Modern Counsel #27

At NFM Lending, LaTasha Rowe gives back to her community

by helping underserved populations secure and sustain

homeownership and intergenerational wealth P68

Rise Up and Flourish

Empowered

Our third annual Empowered issue shines a spotlight on in-house counsel who work to build diverse, inclusive, equitable cultures where everyone feels like they belong P61

Cover: Schaun Champion

Implement

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Scott Ewing on Trinity Industries’ concerted response to a multimillion-dollar False Claims Act verdict

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Sharon Linder followed her dream out of adversity and now deploys her grit and hard work at Public Storage

Feature

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Nomura’s Penny Tehrani prizes active listening, open lines of communication, and cultivating a sense of community and friendship within her team

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Altria Group’s Valyncia Saunders knows that a welcoming atmosphere can be infectious and advocates for inclusion both in and outside of the office

Cover Spotlight

Baltimore-based Schaun Champion photographed our cover star, LaTasha Rowe of NFM Lending. Champion’s work has appeared in the New York Times, Allure, Essence, the Washington Post, and Bustle, among others. In 2020 alone, her work was featured in two group exhibitions, Thin Spaces: The Invisible Work of Black Women at the James E. Lewis Museum of Art and Violet Tornado: Black Women—Beauty and Power at the Baltimore Museum of Art. Learn more at schaunchampion.com.

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Jillian Clark (Linder), Franco Vogt (Tehrani)

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Lead

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Lisa Gok leads an effective legal team that’s ready to zealously represent financial services giant Cetera Financial Group and accept whatever challenges may come

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Damian Olthoff looks to the future and digs into digital initiatives to augment the success of PROS and its customers

Pivot

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Australian Xanthe Ranger is happily established at online travel company Booking Holdings, where she has actualized a long-held dream: to live in New York City

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Joe Agusta employs his electrical engineering background to collaborate with Qualcomm’s high-tech teams, asserting and defending IP patents in worldwide litigation

Evaluate

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At Walgreens Boots Alliance, Lara Liss leverages the law to improve lives and healthcare outcomes on a large scale

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Meli MacCurdy brings years of environmental expertise to Weyerhaeuser Company, where she’s surrounded by people who share her affinity for the outdoors

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Michael Reiland (Olthoff), Amy Stern (Agusta), Jim Summaria (Liss)

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Blasting “Somewhere I Belong”

by Linkin Park,

I sing along, pausing periodically in my clapping and shimmying to ladle out a spoonful of porridge or small piece of mashed-up banana to my daughter. Surveying me with a wide, two-toothed smile, she wiggle-dances in her highchair.

As far back as I can remember, I have been someone who sings in the shower, in the passenger seats of cars, while performing chores, on long, meandering walks, and in spontaneous bursts throughout the day. Singing reminds me to breathe, to engage my core, to lose myself in an activity of pure pleasure.

Yet as much as I enjoy singing alone, I miss singing in groups, as I did for most of my life. While indulging in another favorite pastime, reading, I learned that singing in time with others reaps significant benefits for our physical and mental health. There’s something healing about synchronizing our vowels and consonants, our phrasing and dynamics. Our breath. Research has shown that in a choir setting, singers become so attuned to one another that their hearts beat in unison. Group singing taps into a fundamental human need—the need to belong.

Belonging matters in both our personal and professional lives. As we spend the majority of our waking hours immersed in work and our identities are often tightly linked with our professional pursuits, feeling that we belong at work is a sine qua non not only for our career growth and development but also for our well-being. The powerful sway that work holds over people’s life trajectories places companies in a unique position. They have an opportunity, and arguably an obligation, to nurture that sense of belonging for all employees.

The importance of an inclusive environment—with employees who share values and coalesce around a common cause, though they differ in their lived experiences, perspectives, and insights—resonates across our third annual Empowered issue. In our feature section, Guest Editor Trisha Daho and fifteen legal leaders touch upon themes of inclusion, belonging, and empowerment at work.

In choirs, many different voices blend, melodies and harmonies interweaving to create a whole that is so much more than the sum of its parts. Similarly, in workplaces, by pooling together our collective efforts, we can move forward with greater strength, resilience, and grace toward work environments that are more welcoming, supportive, and truly inclusive for everyone. United in spirit, we can raise our voices and join in one unbroken song.

Hana Yoo Managing Editor

Implement

Celebrating legal leaders’ latest efforts and achievements, including transactions, expansions, negotiations, and inclusion initiatives

Vindication

By Zach Baliva

WITH NINETY WINS AND SIXTY-NINE LOSSES, CUBS manager Joe Maddon was giving most of his starters the day off. Still, on September 29, 2017, Wrigley Field was electric. The Cubs, fresh off their World Series championship season, were poised for another playoff run. Ian Happ’s three-run homer in the bottom of the eighth inning sealed the victory for the Northsiders. But perhaps the loudest cheer of the day came from a small group of lawyers seated behind the visitors’ dugout.

Associate General Counsel of Litigation, Regulatory, and Employment Scott Ewing of Trinity Industries was watching the Cincinnati Reds on offense. That’s when his cell phone vibrated with an alert from the Public Access to Court Electronic Records (PACER) service. An opinion had been issued.

With hands trembling, Ewing clicked the notice to read the news: “For the above reasons, we reverse and render judgment as a matter of law for Trinity.” The US Fifth Court of Appeals had just thrown out a $682.3 million judgement. The panel decision was unanimous. Ewing’s group cheered loud enough to distract Cubs first baseman Alex Avila.

Just two years prior, Ewing was enjoying life as an attorney at respected Dallas firm Haynes and Boone, where he represented AT&T and other large corporations. “It was clear during his early tenure at Haynes and Boone that Scott was a uniquely gifted lawyer,” Haynes and Boone Partner Ron Breaux recalls.

“In addition to being whip-smart and willing to outwork anyone, he has this uncanny ability, through humor and good nature, to make a truly meaningful personal connection with people. That rare combination of talent was necessary to masterfully manage the outside counsel team in the Harman litigation, providing the leadership, communication, and strategic direction that ensured the successful outcome.”

As Ewing grew his expertise in litigation, white-collar criminal defense, and securities matters at Haynes and Boone, events unfolded across the country that would ultimately take him to a rail and highway products company known as Trinity Industries.

Joshua Harman, a former Trinity customer and competitor the company had sued for patent infringement, set out on a cross-country road trip in search of automobile

Scott Ewing offers a look inside Trinity Industries’ battle to reverse a $682.3 million False Claims Act judgment

Associate General Counsel of Litigation, Regulatory & Employment Trinity Industries

accidents involving guardrails. He then acquired numerous ET-Plus guardrail end terminal heads manufactured by Trinity Industries and identified five design features he alleged negatively affected the product. Harman accused Trinity of concealing these design changes from the Federal Highway Administration (FHWA).

In 2012, Harman filed suit against Trinity under the False Claims Act, a federal law that gives private citizens standing to sue companies who have allegedly defrauded the federal governments of taxpayer money. After a six-day trial in Marshall, Texas, seven jurors agreed with Harman’s claims and rendered a compensatory judgment of $175 million and treble damages totaling $525 million.

In 2013, a US District Judge tacked on $138.4 million in civil penalties and another $19 million in legal fees. Harmon stood to receive 30 percent, or $199 million of the total judgment.

The massive verdict was just the beginning. Local newspapers and TV stations covered the story. Soon, national media outlets followed. ABC News 20/20 did an exposé on Trinity, and the increased attention quickly spawned a growing number of product liability lawsuits as well as class action cases in the United States and Canada. Seemingly overnight, Trinity went from managing a thin litigation docket to facing a mountain of legal action.

While the adverse judgment alone (which was at one point believed to be the largest verdict in the 150year history of the False Claims Act) would be daunting to many companies, Trinity Industries prepared for a fight. The company hired Akin Gump Partner Sarah Teachout to manage its response. Teachout picked up the phone and called someone she used to work with during her time as a partner at Haynes and Boone: Ewing.

Ewing started out on loan from his firm and joined Trinity full-time in 2016. He describes his first ninety days as a baptism by fire, as cases and subpoenas came in “from all sides” and threatened to spin out of control. Ewing and Teachout reviewed their docket and appraised available personnel before arriving at a conclusion.

“Responding to what at that time was believed to be the largest adverse verdict in the history of the False Claims Act and dozens of related follow-on

Alayna MacPherson

Scott Ewing

Expertise Spotlight

Bartlit Beck is proud of its longstanding partnership with Scott Ewing and Trinity Industries.

Clients hire Bartlit Beck for their most important matters because of the results we consistently deliver. Bartlit Beck has been credited by the national legal press with an “unparalleled record of success” (National Law Journal ) and “unmatched results” (The American Lawyer ). These accolades, and the client outcomes that drive them, are a result of our experience, focus, talent, and approach.

Our lawyers average sixteen years of experience, and more than 80 percent are partners. In every year of the last decade, about 80 percent of our lawyers have taken or defended depositions, two-thirds have argued substantive motions, and more than half have gone to trial. At Bartlit Beck, more than one-third of our lawyers has first-chair trial experience in significant commercial litigation.

Our lawyers intensely focus on only a small number of cases at a time, allowing each team member to have command of the entire case. We believe our approach ensures better quality and results for our clients because each team member has a thorough understanding of the client’s goals and the path to success.

litigation required more than business as usual,” Ewing says. “We needed to create a dream team.”

Teachout and Ewing, with the help of national coordinating counsel Bartlit Beck, devised a new plan to put their company in the best position to win an appeal and respond to the increased litigation. They would continue to work with outside counsel, but instead of focusing on a particular firm, they’d focus on the lawyer. Instead of assigning one firm to one case, they’d ask subject matter experts from various firms to team up and tackle smaller, more focused tasks that perfectly matched their core competencies.

Ewing, Teachout, and others evaluated in-house attorneys, former colleagues, and lawyers at outside firms, assessing them on work product, processes, responsiveness, experience, and skill level. In doing so, they identified the best brief writers and expert witnesses and handpicked specific lawyers for each team.

“We essentially built one big virtual law firm composed of terrific lawyers nationwide,” Ewing says.

Brian Prestes, a partner at Bartlit Beck, serves as Trinity’s national coordinating counsel in the guardrail litigation. “Scott is an expert in orchestrating different lawyers, from different law firms, with different skill sets to all sing from the same hymnal. Scott was able to unite a virtual law firm to all march in lockstep to best serve Trinity’s interests,” Prestes says.

With the “dream team” in place, Trinity went to work. “We had to work on many things at one time, but the large adverse verdict was the sun that everything else revolved around. We had to do everything we possibly could to get that case reversed because we knew the company was not at fault,” Ewing says. Teachout, a False Claims Act attorney at Akin Gump, put together a strong appellate team and crafted a series of persuasive arguments to demonstrate why the case should never have gone to trial in the first place.

Although a jury had found Trinity liable of defrauding the government, the Federal Highway Administration, the federal agency responsible for approving and reimbursing for products on the National Highway System, did not consider itself a victim and had issued an official memorandum affirming its confidence in the ET-Plus product. Thus, after the relator’s original suit ended

in a mistrial, Trinity asked the US Court of Appeals for a writ of mandamus, which would have compelled the lower trial court to prevent a second trial from proceeding.

Although the petition was denied, the Fifth Circuit issued a mandamus opinion, which reads, “On its face, FHWA’s authoritative June 17, 2014, letter seems to compel the conclusion that FHWA, after due consideration of all the facts, found the defendant’s product sufficiently compliant with federal safety standards and therefore fully eligible, in the past, present and future, for federal reimbursement claims . . . a strong argument can be made that the defendant’s actions were neither material nor were any false claims based on false certifications presented to the government.”

Upon appeal, Trinity cited the Federal Highway Administration’s memorandum of confidence and also demonstrated that the FHWA continued to buy and use the company’s guardrail product. The argument persuaded an appellate panel of three judges to side with Trinity and dismiss all claims against the company. The court concluded that the relator could not

Helping

A Valued Partnership

Butler

ButlerSnow.com

you move forward and stay on the right track.

Snow is proud to partner with Scott Ewing and Trinity Industries as they carry on the 85+ year mission of manufacturing premiere industrial and highway products.

Nixon Peabody congratulates Scott Ewing of Trinity Industries on this well-deserved recognition, his outstanding career, and his bright future.

We are honored to know Scott and look forward to many more years of collaboration. 53 State Street | Boston, MA Nixonpeabody.com

We applaud your dedication, leadership, and strategic direction. We’re proud to call you an alumnus, client and friend.

establish that any alleged misstatement by Trinity was material to FHWA’s purchasing decisions.

In issuing the court’s opinion, Circuit Judge Patrick Higginbotham noted that the federal government would have most certainly removed a fatally flawed product from every highway in America. “When the government, at appropriate levels, repeatedly concludes that it has not been defrauded, it is not forgiving a found fraud,” he writes. “Rather, it is concluding that there was no fraud at all.”

While the reversal was a huge victory for Trinity, its legal team is still dealing with the aftermath. “Vindication is fantastic, but it’s hard to get the toothpaste back in the tube,” Ewing says. “The newspapers and primetime shows never come back to say, ‘Sorry we were wrong.’”

Still, Trinity’s caseload is headed in the right direction. Ewing, who also oversees labor and employment litigation, bankruptcy, and regulatory matters for the business, says he’s confident in Trinity’s litigation strategy. “We have a great legal team who will always stand ready to defend this company.”

The Litigator Who Could, Did, and Does

Litigation expert Charn Reid is smoothing pathways at open source software company Red Hat for a more streamlined, efficient growth experience

By Cristina Merrill

CHARN REID WAS BARELY FIVE YEARS old when he began watching the classic legal television series Perry Mason alongside his maternal grandmother, Mama Mildred. He soon became fascinated by the show’s titular character. Little did he know he would go on to enjoy a successful career in litigation.

