance requirements and has a strict board and management that are great minds but stricter for compliance and governance at par with the best MNCs in the world. I am also part of the leadership team that meets fortnightly to review existing and new businesses. 

I contribute towards vetting, negotiating, and finalizing agreements especially with MNCs and big companies involving critical terms, notices, intellectual property rights, litigations, police/ cyber cases, government affairs, deals, legal advice of new businesses etc. My team size was 8 team members and 2 clerks, which has now reduced to a size of 5 as during the pandemic, one team member who became head of legal for an entertainment company (very deservingly), one team member has left for better prospects for career enhancement and one brilliant team member is getting married (and will shift to London). All three members have a party due on us post-pandemic as we had a great time, and we miss them. I can also say on record that I am privileged to have great a legal team that has super performed during the pandemic.

In what ways has your business sector/industry been impacted by the pandemic and the subsequent second wave? How long would it take for the industry to revive?

We have leased digital cinema equipments to theatres and they are all shut during the pandemic affecting our business drastically. Cinema theatres had started for a short time but were shut again during the 2nd wave and we expect at least 3 months for some indication on normalization.  

What have been your key learnings as the legal gatekeepers of your company from the year past and what are your predictions for the future?

Work from Home, Buy from Home and Telemedicine (the new term is Virtual Care), all indicates that, like what happened in the year 2000, Technology is going through an expedited digital transformation. I can relate it as just before the pandemic I have made a presentation on how organizations should adopt and embed digital transformation. In 2016, I had even written an article on E-Courts, e-services etc. that would result in convenience, saving money and time for government and public and we can see today how E-courts became a reality in the pandemic.  

My prediction for the future is that we have Technology, Pharma, Retail and Fintech seeing a digital transformation towards the next level with AI, ML, Blockchain and Analytics being the most important and critical part of businesses and outreach. This critical part will have to be embedded in our businesses for the success of course keeping data privacy in mind and addressing it reasonably. Social media is your new business and marketing platform, and if Twitter can be your global newspaper for narrative, businesses in future can make such focussed and concentrated platforms and legal gatekeepers will have less local and more global level legal issues to be addressed. Recently CCI ordered an investigation against a change in the chat platform’s privacy policy and remarked it included the word “including” meaning that has a wider interpretation for usage. 

Any significant legislation or decision of the top court that has been a welcome change or has been rather mistimed in your opinion.

Recently the Government came out with OTT and Social Media Regulations and this looks to me as it may be helping the industry. It will mean that instead of going to courts against OTT, Producers, Actors and Artists etc. for any issues, it will limit only against the areas (such IP rights of third party etc.) as set out in the regulations. We should remember that it all comes out in the backdrop of the Supreme Court of India’s remark on “freedom of speech subject to reasonable restriction” during the case against web series “Tandav” and the Government being flooded with complaints by citizens on obscene and other contents. It will therefore mean that these rules will basically now cast responsibility on the viewer to exercise the rights if they want to see the content and they cannot blame the content provider like OTT, Producers, Actors etc., as the law now provides you with an option to see or not see the content and obviously illegal contents can always by sued even otherwise.  

An experience, matter or person that left a lasting impression on you.

Mr. Ratan Tata, who guided me many years ago and in fact wrote back a thank you letter when I wrote to him. It showed me that leadership, in addition to efficiency and achieving goals, is about values and culture. Prof. Michael Tushman, who is presently also Chair of AMP, Harvard Business School has guided me on how competitive advantage must be nurtured and created into an opportunity. With all conviction, I can tell you that whoever has studied at Harvard Business School including renowned global leaders like Mr Anand Mahindra would have been privileged to be in the class Prof. Michael Tushman. Mr Gary Crane, my leadership coach at Harvard Business School who highlighted my leadership skills and encouraged me to take a leadership position in the organization. On the legal front, it will be Justice Mrs Pratibha Singh, who, in addition to other opportunities, gave me a distinguished opportunity to speak in a forum with Judges of the Supreme Court of India on Arbitration, and we could all witness on how Judges, practising lawyers and senior corporate counsels are aligned on dispute resolution and proving best thought process for businesses to function in an efficient legal environment. 

Company Law Departments of the future: LegalTech tools that are transforming the traditional methods of in-house legal work in India. (An optional question. Please list AI tools you are using or being used in-house for legal research, case management, contract lifecycle management, contract review, document reviews etc) 

My organization is a technology startup success story leading to a successful IPO and is a reputed brand in the industry with senior management highly respected and reputed in the industry. As a tech company, we have in-house management of legal affairs. However, considering my experience in the technology sector and being at Harvard, Stanford etc., the forward-looking statement would be that IBM Watson, AI and ML etc. will have a future role in contracting in relation to drafting, vetting, evaluation of liabilities, indemnities, compliance issues, mitigation options, and if global litigation data is available, it will also help strategize defences for future litigations and arbitrations. 

What keeps you busy when you’re not working? Any favourite book or movie/series that you'd like to recommend to our readers.

During my free time on weekends, I provide my time as Mentor, Atal Incubation Centre - NMIMS Business School (established with the support of Atal Innovation Mission, NITI Aayog) to guide the startups on leadership, strategy, execution, marketing, investments, intellectual property rights and competitive advantage. 

Apart from legal updates, my love is to read on global leadership, strategies and tech updates from well-known publication including Harvard Business Review. I see selective movies that are based on businesses e.g., the last movie I saw was on Steve Jobs and of course comedy to an extent to bring a smile to your life. The last book I read was “Experimentation Works” by Prof. Stephan Thomke, Harvard Business School. This book speaks on how your web search and other uses on the web is used for experimentation on user behaviour and which has led several companies to earn millions. It is more towards reflection on out of box thinking and moving towards precision. It is a great book with examples of great and globally well-known technology companies etc. and on the surprising power of business experiments and decisions that changed or help business transformation. In fact, we were privileged to have Prof. Stephan Thomke, Harvard Business School, for a special lecture and release of the book at a program at Taj Lands End, Mumbai (India).

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