Today, Reid is a senior attorney and business and commercial litigation lead at the open source software company Red Hat, which he joined in January 2019. The timing was fortuitous, as the company merged with IBM in July of that year.

Reid’s primary responsibility is to manage all of Red Hat’s global nonpatent litigation. Reid also wears a compliance hat. That involves conducting internal investigations and interpreting and applying Red Hat’s code of business conduct and ethics for associates in the US and abroad who want to pursue

outside endeavors. Additionally, Reid does preemptive advising for Red Hat’s lines of business and for the company’s commercial legal group.

One of Reid’s ongoing projects involved creating a comprehensive litigation process and procedures manual to make sure all processes were documented. His goal was to complete the manual by the end of 2020.

“Before I came to Red Hat, there was no one dedicated litigation person,” Reid says. “The commercial litigation function was decentralized and sat with a number of lawyers on the legal team. Red Hat saw the need to create this position and to centralize the litigation function.

“I thought it would be a good idea to have everything in one place, not just for me but in light of the growth that Red Hat is seeing and the growth that we’re likely to see in the future,” he

Charn Reid

Senior Attorney and Business & Commercial Litigation Lead Red Hat

continues. “This will make the onboarding and orientation of new legal team members more efficient.”

Reid is also working to streamline processes company-wide at Red Hat. The company encouraged Reid to speak up if he saw opportunities for improvement, which he did. For example, Reid saw an opportunity for the legal and people teams to communicate on a regular basis regarding litigation and settlements. He got the idea when a colleague on the people team approached him to approve a settlement.

“We could get through the process of approving that settlement, but we agreed that we could do that a lot more efficiently, so we’ve worked together with the people team to change the process and increase our communication and our collaboration to make our partnership even better,” Reid says.

“We keep in touch and have regular biweekly meetings to talk about issues and matters that are in the pipeline that may potentially turn into litigation, or that may be close to settlement.”

Reid can track this love of streamlining processes to the early days of his career. After obtaining his bachelor’s degree from Duke University and prior to attending law school at Cornell University, Reid worked as a process analyst for Accenture, then known as Andersen Consulting. The role involved learning client processes and prescribing changes that needed to be made.

“I was twenty-two, fresh out of college, and on a plane every week,” Reid says. “That constant motion got me ready.”

After graduating from Cornell, Reid worked at Reed Smith, where he says his mentor, attorney Raymond Williams, taught him to be a good litigator. Less than nine months into his time at Reed

Jody Mahoney

The language of business.

Smith, Williams invited Reid to follow him to DLA Piper, where Reid worked on “high-stakes, high-profile, high-dollar” cases for pharmaceutical companies.

“I jumped at that opportunity, and it ended up being a huge move for me in propelling my career forward, because Raymond trusted me. He allowed me to do things that other lawyers at my seniority level were not allowed to do, like go to court,” Reid says.

In 2008, Reid opted to join Brooks Pierce, where he handled “everything that could possibly fit under the litigation umbrella” and made partner in 2013. In 2015, he moved on to Wyrick Robbins, where his trial experience helped the law firm boost its litigation capabilities.

He has brought all this knowledge and experience to Red Hat.

“My previous experiences have equipped me with a lot of tools that allow me to add value in the in-house space,” Reid says. “While I might not use every tool every day, when situations arise—and sometimes, unexpected situations arise—I’m able to contribute because of those experiences.”

Reid is excited to help lead Red Hat through its next phase and credits his family, mentors, and wife for helping him get to where he is today.

“The future is bright,” he says. “This IBM partnership is going to be huge in terms of propelling Red Hat forward and fueling even more exponential growth, and I’m excited about being a contributor to that.”

Our relationships with our clients are built on communication and collaboration.

We want to see you succeed, which means being a knowledgeable legal and business adviser.

DLA Piper:

“Charn Reid is a methodical lawyer who works in an easy and analytical way to get the job done. More succinctly, Charn is a great leader and friend with boundless potential.”

–Raymond Williams, Partner

“My previous experiences have equipped me with a lot of tools that allow me to add value in the in-house space.”

An Ocean of Data

SMART BUSINESS DECISIONS ARE BASED ON THE best available information. Trouble is, the world is positively awash in data: market trends, loan rates, stock reports, credit ratings, earnings projections, regulatory updates, and on and on.

Making sense of it all is a key function of S&P Global Market Intelligence (MI), one of the four main divisions of S&P Global, formerly known as Standard and Poor’s. The other three divisions are S&P Global Ratings, S&P Dow Jones Indices, and S&P Global Platts.

“The division essentially provides data, analytics, and insights for clients in a wide range of industries,” says Adam Marchuck, chief legal officer for the division, “including energy, finance, health care, media and telecom, academia, real estate, and many other sectors.”

And the company’s offerings continue to grow. In 2016, it acquired Trucost, which assesses risk related to climate change, natural resource constraints, and environmental, social, and governance factors. Another recent acquisition is Panjiva, a provider of global supply chain intelligence.

By Frederick Jerant

The customer-centric company is dedicated to providing the information that’s needed in the form that’s needed. “One client might ask for just raw data,” he says, “while another wants it in a more distilled and coordinated form.” The legal team provides input on contract language, intellectual property rights, regulatory restrictions, and licensing agreements. All of these can vary from one state or country to another.

“China, for example, has a complex framework; we can help our internal partners develop the proper strategy for dealing with it,” Marchuck explains. Privacy regulations are a key concern as well. “The rules for handling personal information are not entirely consistent globally or even state to state.”

MI’s legal department plays a critical role in the company’s continued growth and success, and its scope of responsibilities extends far beyond protecting intellectual property and contract language.

“My team is a strategic partner, and there are few areas of the company that we don’t affect,” Marchuck says. “We provide legal advice and guidance to our sales force, product specialists, financial staff, and many other functions.

Adam Marchuck and the legal team at S&P Global use high-tech solutions and lean processes to boost the company’s consistency and productivity

“Fortunately, we will already know how to accommodate most requirements,” he continues. “Because we’re flexible in our thinking, we can offer ways to resolve issues while adhering to a contract’s terms.”

Because of its complex responsibilities, MI’s legal group relies heavily on technology to maintain its reputation for operational efficiency.

“S&P owns Kensho, a leader in machine learning systems, and the company leverages its expertise,” Marchuck says. “Salesforce, a customer relationship management platform, lets us integrate the activities of various internal teams to help provide an excellent customer experience.

“In addition, we’ve applied artificial intelligence across the legal department to analyze many aspects of our ‘due diligence’ work in the mergers and acquisitions field,” he adds. “We use AI to streamline our creation of contracts as well.”

That process entails using existing language to create the basic framework of a particular contract. That framework then evolves through interactions with MI’s internal customers, plugging in locations, pricing the scope of services, and collecting other information.

The MI division works with numerous third-party providers, each of which has its own needs and regulations. “Fortunately, our data-rights management team ensures those requirements are met for every project. They maintain a system for each data set that enables them to work efficiently,” he says.

The department has also created a series of “playbooks” to standardize many common practices. “Repeatable issues are easy to manage, so when we encounter recurring situations, we add to our database of step-by-step procedures, including proper governance and controls,” Marchuck says. “It keeps our performance consistent and helps us mitigate risks.

“That enables even people who are not lawyers to work properly on those tasks and to respond to them correctly and consistently,” the CLO continues. “It frees our legal staff to work on the aspects of a project that truly need a lawyer’s attention. It’s helped us reduce our man-hours and costs significantly.”

All of the foregoing makes MI’s legal team a key player in developing corporate strategies. “When S&P is readying a new initiative or preparing to enter a new market, we have a seat at the table,” Marchuck says. “Because of our extensive knowledge of regulations, governance, controls, M&A, data licensing, intellectual property rights, and so on, we can help the company mitigate its risks.

“That’s the great thing about being a lawyer in a company like this one,” he adds. “We’re active in many locations and many different fields, and what we learn in one situation can often be applied in another. I feel fortunate to be leading such an amazing team of lawyers and nonlawyers. They’re all professionals, and they bring a truly collaborative spirit to everything we do.”

of S&P Global Market Intelligence

Adam Marchuck Chief Legal Officer S&P Global Market Intelligence

We at Patterson Belknap are proud of our long partnership with Adam Marchuck and S&P Global. We celebrate Adam and the entire S&P Global legal team for this well-deserved recognition.

Jingtian & Gongcheng congratulates Adam on this well-deserved recognition by Modern Counsel.

Patterson Belknap Webb & Tyler LLP is a New York City based law firm with more than 200 lawyers. Patterson Belknap delivers a full range of services across approximately 20 practice groups in both litigation and commercial law.

For more information, please visit www.pbwt.com.

Mr. Chungang Dong Partner/PRC and New York State Attorney

dong.chungang@jingtian.com

A full-service “Red Circle” law firm of China

A Breath of Fresh Air

Lorna Luebbe is environmentally minded but still finds ways to work with communities and keep customers’ energy rates low at Puget Sound Energy

By Billy Yost

AT LEAST INITIALLY, IT SEEMED LIKE SOMEONE AT Cornell should have had an educational intervention with Lorna Luebbe. As an undergraduate, Luebbe double majored in geology and economics, which, from the outside, seems to sit somewhere between neuroscience and podiatry and physical education and pastry arts in terms of finding some way to merge two disparate passions into a coherent career.

But following work as a hydrogeologist and a JD from Lewis & Clark Law School, which specializes in environmental law, Luebbe has married her two admitted “nerd loves” into eighteen years of highly effective in-house practice at Washington-headquartered Puget Sound Energy.

The assistant general counsel and director of environmental and program services brings science and reasoning to the eternally gray areas of the law. She also offers up market-supported environmentalist policy so often repudiated as “economically unfeasible” and the passion of a lawyer who has found the perfect intersection of her strengths.

“One of Lorna’s great strengths is her ability to think both strategically and tactically. She envisions a clean energy future and is steering the company firmly in that direction while deftly advancing the company’s obligations to meet customer demands today,” says Erin Anderson, a partner at Van Ness Feldman. “In doing so, she approaches every problem with the goal of finding timely solutions that will also have future value for the utility and its customers.”

The Value of Regulation

“I realize this is kind of nerdy,” Luebbe preempts, laughing. “But this one college class kind of changed my life. It was about what happens when markets fail and the economics of regulation. As one example, we studied environmen-

Lorna Luebbe Assistant General Counsel and Director of Environmental & Program Services Puget Sound Energy

tal regulation and how environmental externalities are essentially a ‘tragedy of the commons’ problem. Whose job is it to pay for that externality and make sure you can prevent some of the problems that could otherwise cause damage to the global commons?” For her law school entrance essay, Luebbe wrote about the need for laws and regulations to combat common environmental economic failures.

To some, it may seem strange to hear an energy lawyer speaking about the need for regulation, but it’s here that Luebbe addresses what she considers a great misconception about large industries. “There is a big myth in the world that established industries don’t like regulation. Established industries love regulation because it’s certainty. How are you supposed to make any kind of wise decisions if you don’t understand the rules of your business?”

The push and pull of partisan policy, Luebbe says, can make that decision-making difficult at times. “The state and federal views on regulation are running in opposite directions at the moment,” she explains. “My dad asked me if things would be easier in my industry with the broader federal trend of less regulation right now. I told him the opposite was true. When we roll back federal regulations without a well-researched technical basis for doing so, it undermines the credibility of well-established laws based on science and creates incredible uncertainty.”

Luebbe also notes that it is important that federal and state laws work in harmony. Otherwise, too many rapid changes can lead to unintended and less efficient outcomes.

Community Engagement with Minimal (Environmental) Impact

And while market uncertainty is an issue she sees more often these days, Luebbe has helped shepherd several projects that have benefited both Puget Sound Energy and its environmentally minded customer base. She has accomplished these twin aims by finding ways to establish wind turbine farms (sometimes on literal farms) in areas where they are a win-win for the environment and the local communities in which they exist.

“When I think about my work here, the wind projects have definitely been my favorite,” Luebbe

Courtesy of Puget Sound Energy

Van Ness Feldman is proud to congratulate Lorna

Luebbe

of Puget Sound Energy on her well-deserved recognition by Modern Counsel.

We are proud of our long history of collaboration with Lorna and the rest of her outstanding team, and we are honored to consider her not just a valued client, but a dear friend.

Puget Sound Energy’s Wild Horse, Lower Snake River, and Hopkins Ridge wind farms generate enough annual energy, on average, to serve 165,000 homes.

explains. “Just from a personal standpoint, I happened to be pregnant every time we were developing a wind farm, so when people ask me the general ages of our wind farms, I just think about my own children.”

The Wild Horse Wind and Solar Facility in Washington’s Kittitas County is an especially important renewable energy project on Luebbe’s short list. Privately held land that had been purchased by a foreign buyer for speculative gas and mining purposes had been left generally untended. That had really only attracted the occasional marksman willing to gamble on hunting on private land.

“We worked with the community to make sure this was sited correctly, to make sure we wouldn’t impact any bird migratory patterns, and we agreed to rehabilitate some natural springs that had been polluted from ranching runoff.” Not only that, but Puget Sound Energy installed trails for the public to use and sponsored a hunting program on-site, all the while producing clean energy.

The Hopkins Ridge Wind Facility and Lower Snake River Wind Facility provided Puget Sound with another opportunity to produce energy on already established private farmland, allowing wheat farmers to continue to tend their land while also receiving royalties from power production. “These are partnerships with farmers who do what they do because they love it, not because it is extremely lucrative,” Luebbe explains. “Providing family farms with additional revenue while we provide energy just seems like such a win-win for everyone.”

Don’t Worry About the Mom Voice

Lorna Luebbe has found the perfect balance of her passions in her work life, but as a working mother, there is an entirely different balance to consider.

“One of the things I love about working here is that you would be judged more harshly if you did not put your family first,” the assistant general counsel says of Puget Sound Energy. “Anyone I work with is going to eventually hear my mom voice talking to one of my kids during a conference call, and I’m not going to be embarrassed about it. Never be embarrassed to get off a call to help your kid or to be who you are.”

That win-win includes Luebbe herself. She is proud that Puget Sound Energy helped craft and pass Washington State’s Clean Energy Transformation Act. “We want to find climate solutions that get real emission reductions and, at the same time, benefit our customers,” she explains. “We don’t want to give them more challenges than they already have financially. We work hard to balance the commitment to a cleaner grid with keeping costs down.”

Summit Law Group:

“Lorna does it all. She’ll spend the day developing strategies to resolve complex legal issues and will turn around and send you a list of summer camps for your kids later that night.”

–Courtney Seim, Real Estate and Environmental Lawyer

Student of Industry

By Peter Fabris

SINCE JOINING ARCHER DANIELS MIDLAND (ADM) IN

2019 as associate general counsel of litigation, Jessica Staiger has had to do a series of deep dives into the complex workings of ADM business units. New cases have often required crash courses in different industries.

Staiger came to ADM with extensive experience in corporate litigation. But continually and quickly acquiring knowledge of specialized industries—a necessity when working for a large multinational company with a diverse set of businesses—has presented a steep learning curve. Luckily, Staiger has proven that she is more than up for the challenge.

Diversity of Markets

A player in many agricultural products and related services, ADM operates in a wide range of businesses: agricultural product processing, food and beverage ingredients, animal nutrition, and logistics, to name a few. The Fortune 500 company is so diversified that it has its own internal news channel to inform employees about the strategies and activities of its many business divisions.

“I aim to keep abreast of ADM’s plans and strategic priorities,” Staiger says. “There are a lot of new areas that the company is focusing on.”

In such an environment, a lawyer has to be versatile and inquisitive. Staiger is certainly that, intrinsically motivated by work that offers variety and the opportunity to practice different types of litigation.

Staiger has always had a curious streak. A graduate of the University of Illinois at Urbana–Champaign, where she majored in political science and economics, and Harvard Law School, she has a long history of relishing new and interesting opportunities to learn.

Staiger’s ten-year stint with Kirkland & Ellis, including four years as a partner, earned her broad experience in corporate litigation. Her work included cases pertaining to breach of contract, consumer fraud, noncompetition, antitrust matters, and more.

“I didn’t have to specialize in one type of litigation,” she says. “That was very beneficial for me.” In the course of her work, she frequently dealt with a variety of contract issues, trade secrets, and employee mobility as well as numerous class action lawsuits—all excellent background subjects for her current position.

“Jessica was a critical part of our Kirkland team; she was strategic, super smart, and incredibly supportive,” says Daniel Laytin, a partner at Kirkland & Ellis. “But we are excited for her to hone those skills at ADM to help them meet their goals.”

As a litigator for agricultural products giant Archer Daniels Midland, Jessica Staiger has plenty of opportunities to take on a challenge she loves: learning about new industries

Jessica Staiger Associate General Counsel of Litigation Archer Daniels Midland

As an in-house attorney responsible for handling much of ADM’s uninsured commercial litigation, Staiger must delve even more deeply into the intricacies of the company’s business operations than she did for clients during her time at Kirkland.

“These are not cookie-cutter litigation issues,” Staiger says. “ADM is a large company with many areas of business and a diversity of legal topics, which have taken a significant amount of learning.” For example, one recent case involves the details of derivatives trading in the ethanol industry. It’s not a subject that most lawyers come across in their law firm practice.

The diversity of legal work Staiger consistently encounters at ADM very much appeals to her. “It hit all of the aspects of an in-house position that I was looking for,” she says.

Part of the challenge of working in-house is learning where to go for information and how to work with different people with different knowledge bases within different businesses. Fortunately, she says, she has had plenty of support from within the legal department and contacts in other areas of the business.

Each ADM business unit has its own chief counsel who is deeply ingrained in the business. These experts

“These are not cookie-cutter litigation issues. ADM is a large company with many areas of business and a diversity of legal topics, which have taken a significant amount of learning.”

Expertise Spotlight

Renowned for our experience in complex litigation and arbitration, Kirkland & Ellis has clients who rely on us to anticipate their needs and outperform their expectations.

We believe the best litigation results— whether achieved in court or across the bargaining table—occur when the lawyers are fully prepared to try the case through verdict. Our focus on trial readiness drives successful and more cost-efficient results for clients, as critical issues are identified early and then used to maximum advantage in the litigation and negotiation processes.

We represent clients in trial and appellate courts at the federal and state levels, before administrative tribunals, and in arbitrations and other dispute resolution proceedings. We also represent clients in connection with proceedings involving government agencies, such as the US Department of Justice, the US Securities and Exchange Commission, the Financial Industry Regulatory Authority, the US Federal Trade Commission, the US Department of Labor, the Internal Revenue Service, and all fifty state Offices of Attorneys General.

We have tried cases successfully to verdict or judgment in virtually every business segment and substantive area, including antitrust and competition, class action, mass tort and toxic tort, consumer fraud, ERISA/ benefits, insurance coverage, international arbitration, product liability, and securities and shareholder litigation.

are invaluable resources, providing industry details and a deep understanding of their business units. Staiger and the litigation and disputes team supply the comprehensive litigation experience needed when disputes arise that are likely to become contentious and when cases go to court.

So far, many of Staiger’s cases at ADM echo her work at Kirkland. Even though she is now even more fully immersed in the details, the basic litigation strategies are similar to what she has seen and used before. “It’s been a pretty seamless transition,” she says.

Litigation Informs Risk Management

Like at most companies, at ADM the legal function can lead risk mitigation strategies, and in some cases, what is learned in litigation can inform guidance to the company for the future. This has certainly been an interest for Staiger. “To the extent that we on the litigation team can help provide ‘lessons learned’ as cases resolve—or even better, before they arise—that information transfer can benefit the entire company,” Staiger says.

This is all the more reason that, as a newer employee, she says, it’s crucial to learn as much as she can about ADM’s strategic plans and priorities. For instance, a new market like alternative proteins (products like Beyond Meat) means that the company will work with new suppliers and customers. Learning now about the players and the potential litigation issues that might arise in the new market will be beneficial down the road.

Such new challenges drive Staiger’s passion for her profession. As ADM regularly innovates and considers new products and businesses, it’s clear that the company will continue to provide her with opportunities to broaden her knowledge. She wouldn’t want it any other way.

Finding Her Edge

Smrithi Mohan built Dun & Bradstreet’s IP program from scratch. Now, she leads the IP practice globally and educates employees on the benefits of protecting the company’s IP.

By Keith Loria

THE DAUGHTER OF TWO ENGINEERS, SMRITHI MOHAN thought she might follow her parents’ path, especially when she showed a knack for coding and robotics at an early age.

“I really enjoyed designing websites and learning programming languages, and I had a lot of exposure to these advancing technologies,” shares Mohan, now a senior attorney and leader of global innovation and intellectual property strategy at Dun & Bradstreet. “I was interested in technology as a whole.”

In college, however, she realized that a tech career was not for her, which ultimately led her to law.

“A few people who were close to me told me that the combination of my technical background and analytical way of doing things would be ideal for a career in law,” Mohan notes. “I looked into it, and it seemed like a great fit for me.”

She obtained her JD after two years at the University of Arkansas in Little Rock and one year at Brooklyn Law School, taking a variety of intellectual property law classes. Her first job out of law

school, at a boutique firm in New Jersey, afforded her the opportunity to do a lot of soft IP work. Not long after, she landed a job as the first legal counsel at a cybersecurity company based in Princeton, New Jersey.

“As the only legal counsel, I took up a lot of work that was not just IP—a lot of the corporate work and different HR-related matters. In the process, I did a lot of managed software and API licensing and handled a lot of cyberlaw issues,” she explains. “It was a very good experience.”

In 2013, Mohan took a position with Dun & Bradstreet, a company in Short Hills, New Jersey, that furnishes commercial data, analytics, and insights for businesses. She started as a contractor, growing into her current role over seven years.

“As I continued to prove myself, my role expanded, and I started working on a variety of third-party alliance contracts, vendor negotiations, and technology agreements,” she notes. “I really began to grow my base in terms of what I did.”

Smrithi Mohan Senior Attorney and Leader of Global Innovation & IP Strategy Dun & Bradstreet

Eventually, Mohan was charged with building an IP program from scratch, which she cites as one of the most exciting experiences of her career.

Originally, Dun & Bradstreet brought in an outside IP lawyer, Janet Parkhurst, for the job. But as she started peeling back the layers of work, she realized she needed support, given the business’s growing needs. That’s where Mohan came in.

“Because of my technical background and because I had a relationship with some of the technology team already, it made a lot of sense to move me into reporting to her and working on IP,” Mohan says. “I got promoted, and because this was so new, I had the chance to make the position my own. As a leader, Janet promotes empowerment within our team, and she let me come up with my own ideas and run with them.”

Mohan dove into heading up the IP practice globally and putting together IP trainings, both company-wide and for specific teams.

“I’ve learned that as daunting as something may seem, everything is definitely possible,” Mohan says.

Leydig works alongside companies, universities, and institutions around the world to achieve their intellectual property goals.

“Marjorie Scariati, my senior IP paralegal, and I have spent a lot of time socializing the importance of our program to our company, teaching team members about the importance of protecting our IP and how it can benefit them as well as the company.”

When she first started developing the program, she focused on creating processes around patenting and trademarking.

“I knew I needed to build a connection with our technology, data science, and analytics partners globally,” she shares. “I continue to optimize our program, training new hires and making sure team members understand there’s a resource for them when it comes to technology and IP protection at large.” Looking ahead, Mohan hopes to launch a patent incentive program to bolster recognition of Dun & Bradstreet’s inventors globally—and to share the innovations created by these inventors with colleagues worldwide.

INTELLECTUAL

PROPERTY LAW

Chicago

Alexandria, Virginia

Boulder, Colorado

San Francisco Bay Area

Frankfurt am Main, Germany

“We have very involved quarterly meetings that allow us to make sure we are on top of whatever technology is being developed, the timeline, and what the roadmap is for the months and years ahead,” she says. “IP and technology patents are exciting because we get to be part of our company’s groundbreaking discoveries and solution developments. By meeting each quarter, we can do all that is necessary to make sure we have our patents drafted and ready to go as soon as possible so that we can stay ahead of the competition.”

For women looking to follow in her footsteps, Mohan says that although she knows that IP tends to be a more maledominated field, she encourages those with the drive to go for it.

“It isn’t always easy, and you definitely have to really want it,” she notes. “I would tell people not to doubt themselves and never waver from the goal. For younger women about to enter [the field], I would suggest finding a mentor to help guide your career. Find your edge and make sure you stand out.”

That’s been a key to Mohan’s success.

Leydig is proud to partner with Smrithi Mohan and greatly respects her dedication to, and passion for, the protection and enforcement of Dun & Bradstreet’s valuable intellectual property.

“It isn’t always easy, and you definitely have to really want it. I would tell people not to doubt themselves and never waver from the goal.”

David vs. Goliath

By Zach Baliva

DREW LAFRAMBOISE WILL NEVER forget the case of the five-year-old boy who helped direct the focus of his career. As a first-year attorney, LaFramboise drove out to meet a boy whose family was bringing a product liability claim against a major multinational toy company.

The boy was wrapped in skin graft bandages and medical gauze. The battery to his ride-on toy tractor had overheated and exploded, burning much of his body. When the firm’s expert inspected the tractor, he discovered a defect. Just one year removed from the Ohio State University Moritz College of Law, LaFramboise was exposed to his first large-scale product liability case— and it left an indelible impression.

Today, LaFramboise is a partner at Ashcraft & Gerel, where he has built a reputation as a leading product liability lawyer. “We expect large companies to manufacture and provide safe products, and when they fail to do that, I’m here to hold them accountable and to make sure my clients are treated fairly along the way,” he says. LaFramboise has recovered millions of dollars for his clients, who have suffered serious injuries due to defective devices in healthcare, automotive, pharmaceutical, medical device, and other industries.

These high-stakes lawsuits are not for the faint of heart. Clients have suffered catastrophic injuries or the losses of loved ones. Manufacturers have large, well-funded legal teams. The matters are highly complex. And the contentious cases can last several years. How does LaFramboise do it? He relies on his training, his experience, and his firm. “If you know you have a great rival, you’d better be prepared,” he says. “We go up against some of the best

Ashcraft & Gerel’s Drew LaFramboise knows what it takes to go up against some of the world’s largest and most powerful corporations—and win

lawyers in the world, but we believe in our clients, we know the facts, and we come ready for a fight.”

While the process is inherently adversarial, LaFramboise says it’s best to establish amicable and productive relationships with defense attorneys. “In large product litigation cases, you’re going to be working with your counterpart across the aisle for many years. Creating a good working relationship with that person is in your client’s best interest because it keeps the case moving along efficiently and effectively,” he explains.

LaFramboise starts each case by picking up the phone and introducing himself to defense counsel. He frequently extends an invitation to coffee or lunch. The approach (which is almost always well received) helps the attorneys work together to find a mutually beneficial resolution.

Candor helps. LaFramboise has been known to lay all his cards on the table and discuss the strengths and weaknesses on both sides. He’s not out to drown the defense in paperwork, grab headlines for his firm, or draw out discovery issues. He’s out to represent his client.

Winning a case against one of the world’s biggest companies is never easy. LaFramboise and his colleagues investigate each claim. They work with experts to discover how and why an injury occurred. Then they must establish a product defect, replicate the failure, and prove negligence.

LaFramboise successfully represented the husband and young child of a New York woman who was killed while operating a motor vehicle. She was driving down the highway with her infant son in the backseat when a tire broke free from a boat trailer in front of her. As the 80-pound tire struck the top of the car, a piece of the roof snapped off and killed the young woman instantly. The car careened to the side of the road, where first responders pulled the surviving infant from his car seat.

Although some may have dismissed the event as a freak accident, LaFramboise decided to look deeper. His team of experts identified a weak component of the car’s roof, which they theorized should have withstood the tire’s impact. Together, they built a pendulum system in a warehouse and tested several different automobiles. The result of months of testing was clear: the roof was defective. After four years of litigation,

Jason Thurston

Drew LaFramboise Partner Ashcraft & Gerel

LaFramboise settled out of court just months before a scheduled trial.

Complex product liability cases of the kind LaFramboise handles require considerable endurance. For example, one case against the manufacturer of an insulin pump required almost nine years of hard-fought litigation before LaFramboise and his team were able to resolve the case for his injured client.

In 2017, LaFramboise decided to grow his practice in a different direction: by representing victims of sexual abuse and assault. The practice has blossomed, presenting new challenges and opportunities for LaFramboise and his firm.

“The #MeToo movement and other factors have empowered victims. As more people are comfortable coming forward to tell their stories, we want to give them a voice,” he says.

LaFramboise focuses on cases with an institutional or commercial component. He recently represented a woman who was assaulted and raped at a hotel. In bringing the case to court, he proved that the business failed in its duty to detect the signs of human trafficking and provide a safe and secure check-in process.

While sexual assault and abuse cases are relatively new for LaFramboise, they share similar dynamics with the product liability cases that have anchored the first decade of his career. Each practice area features a vulnerable person who has been wronged by a powerful entity. That entity often has unlimited resources. And the wronged party needs someone like LaFramboise standing in their corner.

“As more people are comfortable coming forward to tell their stories, we want to give them a voice.”

Secret Keeper

Inventions, trade secrets, and fast-paced development drive Varex Imaging. David Wilding manages the IP portfolio so engineers can keep pushing the limits of innovation.

By Zach Baliva

YOU MAY NOT KNOW VAREX IMAGING BY NAME, but if you’ve been to the airport or the doctor’s office recently, you’ve almost certainly encountered its products. Varex develops and manufactures high-tech devices—a lot of them. Each year, the company produces twenty-five thousand x-ray tubes, twenty-three thousand x-ray panels, and six hundred miles of connector cables. Medical clients use Varex components to assess heart function and find breast cancer. Security and industrial clients leverage Varex solutions to detect weapons and illegal drugs and spot defects in computer circuits and jet engine turbines.

Varex is dedicated to providing high-quality products and services to maintain its status as a global leader in x-ray imaging. However, rapidly

changing demands associated with advancements in medical and digital technology make the industry volatile and competition fierce. Varex engineers are under pressure to improve existing products and develop new innovations. Each year, the company makes a substantial investment in research and development. If Varex is to succeed in outpacing the competition, it must protect new inventions and innovations.

As Varex’s senior intellectual property counsel, David Wilding manages a large IP portfolio for Varex Imaging as well as its subsidiaries and joint ventures. He works to draft and enforce patents and trademarks, protect trade secrets, perform freedom-to-operate risk assessments, and negotiate related contracts. While IP is critical for

any company that produces sophisticated products, Wilding says recent developments in the law have placed an even greater emphasis on his team’s work.

“The technology to reproduce and copy successful products is no longer hard to find. One of the last safety mechanisms that’s left out there is in patent protection and trade secret protection,” he explains. “We simply must protect the research and development dollars of our company along with the creativity of our engineers and inventors.”

For Wilding, IP management is all about supporting the growth and profitability of the business, which he does by offering solid risk assessment, providing fast responses, and operating within an established budget. Credibility is key. “A good in-house IP lawyer has to collaborate with management, inventors, and

David Wilding

Senior IP Counsel

Varex Imaging

Amanda Wilding

engineers. Our team wants to enable their work and promote innovation,” he says.

Although he has proven industry experience and a JD focused on IP and patents, there is another part of Wilding’s history that helps him establish a rapport with Varex’s engineers—he’s one of them. Wilding earned an undergraduate degree in electrical and computer engineering from Brigham Young University and worked on computer design and semiconductor processing projects before returning to school to pursue an MBA.

During the business program, he enjoyed a negotiations class taught by a professor from the law school. Wilding then enrolled in the University of Utah’s Quinney College of Law, took a job as a patent agent, and started his legal career preparing and acquiring patents in high-tech fields.

Hybrid training in engineering and patent law is invaluable for Wilding in his current role. “I have to write and review patent applications for very complicated inventions, and I can’t write or review a valuable patent application if I don’t understand the product,” he says. “A background in electrical engineering helps me speak the same language as our inventors and extract important details from their inventions.” The knowledge is also helpful when Wilding “translates” between Varex engineers and a team of drafting attorneys who write patent applications for x-ray tubes, industrial particle accelerators, and other devices.

In 2017, Wilding introduced a program designed to streamline the patent protection process. Previously, the onus for recognizing a new feature or product as novel and worthy of protection fell to each individual engineer. Now, a standard step in the development process prompts employees to consider whether they

have created any new technology or material that Varex’s IP department should evaluate, which catches more innovation in Varex’s products.

While the process automation has been helpful at Varex, Wilding says he’s withstood the temptation to turn to AI for help drafting patents, which he considers an immature technology for drafting quality patents. “We don’t simply want a filed patent. We want a strong patent that we can assert or defend in litigation,” he says.

Furthermore, high-quality patent applications reduce prosecution costs. When Wilding joined Varex, the company had three to four office actions for each patent application. Now, actions are down to about two per application. This reduces the number of amendments to the application (which keeps the claims broader), reduces the cost for each response, and also decreases the time Wilding spends reviewing each response. Some Varex patent applications have gone straight through to allowance without a rejection.

Trade secret protection is another crucial aspect of Wilding’s job. Varex’s products come to life through numerous processes, most of which are difficult to discover through reverse engineering and other methods. Many of the products’ “subtle distinctions” and performance improvements were realized through years of experimentation. If the trade secrets behind these efforts fall into the wrong hands, Varex suffers.

Though the Defend Trade Secrets Act of 2016 has given companies greater ability to protect their trade secrets, two big threats remain: employees and hackers. While Varex’s IT department mitigates unauthorized access to company computer systems, Wilding works to make sure employees—both current and former—are keeping information confidential.

“The technology to reproduce and copy successful products is no longer hard to find. One of the last safety mechanisms that’s left out there is in patent protection and trade secret protection.”

Wilding’s team trains employees about how to limit the disclosure of internal information. This is done at many checkpoints, including at orientation, through employment contracts, at periodic trainings, and at exit interviews. When highly specialized employees leave Varex, they are sometimes reemployed by a competing company. Similarly, some of Varex’s new hires come from customers, suppliers, or competitors. Thus, Wilding must work not only to protect Varex’s trade secrets but also to ensure new engineers know not to disclose the confidential information of their former employers.

These nuanced legal issues are challenging for most companies, but Varex’s global footprint adds extra considerations. The company, based in Utah, has more than two thousand employees working in dozens of offices around the globe. Varex split from Varian Medical Systems in January 2017 and now has five different divisions and one joint venture. Medical sources operate primarily out of Salt Lake City. The detectors division is in Salt Lake City; San Jose, California; Sweden; and Finland. Industrial imaging is based primarily in Las Vegas, connect and control operates primarily in the Netherlands, and software is primarily in Germany. Varex also has manufacturing facilities in China and the Philippines.

Since some of Varex’s growth occurred through acquisition, not all of its divisions have had the same emphasis placed on the importance of IP. Thus, some have a greater focus on IP protection than others. However, all must adapt to Varex’s philosophy regarding patents and trademarks. Wilding says culture shifts are

is a

Macara LLP

firm of European and United Kingdom patent and trademark attorneys. We work with clients throughout the world to secure and defend their intellectual property in Europe.

We are proud to work with David Wilding, providing intellectual proper ty services for Varex in Europe.

driven by upper management; his role is to make them aware both of what’s happening and what’s possible.

There are also great benefits to be mined from Varex’s worldwide structure. In-house attorneys enjoy the opportunity to work on global matters, and filing patents in numerous countries has strengthened the patent application process as a whole.

Today, Wilding has his group humming along. Varex’s legal team remains focused on improving information flow and dissemination on competitive technologies as well as improving responsiveness to competitive threats. They’re also pursuing litigation and challenging a “less developed” part of patent law that Wilding says could become precedential.

When pressed for more details about the current case and future plans, Wilding says—with a twinkle in his eye—“I could tell you, but then I wouldn’t be protecting Varex’s trade secrets.”

FirstLaw P. C.:

“David is the model IP counsel. His deep understanding of US and foreign IP practice allows him to bring about the optimum protection for Varex’s global IP portfolio. Working with David has given us validation that striving for uncompromising excellence should always be the standard, and we are proud to contribute our accumulated experience to David’s global IP strategy.”

–C. Leon Kim, President

King and Wood Mallesons:

“As outside counsel, we have worked with David on many patent matters in China. He has an excellent grasp of complex issues and was able to communicate solutions effectively—we always look forward to working with David.”

–Alex Zhang, Partner

Among the foremost experts in post-grant proceedings at the Patent Office’s Patent Trial and Appeal Board.

Also, we leverage our post-grant experience in prosecution matters to obtain patents that will survive challenges.

We are proud to partner with David Wilding and Varex Imaging on innovative and dynamic brand protection strategies.

In Pursuit of a Dream

Sharon Linder has put in the hard work to develop both personally and professionally. Now, she’s using that same determination to help Public Storage thrive.

By Zach Baliva Portraits by Jillian Clark

Sharon Linder VP and Assistant General Counsel Public Storage

SHARON LINDER HAS ALWAYS BEEN DRIVEN. SHE GOT her first job when she was just fourteen years old and saved every dollar she could scrape together to buy a car. Two years later, she enrolled in a high school work program and took a job as a file clerk in a medical office that provided her with lunch. At night, she worked at a pizza place; on weekends, she sold cookware door-to-door. Once, at age seventeen, she worked as a telephone solicitor, managing ten employees.

Linder wasn’t just a teenager with a good work ethic—she had fled a difficult living situation, becoming an emancipated minor at age sixteen. With a dream of becoming a lawyer and no safety net, Linder was determined to make it. “I knew a better life was out there, and I wanted to follow my dream,” she says.

The Grit to See Things Through

Although Linder didn’t grow up surrounded by many positive role models, there were three people who influenced her from an early age. The first two were her grandmother who raised her and her great aunt, who was one of the first female lawyers admitted to practice law in the state of Florida. Both were strong, smart women. The third was someone she only knew from CBS television: Perry Mason. She admired his high moral compass and will to win.

By the time Linder earned a high school diploma, she had managed to save enough money to take a few junior college classes. A school counselor persuaded her to take the ACT. After she aced the standardized test, brochures from colleges around the country soon flooded her mailbox. A brochure from American University, with the allure of a foreign relations program in the nation’s capital, caught her eye.

That summer she loaded up her car for the journey to Washington, DC, with the help of student loans and a job as a night clerk at the women’s dormitory where she would live. In her first year, she landed internships at both the US Senate and US House of Representatives. Her study time on weekends was shared with jobs at a private country club and a bustling Georgetown discotheque.

With the dream of becoming a lawyer firmly cemented, two years later, Linder joined her fiancé in Florida and continued her studies at the Univer-

sity of Miami. She took an entry-level job as a file clerk—and was soon promoted to legal secretary—at a prominent law firm that supported a flexible schedule, allowing her to take sunrise classes, report for work, sit through lectures during her lunch hour, and return to campus at night.

When she enrolled at the University of Miami School of Law, she was promoted to a paralegal position and continued that work full-time until she graduated with honors. The firm’s real estate partner mentored Linder through the nuances of complex real estate deals and seeded her passion for real estate.

While her path was anything but typical, Linder pieced together a quality education and the start of a promising career. “I’m determined and resilient, I work hard, and I know how to persevere,” she says.

“That makes me stand out. I have the grit to see things through.”

Linder launched her in-house career with a job generating investment documents for a wealthy investor. Together, they closed million-dollar deals for restaurants, sports bars, health clubs, and other large properties. Then Linder spent eighteen years working for real estate developer Crescent Heights as its general counsel.

Crescent Heights develops residential skyscrapers, office buildings, hotels, and other properties in big cities and top markets. With a recession looming in

Expertise Spotlight

Greenberg Traurig (GT) has approximately 2,200 attorneys in 40 locations in the United States, Latin America, Europe, Asia, and the Middle East. GT is consistently among the largest firms in the US on the Law360 400 and among the Top 20 on the Am Law Global 100.

GT’s real estate practice is a cornerstone of the firm and a recognized leader in the industry. More than four hundred real estate attorneys from around the world serve clients from key markets in the United States, Europe, the Middle East, and Latin America. Property developers, lenders, investment managers, private equity funds, REITs, operators, joint ventures, sovereign wealth funds, international developers, and private owners look to us for diversified and broad legal services. We apply our skills to the full cycle of a real estate deal, providing a holistic approach for our clients. We handle property acquisition and investment, development, management and leasing, financing, restructuring, and disposition of all asset classes of real estate. We advise on a broad spectrum of commercial, recreational, and residential real estate, including structured equity, structured debt, and hybrid structures. We have a skilled hospitality legal team, including attorneys who have pioneered major developments within the industry.

2008, Crescent Heights sold its domestic inventory. As general counsel, Linder used her real estate expertise to help the company reinvest its available capital on deals in large-scale international markets.

When domestic real estate markets recovered, Linder, on the heels of her accomplishments, was looking for a new challenge. She scanned the horizon with two goals. First, she wanted to leave Florida and experience life in Southern California. Second, she wanted a leadership role at a publicly traded company.

Upholding Core Values

Those goals led Linder to Public Storage, where she’s worked as vice president and assistant general counsel since 2014 and serves as its chief real estate counsel. The brand known for being the country’s leading self-storage provider is also one of the largest real estate companies in the world. Linder was brought on board to help the company execute an important strategic vision.

After years of working with builders and contractors, Public Storage was launching a new in-house development and construction department designed to limit costs and accelerate growth. With her depth of real estate

expertise, Linder was a perfect match for the small team. First, she embedded herself in the real estate department to manage acquisitions and develop protocols and guardrails for development activity. Then she handpicked three other lawyers and a team of paralegals to help manage the high volume of new facility acquisitions, development deals, and related construction activity.

Since Linder’s arrival, Public Storage has acquired more than $2.8 billion in existing storage facilities, undertaken $1.1 billion in new development, and invested $475 million in property redevelopment. The company has a current pipeline of thirty-nine properties with a combined footprint of 3.8 million square feet at a total cost of $556 million.

“I have had the privilege of working with Sharon for twenty-five years and know that she is a hands-on lawyer with tremendous technical expertise. I have the utmost respect for her as a knowledgeable attorney with impressive experience,” says Steven E. Goldman, real estate practice shareholder for Greenberg Traurig. “Greenberg Traurig is proud to work with

business leaders like Sharon, who are important contributors to our business community.”

Seven years after her arrival, Linder and her colleagues have Public Storage positioned for continued growth. The self-managed REIT has 2,500 locations in North America and owns a piece of hundreds more in Europe through a joint venture with Shurgard. Storage units—which are popular in both good and bad economies—cost relatively little to maintain and operate.

With its in-house development and construction team firmly in place, the organization is buying land and building storage units at a record pace while retaining liquid cash for acquisitions in domestic and international markets. Although the company faces challenges in the COVID-19 environment, its heart has remained intact. “We’re growing at a fast pace, but we’re not sacrificing our core values,” Linder explains. “Every employee plays an important role in upholding our values, and their dedication and commitment make our company strong.”

For information on our services, contact Jason Wood at 602.230.4624 or jason.wood@quarles.com. quarles.com

Early in her career, Linder did the legal work for a joint venture. Her company rented part of its home office to Muhammad Ali’s former trainer so he could open a boxing club and training center. When the press came looking for a promotional photograph, she gloved up and posed with an Olympic medalist. All these years later, Linder laughs at the memory. But in many ways, it’s the perfect visual metaphor for her story. Linder chooses to see each unexpected challenge as an opportunity—and she’s always prepared to step into the ring.

Miller Morton Caillat & Nevis, LLP: “Sharon is a master at balancing legal risk and good business. She exemplifies the ethics and professionalism of the best of our industry, and we are so pleased to be able to work with her.”

–Eric McAllister, Partner

Old Republic National Commercial Title Services:

“When the challenging events of 2020 disrupted lives personally and professionally, Sharon provided steady leadership to ensure her team, and industry-leading company, persevered through the moment.”

–Michael Atkins, Senior Vice President, Sales Representative

Quarles & Brady LLP:

“Sharon is a thoughtful and dynamic leader with a clear and well-reasoned approach to sophisticated, fast-paced transactions on a global scale. It is truly a pleasure to work with her and the Public Storage team.”

–Jason Wood, Partner

Quarles & Brady LLP proudly joins Modern Counsel in recognizing Sharon Linder for her work at Public Storage. Congratulations to you and your team, Sharon, for all of your great work!

Like a Glove

How Tina Beamon, a perfect match for Karyopharm Therapeutics, built a custom-made compliance program to help the drug company thrive

By Zach Baliva

Portraits by Noah Willman

IT’S HARD TO IMAGINE A BETTER FIT. IN 2019, Karyopharm Therapeutics was looking for its first chief compliance officer as the established R&D company prepared to launch its first drug. Tina Beamon had spent nearly two decades as a legal advisor and business partner in other organizations. She had worked as a healthcare litigation associate, led an oncology and consumer health legal division, advised on product development cycles, and helped create and implement pharmaceutical industry regulations. In short, she had

Tina Beamon VP and Chief Compliance Officer Karyopharm Therapeutics

become a sought-after consumer healthcare product and compliance subject matter expert—and at Karyopharm, she would have the rare chance to build a brand-new compliance program.

Headquartered in Newton, Massachusetts, Karyopharm Therapeutics was founded in 2008. After a decade spent advancing research and development for various cancer treatments, Karyopharm’s lead product in development was submitted for FDA approval, and management began to prepare the company to shift

into the commercial space. Today, the company continues to focus on scientific innovation while making approved products commercially available to patients. Beamon joined the organization in part to support the rollout of Xpovio (selinexor), a drug for adult patients with relapsed or refractory multiple myeloma.

Beamon knew she’d have to work double duty to provide compliance support for the launch of Xpovio, which was approved by FDA in July 2019, while building the necessary compliance infrastructure for the company overall. But she knew the right support and partnerships were in place.

While the Office of Inspector General (OIG) lists seven considerations for any compliance program in pharmaceutical manufacturing, Beamon says every program must be tailored to its specific organization. She assessed Karyopharm for risk in each OIG category, including policies and procedures, education and training, auditing and monitoring, and corrective action. Then she developed plans to create a full compliance program based on input from colleagues regarding the company’s needs, activities, strategy, and vision.

Employees more quickly understand and embrace a compliance program that matches a company’s culture. “A good compliance program should wrap around a company’s core values as a natural extension of what they’re already doing,” Beamon says. “Compliance should speak the same language as the organization.” Since Karyopharm scientists develop drugs that work at the nucleus (the cell’s “core”), Beamon named her program “Compliant to the Core.”

With the foundation of a new program in place, Beamon turned her attention to implementation. She and her teams worked cross-functionally to provide the training and tools necessary for Karyopharm’s approximately four hundred employees to understand risk as they moved together from R&D to commercial drug development.

As she developed the compliance program, Beamon actively helped Karyopharm launch Xpovio by evaluating filings, marketing materials, and proposing product labels. Her department also helped train and instruct sales teams to ensure accurate communication. Routine audits, monitoring, and ride-alongs will help Beamon assess and adjust her program as needed.

Immediate results were positive. Karyopharm reported product sales of $30.5 million for 2019. The company has several other drugs in clinical development and is studying Xpovio in other indications.

Karyopharm CEO Dr. Michael Kauffman knows that a robust compliance program has helped achieve these results—results other legal leaders may not have accomplished. “In selecting the right chief compliance officer to build our compliance program, we needed to work with someone with a heart for patients, subject matter expertise, and a strategic mindset that would help us not only do things the right way but also make good decisions that would improve our business overall,” he says. “We have absolutely found that partner in Tina, and she is doing an outstanding job building a compliance program that enhances our company culture.”

Beamon has a heart for patients because she’s spent the last eighteen years taking care of the most important one in her life: her son, Kyle. He was born with sickle beta thalassemia, a form of sickle cell disease. Beamon, who was working at a busy law firm, spent a year in-house as a part-time consultant during HIPAA implementation to make sure she was able to effectively manage his health challenges. She says that in making all of her career moves since then, she has prioritized her ability to be “unapologetically mom.”

With some of these moves, she may have at the time felt like her career was “offtrack,” but Beamon says that with the benefit of hindsight, she knows they have positively influenced her career.

Congratulations to TINA BEAMON OF KARYOPHARM THERAPEUTICS INC. on her recognition by Modern Counsel.

WWW.BAKERMCKENZIE.COM

Baker McKenzie’s North American Healthcare and Life Sciences team has extensive experience in the complex world of life sciences, advising and representing a broad range of life sciences clients - from new companies to global corporations. Our attorneys serve as key strategic advisors, collaborating with our Firm’s life science practices in over 70 countries around the world to ensure that we meet the clients’ needs in the US, Canada and abroad.

Baker McKenzie’s North American Healthcare and Life Sciences team is committed to assisting life sciences companies with their mission to develop products that may help improve lives.

“The best advice I can give, looking back, is easy. Find what works for you and make the choice you’ll be proud of in a decade.”

Make a Mark

As Flowserve Corporation’s director and senior counsel of litigation, Andrew Hansbrough helps

By Keith Loria

WHEN

ANDREW HANSBROUGH JOINED FLOWSERVE

as director and senior counsel of litigation in January 2019, he didn’t waste any time. He immediately got to work, making essential contributions that have improved the way the company operates.

Corporation

One area he has substantially changed is bankruptcies and distressed customers. As a midsized, publicly traded company manufacturing valves, pumps, and seals, Flowserve does significant business across the world with a large customer base. That has occasionally led to complicated bankruptcy proceedings involving customers and end users.

“Though Flowserve has positioned itself well in various markets in the world and is making great strides in consolidating its operations and becoming more of a single enterprise,” Hansbrough says, “because of its size, history of acquisitions, and various sites, identifying all relevant stakeholders and getting necessary information from a legal standpoint can be challenging.”

For example, one client could owe money to multiple Flowserve subsidiaries or sites, but each may only know what debt it was owed. Flowserve’s finance and credit

department had started addressing that issue when Hansbrough’s legal team joined them and helped implement a system where information is available at an enterprise level and stakeholders can be more readily identified.

“Now I can log in and see, at any given time, how much is owed by a specific customer,” Hansbrough says. “As part of that, we can be more proactive in identifying potential distressed customers or end users and take into account the same at an enterprise level.”

Even more important from a legal standpoint, the new system allows Hansbrough to offer more effective advice.

“Instead of waiting to see the bankruptcy filing, we’re talking about it two, three, sometimes even six months in advance and planning for the same,” he says. “That’s been my big project, and now it works seamlessly.”

It’s exactly the kind of challenge that made Hansbrough want to become a lawyer.

“I always knew I wanted to be an attorney,” he shares. “I like helping people solve complex problems. Law school seemed like a natural next step after college and working for a year.”

streamline and improve operations

After graduating from the University of Virginia Law School, Hansbrough clerked for Judge Thomas B. Russell of the United States District Court for the Western District of Kentucky before landing a job at litigation boutique firm Lynn Tillotson Pinker & Cox (now Lynn Pinker Hurst & Schwegmann). The job gave him an early opportunity to work on a trial.

“It was unique circumstances that allowed me to do that,” he explains. “We had some partners who were unavailable at the time, and the client trusted me. That was really helpful as a young attorney, to take depositions and work trials early—something people at that level normally aren’t able to do. When you see trials early on in your career and participate in them, it changes how you manage and look at cases.”

He enjoyed his work at the firm, but the job at Flowserve offered new opportunities and challenges. The timing was also right, as Hansbrough was about to become a father for the first time.

“It helps complement my skills as an attorney because it’s a completely different skill set when you’re actively making the high-level decisions, as opposed to being down in the trenches and doing every little thing that needs to be done,” Hansbrough notes. “I enjoy the business standpoint—examining, ‘OK, how much are we going to recover from this? What’s the benefit to pursuing this? What’s the downside?’ You don’t do that as much in private practice, as you are more often than not already in litigation.”

At Flowserve, Hansbrough focuses on business litigation and products liability litigation. He describes the litigation department as a fairly small, well-oiled machine whose members work well together.

“To contribute to a team atmosphere, I’ve developed, particularly on the pumps and valves side, very good working relationships with those divisional counsel and business stakeholders,” he says. “I have the benefit of being looped in early when there’s a potential dispute so that when it hits my desk, it isn’t completely foreign. And vice versa, if a potential dispute comes to my attention, I’m involving the divisional counsel.”

One big adjustment Hansbrough has faced at Flowserve has been handling cases in jurisdictions all over the world, including in Pakistan, India, China, Hong Kong, and Italy. Much like managing a

Andrew Hansbrough Director and Senior Counsel of Litigation Flowserve Corporation

To Your Toughest Legal Problems

Tillotson PROFESSIONAL REPRESENTATION

“I always knew I wanted to be an attorney. I like helping people solve complex problems.”

JEFFREY

jtillotson@tillotsonlaw.com

That kind of thinking has made Hansbrough a success at Flowserve.

Tillotson Law:

www.kwbbrlaw.com

“Tillotson Law is proud to join in recognizing our friend and client Andrew Hansbrough. Andrew’s trial experience, tenacity, and creativity makes him one of our favorite in-house lawyers to work with.”

Pushing the Envelope for Continuous Development

Throughout her career, Stephanie Felicetty has collected myriad skills to enhance her leadership capabilities. At Mars Wrigley, she uses those skills to accomplish big things.

By Sara Verdi

AFTER ALMOST SEVENTEEN YEARS OF SPECIALIZING in intellectual property (IP) law, Stephanie Felicetty has pivoted into a more generalist role dedicated to critical business issues. As she navigates her role as assistant general counsel of cocoa and global initiatives at Mars Wrigley, Felicetty has found that agility and her personal dedication to upskilling throughout her career has allowed her to both adapt and succeed in the new areas of law she now practices.

For Felicetty, her career progression has been the ultimate source of knowledge and experience for her current role.

“Throughout all my professional roles, there was something new to learn from each one. From starting in private practice, where you get that core skill set in litigation and prosecution, to going in-house and building different transactional skills, I built a solid skill set to leverage in future roles,” she explains.

Felicetty started her legal career in Chicago at Brinks Hofer Gilson & Lione (now Brinks Gilson & Lione), one of the largest IP law firms in the US. “While there, I gained invaluable experience in patent litigation and patent prosecution, among other things. It was a great foundational experience,” she mentions.

Felicetty was with the firm for about seven years before making the switch in-house to global energy company BP America.

“I wanted to go in-house to better understand the interplay between law and business as well as learn about how the discrete legal tasks typically done by private practice attorneys fit into the bigger strategic picture of an operating global business,” Felicetty says of her role at BP.

Building on her experience during private practice and the additional skills she acquired at BP, Felicetty accepted an opportunity to broaden her professional horizons and do commercial legal work on an expat assignment in London. All these experiences came to a head when, in 2015, she joined Mars Wrigley as senior intellectual property counsel.

As her role at Mars Wrigley developed, so did her responsibilities. “Soon enough, people management responsibilities were added to my role, and I had an opportunity to further expand my skill set,” she says.

Alex Rogers, a partner at European IP firm Haseltine Lake Kempner, has worked closely with Stephanie over the years, most recently on successfully revoking a competitor’s patent. “What makes Stephanie a leader in her field is her ability to apply her acute legal skills and coordinate with both outside counsel and in-house technical teams to achieve impressive results,” Rogers says.

Stephanie Felicetty Assistant General Counsel—Cocoa & Global Initiatives

Mars

Wrigley

“The best way to grow is to stretch—to go outside your comfort zone and challenge yourself.”

Daniel Solomon

While her new responsibility of managing a team at Mars Wrigley may have been somewhat intimidating, Felicetty believes “the best way to grow is to stretch—to go outside your comfort zone and challenge yourself.” And that same philosophy is true for her current role.

“I transitioned from my comfortable focus in IP to a completely new area of the law,” she notes, “and although over the years I had tastes of the responsibilities I have now, a lot of this is still new for me—new team, new technologies, pretty much new everything.”

This continuous stretching and upskilling, though challenging, has been empowering for Felicetty in her role.

“Upskilling throughout your career is critical. It’s necessary for your own development, both as an attorney and as a valued business partner,” she explains. “It helps keep things dynamic and increase motivation and engagement, and it also enables you to bring more to the table as your perspective broadens.”

In fact, the opportunity to further develop skill sets and feel empowered in her own abilities was one of the main attractions of Mars Wrigley for Felicetty.

“I knew people who had worked at Mars Wrigley and had such positive experiences. There is an intentional effort to develop associates so that they are continuously engaged and don’t become stagnant in their roles,” she says.

Now, Felicetty works closely with the global cocoa team to navigate legal issues in the industry and guide other global initiatives within Mars Wrigley, which include everything from partnering with the business on developing and executing business strategies to managing litigation, negotiating contracts, and guiding the business on external communications.

“To be honest, I deal with almost every legal issue that touches cocoa except for IP, which has been quite a switch. Yet it has been, and continues to be, an amazing learning experience,” she contends. “I’m fortunate to be able to continue to work closely with the IP team when IP issues do arise.”

IP experts who think like you

www.hlk-ip.com

“We are delighted to see Stephanie’s career go from strength to strength, and her invaluable contribution to Mars Wrigley. Stephanie –congratulations from everyone at HLK on your well-deserved recognition.”

European patent, trade mark and design attorneys

Williams & Connolly is proud to work with innovative, creative, and collaborative leaders in the food, beverage, and pet industry. We congratulate our friend and client Stephanie Felicetty of Mars Wrigley for her outstanding achievements and recognition by Modern Counsel. www.wc.com

Considering quite a few of her responsibilities now center on people and human rights, Felicetty is passionate about one of Mars Wrigley’s current initiatives, called Cocoa for Generations. Cocoa for Generations focuses on the ambition of creating a cocoa sector that respects human rights, protects the environment, and gives everyone in the value chain the opportunity to thrive.

The Cocoa for Generations strategy launched in 2018 and is backed by a $1 billion investment over ten years. It not only includes efforts to help safeguard children and forests but also aims to help empower women in cocoa-growing communities.

With a long-term plan in place to support cocoa for generations to come, the world can stay a little sweeter.

Williams & Connolly is proud to work with innovative, creative, and collaborative leaders in the food, beverage, and pet industry. We congratulate our friend and client Stephanie Felicetty of Mars Wrigley for her outstanding achievements.

Introducing in-house attorneys with an impassioned commitment to DE&I and belonging at work

Empowered

Trisha Daho, Empowered P62

Michelle Morcos Smith, MetLife P65

LaTasha Rowe, NFM Lending P68

Penny Tehrani, Nomura P76

John Gaidoo, Cummins P80

Manda Ghaferi, AIG P85

Sophie Anger, Mars P88

Antigone “Tig” Davoulas, Shake Brands, and Ashley

Simpson, Hoban Law P93

Cynthia Tregillis, Western Digital P96

Eugenie Cesar-Fabian, Palladium Equity Partners P100

Ariana Tadler, Tadler Law P105

Valyncia Saunders, Altria Group P108

Laura Schiesl Vega, Insight P113

Dave Ugelow, Group Nine Media P116

Anthony Sharett, Meta Financial Group P120

Ask. Listen. Learn. Support. Repeat.

Trisha Daho founded Empowered to support and elevate diverse leaders through well-thought-out strategies for meaningful change in the executive suite

By Billy Yost

The last line of Empowered’s mission rings the loudest, a perfect summation of everything founder and CEO

Trisha Daho is fighting for. “So all people have the same access and tutelage of inclusive leadership to climb to the top of the ladder with amazing skills, the skills needed to be well-rounded and able business leaders.” It’s one of the guiding principles that led Daho—after twenty years of acting as a partner, CEO, and diversity expert—to found Empowered, an organization that just so happens to share its name with this very issue of Modern Counsel. But it’s in recognition of Daho’s remarkable accomplishments and longstanding advocacy for DE&I in the business world that she was chosen as guest editor. Everything else is icing on the cake.

The math is fairly simple at its core: strategy plus empowerment equals success backed by people who feel connected to a wider mission.

“Too many leaders have titles, but not empowerment,” Daho’s bio reads. Her work on the diversity and inclusion front decades before it became a more widely embraced movement, meshed with the Empowered CEO’s focus on meaningful growth, regularly finds her on keynotes and in print. She frequently speaks to authenticity in leadership, high-impact teams, creating growth cultures, diversity and inclusion, culture strategy, and more.

Brian McKonkey

Guest Editor’s Letter

As the guest editor for Modern Counsel ’s Empowered issue, Daho was kind enough to discuss the progression of the diversity and inclusion movement, the evolving demands of a tumultuous 2020, and how organizations can not only provide opportunities for but also bring out the best in their people.

Given your long experience in the space, I’m very interested to see what you’ve seen as both advancements and complexities to the idea of D&I and where you see the current trajectory for more equality.

I’ve been doing this work in some form since about the year 2000. Back then, most D&I efforts were about creating awareness that diversity is good and a lack of diversity is bad, proving out a business case for investing in D&I efforts, and giving forums to mostly women on challenges related to being in a very demanding field while juggling other personal and professional roles. Most of the education related to the arena was focused on how women should change how they show up and interact in the professional environment to be “successful.”

Looking back on it now, it’s purely awful that we were subjected to golfing lessons, image consultants, and communications experts on how to be less “feminine” and more “masculine.” There were virtually no efforts related to equity and inclusion.

Then we started creating affinity groups for all kinds of people to make them feel a sense of belonging within the groups, exchange experiences and ideas,

and voice issues and concerns. As a leader, I was invited to go to these group events to show solidarity and commitment. The problem was there was not (and in most companies, still isn’t) any tie or alignment to actual firm strategies, measurements, or change that included accountability at the firm or leader levels.

Later, we added pipeline management systems, wherein we tracked the careers of highly performing diverse people. They were monitored on performance, mentoring opportunities, etc. We started focusing on talent acquisition to get more diversity on the rosters, and that was an easier place to start because it’s easier to measure hiring success than inclusion strategies.

It is only very recently that equity and inclusion have become a real focus with real strategies for change.

The results speak to that. Many industries have improved their numbers with regard to diversity, but because equity and inclusion still lag, that diversity does not progress into leadership or it bleeds out, indicating that we have a long way to go. And when you do not manage to get diversity into leadership, the efforts for change are tougher to effectuate.

Companies today, by the way, are at every stage along this continuum that you can imagine. It’s important to not judge the current state, but to make significant headway regardless of where you currently sit. In the COVID-19 era we currently find ourselves in, we have such unique opportunities to align DEI [diversity, equity, and inclusion] strategies with other important people strategies in our companies. They go perfectly hand in hand. And our younger people expect them to be there and be measurable. It’s all very good news!

Trisha Daho | CEO | Empowered

You’ve led large, diverse teams throughout your career spanning the globe. While it’s a well-known truth that more diversity tends to bring more perspectives and problem-solving capabilities, I’d love to know how this has played out in your own experience and the inspiration you’ve obviously received from helping champion these issues.

Well, in a nutshell, more lightbulbs go off! There is nothing more exhilarating than sitting with a diverse team and assessing big problems and coming up with complex solutions. Diverse teams give us insights we could never have on our own, they help us see important perspectives that we are blind to for a myriad of reasons, and they allow us to imagine many ways to do greater things than we’d imagined. Who wouldn’t sign up for that?

Different experiences help us build our own in better ways. We learn more. We have more insight but also compassion. We realize our insights are important, but they level up when bounced off of other insightful people.

Specifically, with regard to DEI, if there is one thing I want everyone to fully embrace, it is that you have no idea what someone feels, thinks, experiences, endures . . . unless you ask them and they trust you enough to tell you. Assume nothing. Ask. Listen. Learn. Support. Repeat.

What separates a company from truly embodying D&I issues versus just marketing and lip service?

Measurements and results! We can only have so many cultural sensitivity trainings and antiracism sessions. If you are not committed to actual change and sign up to be accountable at the highest levels, your people know the deal. Know that.

From the outside, firms can look like the most beautiful, equitable, inclusive places, but in reality, there are major systemic issues related to race, gender, country of origin, religion, you name it. The veneer covers a whole multitude of problems. I have lived it, and I have seen it in every client we’ve had. It has informed what we do now.

And if you are committed to lip service but not to the hard work of real change, I’d say just forget about it. You are wasting energy and time and money for no reason other than checking a box and creating some feel-good moments. It’s just not nearly enough.

What has 2020, the pandemic, and calls for more racial equality demonstrated about the continually evolving needs for employees? What can organizations do to support their employees during such a stressful time?

That has a variety of answers. The pandemic has given us a very unique opportunity to see into the lives of our employees and the day-to-day challenges they face in a way we have never had in the past. The separation of professional life and personal life is gone.

We have the opportunity as leaders to have a more intimate understanding of our people. The challenge right now is that leaders have never had to inspire and support teams in this kind of enmeshment of the personal and professional before.

They are not fully equipped to do so yet. And by contrast, our people are needing more support than ever before as they figure out how to navigate this new paradigm successfully. My advice is to give each other some grace to figure it out. Increase your levels of engagement with employees to see how you can support them and understand at a deeper level what they may need from you. Create new ways of connecting, mentoring, educating, leading.

On the racial equity side, companies are getting a lot more enlightenment on the topic than they ever had before. They are more fully understanding the need for equity in every thread of how an organization runs and how it impacts all of our stakeholders: employees, vendors, clients, leaders, industries. It is both a giant wake-up call and a time for enlightenment, focus, and real change.

The other great impetus is that younger people, regardless of identities, are demanding real change, and I do not believe it will fade away. People are willing to get uncomfortable not understanding and not knowing how to fix it all, which is a great place for us to dig in and get it done.

In Her Corner

First-generation Egyptian American Michelle Morcos Smith of MetLife credits her career success to her parents, mentors, and “personal board of

By Stephanie Zeilenga

As a first-generation Egyptian American, Michelle Morcos Smith started her career wanting to make her parents proud. “They placed a huge emphasis on education, as so many immigrant families do,” she says. “I always knew I would continue my education beyond my undergraduate program.”

Smith’s parents also emphasized the power of hard work. Their lessons, combined with the power of strong mentors, paid off. Now vice president and associate general counsel at MetLife, Smith heads up the legal team for the Western region of the company’s investment management arm, supporting its large commercial real estate portfolio.

Her parents also indirectly sparked her interest in law. When Smith’s father opened his own jewelry manufacturing business in Providence, Rhode Island, the lawyers helping him set up the business would come to the house. Smith saw firsthand the important role lawyers could play in business.

Serving as a page in the US Senate as a high school student sharpened her interest. “Seemingly everyone I met during that experience was a lawyer,” she says. Then, right before entering law school, her work on the campaign of a US Representative and lawyer running for governor of Rhode Island reaffirmed her career choice.

She first joined MetLife’s legal affairs team in 2001 as assistant counsel of real estate debt and equity investments. Her rise at the company has been impressive. She started as a junior counsel on the team, developed a close mentorship relationship with the then vice president and associate general counsel, and took on his role when he retired in 2017.

“He pushed me in areas where I needed to develop and recognized where I excelled,” she says. “With his encouragement, I took advantage of MetLife’s leadership development programs and moved into larger roles.

“His guidance helped me build up the skills I needed to become an expert in our practice area and lead a team,” the VP continues. “Whenever I’m confronted with a new challenge, I think about how he would urge me to ask the right questions and dive deep into the issue.”

Getting chosen to replace her mentor upon his retirement was a huge honor, Smith says. Of course, the new role was not without its challenges. Smith had to forge her own unique leadership style and take charge of guiding

directors”

her team’s career development, all while continuing to evolve the practice area to meet the business’s constantly changing needs.

Among her proudest accomplishments is her legal team’s role in supporting the growth of MetLife Investment Management’s commercial real estate portfolio, which exceeded $100 billion in 2019. “We support the business team on virtually every aspect of commercial real estate throughout the West Coast,” Smith says.

In 2020, Smith and her team were focused on supporting the business through the uncertainty of issues related to COVID-19 on its properties. She and others within MetLife also worked with local, state, and federal agencies to repurpose properties in its hotel portfolio in light of the pandemic. Possible uses included free housing for medical

Belonging

“For me, belonging at work is an essential part of success. When I feel that sense of belonging, I’m more engaged and connected to my colleagues and the work that I’m doing.

“In my experience, this feeling of belonging manifests itself in knowing that one’s voice is valued. The hope is that this causes a ripple effect to allow others to feel the same confidence and support to speak freely. Being in a work environment where my voice is valued allows me to bring my best self to work each day.”

workers on the pandemic’s front lines and logistics space. “Since we had hotels across the country, we wanted to be a good corporate citizen and help,” Smith says.

Looking back on her career trajectory, Smith says having strong mentors has made all the difference. Early on, they helped her with big decisions as she approached major forks in her path, like whether to stay in politics or go to law school and whether to stay at a firm or take an in-house role.

Her mentors also coached her through important conversations with her bosses. “To be able to role-play the conversations I would have about a promotion and why I was ready and what I could bring to the table—I’m certain I wouldn’t have gotten those promotions when I did without having the guidance of mentors,” she says.

Michelle

VP and Associate General Counsel MetLife

Sloane Smith

Morcos Smith

She says mentors are also key to increasing the representation of women in leadership roles. “They create a safe environment to have deep conversations about your personal and professional goals and help you gain confidence in your skills so you can advocate for yourself. They also can help you navigate difficult situations you might run into in the workplace.”

Smith now pays it forward, mentoring others as she’s moved up in her career. “It’s gratifying when a mentee tells you they’ve gotten their dream job and that the advice you gave helped push them toward that,” she says.

For those wishing to tap into the power of a strong mentor, Smith says outside the workplace can be a good place to look too. For the past twenty years, she’s had what she calls a “personal board of directors,” which in addition to former managers and colleagues includes women she met while attending Barnard College and other close friends.

“You want a variety of people with different perspectives,” she says. “The goal is to surround yourself with people who will be honest with you, have your best interests at heart, and be willing to take the time to help you grow.”

“Michelle is a gifted real estate attorney and leader who works seamlessly with MetLife’s legal and business teams, outside counsel, and the many companies Met does business with to ensure smooth closings of complex, sophisticated, and often one-of-akind transactions.”

–Alan

Robin, Partner

Shartsis Friese LLP:

Close to Home

How NFM Lending’s LaTasha Rowe is on a mission to aid minority homebuyers—a mission that started in her own backyard

By Billy Yost Portraits by Schaun Champion

The advice of a father often carries heavy weight, but in LaTasha Rowe’s case, the general counsel and chief compliance officer at NFM Lending was motivated by her father’s words in ways that would help define her career.

“My dad always told us that home ownership was a way to create generational wealth not just for yourself, but for your children,” Rowe remembers. “As an African American woman, I understand personally that there are things that we can do to create better access to credit and mortgage products for underserved and minority communities.”

Rowe’s journey is an amazing one. A mother at just fifteen, the lawyer-to-be would eventually be driven to her Virginia bar exam by her son, who had grown up attending college and law school with his mother. Rowe’s focus on financial independence, inspired by her father, wasn’t just sound advice. It was born from a car accident that thrust Rowe’s family into the direst of situations and left their future in jeopardy.

And now, nearing ten years at NFM Lending, Rowe continues to help her company find new and innovative ways of creating generational wealth and economic parity for those who often have the hardest time finding access to fair and equal lending.

“LaTasha has that rare, winning combination of being very smart and exhibiting great common sense,” say Rowe’s external partners, Silverman Thompson partner Bill Sinclair and Bowie & Jensen member Nicole Windsor. “Throw in her approachability, good humor, and infectious laugh, and she’s an absolute delight with whom to work.”

Self-Made but Not Alone

The philosophy of Rowe, and, on a more general level, the leadership team at NFM Lending, is best embodied by the story of Rowe’s father. A dedicated employee, he was wrongfully terminated after a car accident on the job because his employer didn’t want to pay out workers’

Empowerment

“I am empowered by my children. Through their love, hugs, and a little wit, they motivate me in my education and career to better society. In my darkest moments, personally and professionally, the light in their eyes—they are my biggest cheerleaders and support.”

Belonging

“Belonging means being part of the conversation and knowing that your ideas are not only welcome; they are heard.”

Inclusion

“NFM recently launched a Diversity, Equity, and Inclusion committee to explore opportunities among our three Cs (the company, the community, and the consumer).”

Expertise Spotlight

Silverman Thompson’s business litigation group provides trial and counseling services to Global 100 companies, Maryland entrepreneurs, and business and individuals in between. We have tried or arbitrated all manner of business and complex civil disputes throughout the Mid-Atlantic region, including business breakups, construction matters, employment issues, fiduciary duties, and lending and banking matters. Our attorneys include a former US District Court judge, a former Maryland Court of Appeals (court of last resort) judge, two former assistant United States attorneys, two former Assistant Attorneys General to the State of Maryland, former state prosecutors, and former law clerks to federal and state trial and appellate judges. On the counseling side, we have deep experience with advising clients on business formation and breakup, employment issues for both employers and high-net-worth employees, property acquisitions and sales, and lending- and banking-related matters.

LaTasha Rowe General Counsel and Chief Compliance Officer NFM Lending

compensation. Rowe’s father, not only facing economic hardship but also told he’d probably never walk again, obtained legal counsel. He was eventually awarded enough compensation to start his own business.

Rowe’s father would eventually walk again. Having surpassed his seventy-fifth birthday recently, he sent Rowe a video of him riding a bicycle. He’s “in better shape than any of his children,” the lawyer says, laughing. And his business, which started with two employees, grew into a thriving company with a workforce of more than one thousand.

The counsel from the family’s lawyer provided the inspiration for Rowe’s own career. She witnessed firsthand the ability of an individual to rise up and flourish if given a fair chance to do so.

“I saw that as an attorney, I could help others who may not be as knowledgeable and may have had setbacks in their lives,” Rowe says. “I could have an impact and be one of those positive people you need in your circle, who can help you be successful regardless of what life hands you.”

A Chance for All

After several years in a successful practice of her own, Rowe was approached by a former colleague about getting into the mortgage industry. Having just lived through the economic recession of 2008, Rowe’s mind was pretty well made up.

“Frankly, I was like, ‘No way,’” Rowe says bluntly. “The perception was that anyone in the mortgage industry was the bad guy and had gotten us in this problem in the first place.”

But she interviewed anyway and quickly changed her mind. “I absolutely fell in love with the leadership team, and not just their passion for the industry, but their integrity and desire to help people purchase a home the right way.”

The right way means education. “What are challenges for the Black and Latino communities that make them hesitant to purchase a home, and what kinds of products can we offer to the consumer that is finding that process a challenge?” Rowe says.

NFM participates in organizations like the National Association of Minority Mortgage Bankers of America (NAMMBA) and the National Association of Hispanic Real Estate Professionals (NAHREP). These partnerships provide a deeper understanding of the challenges facing many prospective Black and Latino buyers looking to make home ownership a reality.

“There are so many things you have to account for that you just never think about,” Rowe says. “We don’t want homebuyers to experience that payment shock of those incidentals, like a broken air conditioner or things of that nature. It’s not just about getting the loan. It’s about sustaining that homeownership once they’re in the home.”

NFM Lending also offers a limited English proficiency program (LEP). “Between 15 and 20 percent of our customers identify as Latin American, so we took the initiative of providing materials and translation for our consumers whose primary language is Spanish,” the GC explains. “The data shows that the average American has around an eighthgrade reading level, so when you’re trying to understand mortgage terms, trying to understand an entirely different language shouldn’t be a barrier.”

The Power of Three

It’s not just Rowe’s father who has impacted her path. Rowe’s mother imparted important advice for an African American woman who might often find herself the only person of color in any given room throughout her career.

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“I could have an impact and be one of those positive people you need in your circle, who can help you be successful regardless of what life hands you.”

“Mom always told me the importance of having three people in your life: someone ahead of you to act as a mentor and a sounding board, a peer who is going through what you are going through, and someone who is behind you, because while you’re climbing, you can help bring them up with you,” Rowe says. “Talking to someone who is younger in their career continues to make you grateful for your position and allows you to give back for what you’ve received.”

Rowe says the support of her family and peers allowed a fifteenyear-old mother to still pursue her goals. And that makes her especially aware of those who haven’t been given the same chances. “A lot of people in my position didn’t have those same resources or community,” Rowe says. “But that doesn’t make it impossible.”

And that’s why Rowe is where she is today, helping ensure that those looking for a shot at the American dream of homeownership have at least one of those “powerful three” in their corner.

“It’s not just about getting the loan. It’s about sustaining that homeownership once they’re in the home.”

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Silverman Thompson and Bowie & Jensen are Maryland law firms with a long history of collaboration. Silverman Thompson, which also has o ces in Washington, D.C., is a litigation boutique nimble enough, in the words of a former Judge of the United States Court of Appeals for the Fourth Circuit, to successfully handle high stakes plainti ’s and defense (civil and criminal) work in federal or state court, locally or nationally, on behalf of individuals and businesses. Bowie & Jensen is a midsized law firm with a national footprint with one focus – our clients who are businesses, governments, founders, inventors, and those who invest in them. Bowie & Jensen attorneys possess diverse skillsets that enable them to quickly understand and solve problems across various industries client needs including, but not limited to, merging, acquiring, selling, financing, planning for taxes and estates and trusts and commercializing and protecting intellectual property assets, and litigating when amicable measures cannot be implemented.

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Improve, Improve, and Improve Again

By Sara Verdi

Penny Tehrani never anticipated becoming a lawyer. “I always thought that I would be a doctor, but by the time I reached college, I entered undergrad as a philosophy and law and society major,” Tehrani recalls.

This educational pursuit led her to a fork in the road— she could either continue in academia or explore the legal route. Needless to say, as current managing director and head of corporate legal at Nomura, Tehrani chose the latter path.

For Tehrani, the experience of her plans and aspirations changing was incredibly formative for both her personal and professional lives. “There’s a quote by Voltaire: ‘The perfect is the enemy of the good.’ When I first read that in college, it really changed my perspective,” she explains.

Plans can and will change. Tehrani recognized that chasing perfection or the ideal experience can be counterproductive to flexibility and learning. “Take, for example, my legal career. I started out as a litigator, but when I was hired at Nomura, I became a corporate attorney. I had to completely retool,” she says. “It was not necessarily what I expected, but here I am fifteen years later, still practicing corporate law.”

Penny Tehrani encourages her team and junior lawyers at Nomura to embrace change while remaining active and flexible

According to Tehrani, being a good lawyer takes more than managing expectations of perfection and remaining pliable. You also need to be active. “Active doesn’t always mean being the person talking. Active also means actively listening, watching, and understanding your clients’ business goals,” she explains.

Tehrani believes actively listening also works in tandem with how she serves clients. “Your clients come to you because they need you. You are supposed to be their trusted advisor and you should know their business,” she says.

“As an in-house lawyer, you can’t cover your business without understanding what they do and what their goals are,” she continues. “That’s the formula to doing well. You have to ask yourself, Am I listening to them, and am I helping them deliver?”

This approach blends with Tehrani’s overall strategy, which is centered around delivering sound advice that provides clear, direct solutions.

Alongside her commitment to active listening, Tehrani’s determination to remain active has been a principal driver throughout her career. “A lot of times, society feels like it is approaching a more passive and reactive posture. Staying active is what can set you apart, especially in financial ser -

vices,” she says. In addition to her active stance, Tehrani’s prior experience in financial services set her up for a successful run in corporate finance law.

“Though I am a litigator, my previous experience in financial services right out of college informed me of the inner workings of a business environment,” she explains. Prior to joining Nomura, Tehrani held positions at Cowen and Company and OppenheimerFunds. In these primarily HR roles, she gleaned what both employers and employees require to keep a business successful. She also determined the benchmarks for progression in the financial services realm. The latter point is an important one for Tehrani.

“When I started in financial services in the mid-’90s, there were fewer women in senior positions, and it was harder for women to have access to senior roles or pay. Since then, it certainly has improved, but it has sort of plateaued,” she explains.

As a woman in a senior position, Tehrani acknowledges this period of stasis and what it means for people in her position. She likens the issue to Moore’s Law. “We improve, improve, improve, until we plateau, and it is up to us to figure out how to improve again—to involve a more diverse and inclusive population.”

To improve and address this gap, Tehrani believes that it is crucial to keep the dialogue around the problem running.

Penny Tehrani Managing Director and Head of Corporate Legal Nomura

Empowerment

“I believe empowerment ultimately comes from a combination of two forces—inner and outer.

“My empowerment is dependent on knowing, appreciating, and recognizing the many sacrifices of my mother, grandmother, and the strong line of women in my family as well as the many amazing men and women who have been mentors, supporters, and friends to me over the years.

“I also recognize that I stand on the shoulders of so many before me—women and men—who fought so hard to get women where we are today. But there is much more that needs to be done. My ultimate sense of empowerment is when I give back—to my family, my friends, my team, my colleagues, to causes near and dear to me, and—most of all—to strangers.”

“Even if we don’t like what the other person is saying, we have to keep talking. As humans, we hate humiliation and demand respect. And though there might be fundamental disagreements, you cannot arrive at solutions if people don’t feel as if they are being heard or respected,” she explains. This idea is something that Tehrani takes quite seriously in terms of diversity and inclusion at large and, more specifically, her own team.

Tehrani encourages a culture of open communication within her team. “Dialogue is so important. If I don’t know where you’re coming from, there are a lot of assumptions and presumptions. I want people to be able to tell me, ‘Hey, I’m having a bad day’ or I’m struggling.’ When I know what’s going on, I can best help those around me,” she says.

In addition to keeping lines of communication open, Tehrani focuses on avoiding complacency and instilling the formerly mentioned idea of staying active in her team members. “I want to challenge them, to push them to expand beyond their comfort zones, and to think broader, to think more tactically, to think more strategically,” she says.

These two foci, along with encouraging a sense of community and friendship within her team, make up the greater part of Tehrani’s leadership strategy. And while it has been successful for her, Tehrani attributes these successes to her leadership strategy working in tandem with a personal philosophy: your job should not be your entire life.

“There used to be this ethos within certain corners of the financial realm that work should be your end-all be-all. I want my team members to have their own lives and to

Hope in Queens

Throughout her career, Penny Tehrani has found many successes. More recently, she has felt a responsibility to use those successes to give back. In June 2020, she became a board member of a nonprofit organization that provides individuals and families with the tools to enrich their lives and build healthy, inclusive communities.

As a native of Bayside, Queens, Tehrani is elated to be serving within her own community. “Queens Community House is an incredible organization. There are such wonderful, dedicated people who are working to make a difference in the community, and they have especially pulled together to help those in need during COVID,” she says. “I am so inspired by the hope that they give people during these difficult times.”

keep a family-first attitude,” she explains. “As a leader, I not only have to set an example but also provide the right environment for them to succeed.

“I want my team members to show up and put on the best game that they can—and when they can’t, to know that I understand and that I am with them, not against them. I am blessed to have them and to have them stick around.”

We are proud to work with Penny, Instinet and the Nomura Group — at the forefront of advancements that shape the financial markets

Orrick, Herrington & Sutcliffe: “Penny is a true professional and great partner—she’s smart, savvy, and thorough. She has a broad range of responsibilities, yet always finds a way to identify and mitigate legal risks and come to a businessminded solution.”

–Mike Delikat, Jim McQuade, and Lisa Lupion, Partners

Stroock & Stroock & Lavan LLP: “Penny has an exceptional ability to identify the crux of an issue, and she brings a pragmatic, business-oriented approach to addressing it. Her deep industry knowledge, breadth of experience, and collegiality have enabled a great partnership. The entire Stroock team is happy to see her recognized.”

–Ian DiBernardo, Cochair, IP and Fintech Practices

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Schulte Roth & Zabel joins Modern Counsel in recognizing the accomplishments of Penny Tehrani

A New Precedent

John Gaidoo makes use of his uncommon personal perspective as a Black in-house attorney to foster diversity and inclusion at Cummins

By Courtney Ryan

Belonging

“To belong is to be able to be my true, authentic self and to know that I am respected and that my perspective and contributions are valued.”

John Gaidoo

Assistant General Counsel, Global Labor & Employment and Management Relations Cummins

Zach McCrory/Cummins

As the leader of the global labor and employment team at Cummins, a diesel and alternative fuel engines and generators company, John Gaidoo often advises his fellow attorneys as well as their broad group of stakeholders. And though it may seem simple, he says his most valuable piece of advice is one many people hear but don’t always internalize: be yourself.

“I try to remind myself as I take on different challenges that I don’t need to do it the way that the person before me did it,” he says. “Do it the way that you do it. Put your own perspective on it. It’s too stressful to try to be someone else. If you’re not yourself, you’re not going to bring your unique perspective to projects and initiatives.”

Gaidoo knows firsthand how hard it can be for emerging professionals in any field, much less the legal profession, to nurture the self-confidence that being oneself requires.

“If you had asked me when I was a kid what I would be when I grew up, I know I wouldn’t have said a lawyer,” he reflects. “I grew up as a Black kid in the deep South. My parents were educated professionals and I made good grades in school, so there’s no reason I shouldn’t have thought that I could do anything that I wanted to do.

“But I doubted myself,” Gaidoo continues. “Probably due to the racially charged

From the Guest Editor

“What John understands instinctively is that leaders need to dig deeper to really understand their people in ways that may not be comfortable for them to show just yet. Inviting authenticity and potentially divergent perspectives creates a real sense of belonging. That is critical to meaningful change in diverse, inclusive cultures that thrive.”

environment I was in and what that does to a person subconsciously, I thought being a lawyer was something that ‘other people’ did. It took me a while to gain enough confidence through different life experiences to shoot for the stars and believe I could accomplish big things.”

His now wife, also an attorney, was the first person who really encouraged Gaidoo to pursue a law degree. Since entering the field, he has devoted a significant part of his practice to finding other burgeoning attorneys who may lack confidence or opportunity—or who just need to see that someone else in their profession looks like them.

“I try to look for diverse attorneys because I can relate to how it is to be one of the very few in your demographic as you’re trying to come up in corporate America,” he says. “I try to just be a friendly face and lend a helping hand however I can. I want to be one of those people whom others can look at and say, ‘Look, if he did it, I can do it. And in addition to that, I can ask him, and he’ll help me do it too.’”

At Cummins, Gaidoo helps the attorneys who report to him gain a diverse set of experiences so they too can see where they excel and find joy in their work. “Professional development comes through experience, so it doesn’t matter what your title or seniority is,” he explains. “The way that you truly develop rather than just trying to gain

a higher and higher rank is to seek out experiences. I try to keep an eye out for different experiences that can help my team learn.”

He also extends professional development opportunities to outside counsel. “I believe that we need actual relationships, not just contractual relationships, with our external counsel to ensure that we’re partnering to provide the best legal services possible,” he says. “I’m not just throwing work over to them. I want to know them as people. I want to help them develop if I can, and I want them to know the company and have meaningful work that inspires them to put their best foot forward for us.”

When Gaidoo entered the field of law, most diversity efforts emphasized hitting ratios over nurturing inclusion. Though necessary cultural change often moves at a glacial pace, he was encouraged when he joined Cummins that leadership promoted values that, if sincerely implemented, he believed would enable real inclusion among diverse attorneys.

“A really important value that I believe goes hand in hand with our diversity focus is caring,” he says. “We care about our employees, we care about our work environment, and we look at our employees not only as people who are doing a job for the company but as human beings first. And we want them to be able to bring their full selves to work. Being able to be

Founding Principles

As a leader and mentor, John Gaidoo often dispenses advice that’s as simple and straightforward as his values. Below are a few tips that can aid in anyone’s career journey.

Respect everyone. “We shouldn’t be taking liberties with our peers or with our direct reports that we wouldn’t take with our boss,” Gaidoo explains. “All of us are important, and we all have a role to play. Everyone, at a minimum, deserves respect. When you treat people with respect, they’ll give you their best, and they will want you to succeed. You can actually learn from each other. To me, respect is the foundation of it all.”

Don’t be afraid to speak your mind. “If it’s what you believe, then you owe it to your organization and you owe it to yourself to actually put that voice into the conversation, because you are there for your unique perspective,” he says. “Don’t let your fear and insecurity deprive you of an opportunity to help other people and help the organization. When you do that enough, people respect you because they know that you’re taking things seriously and you’re taking ownership. They see you’re in the fight. With that kind of courage comes credibility, and you need that to be a leader and to grow.”

Push yourself to set the standard. “Don’t just learn the way that things have always been done and try to replicate that,” he says. “Put your stamp on it and constantly try to think about different ways to do things. Look around you and learn from what others are doing, but don’t wait for others to set the gold standard. You should be trying to set the gold standard, and with some creativity and passion, you can do that. Imagination is what makes life interesting.”

“It’s too stressful to try to be someone else. If you’re not yourself, you’re not going to bring your unique perspective to projects and initiatives.”

84

Littler congratulates John Gaidoo, Assistant General Counsel for Cummins, for his contributions to Cummins’s COVID Cross-Functional Risk Assessment Team, as well as his dedication to mentorship and workplace diversity.

Better Together

authentic and who you are is a big part of inclusion and feeling welcome, which is necessary to enable people to be their best selves.”

littler.com

321 N. Clark Street Suite 1100 Chicago, IL 60654 312.372.5520

111 Monument Circle Suite 702 Indianapolis, IN 46204 317.287.3600

Foley is proud to partner with John Gaidoo and Cummins, Inc. to produce America’s finest engines, filtration, and power generation products.

For more information about Foley, please contact: Phillip Goldberg | Chicago pgoldberg@foley.com

FOLEY.COM

Foley & Lardner LLP:

“John Gaidoo is a ‘go-to’ professional in both legal and business functions. He has always excelled at significant and varied roles at the company, demonstrating the poise, grace, and respect to lead and the humility to listen. Simply put, John is the complete package.”

–Phillip M. Goldberg, Partner

Littler:

“John’s know-how, experience, and calm are a perfect combination for a trusted advisor during a challenging time. His commitment to diversity and inclusion is a shining example for others to follow.”

–Paul Bateman, Shareholder

Squire Patton Boggs:

“John has a fantastic ability to see the big picture and create the best possible outcomes for Cummins while remaining dedicated to creating a diverse company culture. I always look to forward working with him!”

–Jill

Kirila, Partner and Coglobal

Labor & Employment

Practice Group Leader

Change Agent

In 1981, fourth grader Manda Ghaferi and her parents fled Iran to Los Angeles.

By Keith Loria

Empowerment

“ Hope and the possibility to drive meaningful change empowers me. Hope and the fortitude to move forward despite the obstacles, despite naysayers, despite competing demands, empowers me.

“We each have a voice that can carry influence and impact. We just need to remember to use it.”

“My father worked for an international company, and my parents were fearful for our future. We fled under the cover of night, leaving everyone and everything we knew behind,” she recalls. “That stays with you and colors your life going forward. You have a different mindset when it comes to opportunity, and the adversity and challenges that come your way.”

One early challenge for Ghaferi was how to understand and deal with the anti-Iranian sentiment common in the 1980s.

“With the amount of hostility toward Iranians following the hostage crisis, it was a difficult time for many Iranian immigrants in the US, particularly for young kids,” Ghaferi says. “I didn’t want to upset my parents with what I was hearing at school, but I vividly remember wanting to call out the prejudice and confront it.”

Ghaferi worked to change the dialogue at her school and then realized she wanted to do more.

“From there, I was hooked on the idea of becoming a lawyer,” Ghaferi says. “I could have a career at an international firm, like my father, and maybe find a way at the same time to give a voice to those who cannot speak for themselves.”

She attended UCLA for college and Loyola Marymount University for law school. In 1999, Ghaferi began working for SunAmerica, a division of AIG headquartered in Los Angeles and focused on the development of annuities and retirement products. Over the years, as both her career

Deeply committed to diversity and inclusion, Manda Ghaferi has supported the success of women and underrepresented groups at AIG over a twenty-year career

Manda Ghaferi VP and Deputy General Counsel AIG

developed and the company grew, Ghaferi took on more of a leadership role.

“The first few years of my career were incredibly formative,” she enthuses. “I was a jack-of-all-trades in the legal department and worked on many different issues and projects. It was an integral part of my training as a lawyer to have that experience of being able to take on all kinds of situations.”

Today, she serves as vice president and deputy general counsel for the company in the Life & Retirement division and lead counsel for individual annuities. “I have an amazing team of professionals who make coming to work a pleasure every day. There’s a commitment to excellence and collaboration and a dedication to community.”

Ghaferi has always been passionate about diversity and inclusion. She coled AIG’s first Women and Allies employee resource group in the Los Angeles area and helped create the Women in Distribution network, which supports the success of women across AIG Life & Retirement’s sales teams.

“It was inspiring to see Terri Fiedler become the chief executive officer of our sales and distribution organization. There is still so much opportunity across financial services for women to lead businesses and manage teams,” Ghaferi notes. “With our Women in Distribution network, we have created a space for those who are already successful—and for those who are on their way up—to build relationships and take their career to the next level.”

There have been three sessions so far, each time partnering with a local nonprofit focused on women and financial independence, and Ghaferi has already seen an important shift.

“I am so grateful to be able to work for an organization that gives me the opportunity and platform to make a meaningful difference in people’s lives,” she says. “It’s something I am enormously passionate about.”

She’s even prouder of AIG’s robust pro bono program, in which she is an active participant. One highlight is AIG’s partnership with Street Law’s Legal Diversity Pipeline program, which Ghaferi started in Los Angeles in 2012

Mark Lee

and now has expanded to AIG offices in Houston and New York. The program matches in-house legal departments with diverse local high schools to educate students about an area of law and the legal profession. The program culminates in a field trip to the AIG office for a mock trial on issues like the scope of First Amendment rights of students in school.

“One of the great things about this program is the goal of increasing diversity in the legal profession by bringing to life what the legal profession is,” Ghaferi says. “I continue to get feedback from some of these kids years later about how our time together with Street Law inspired them and set them up for success.”

Ghaferi’s efforts within AIG’s Life & Retirement division is one part of the global insurance company’s larger pro bono program, which empowers attorneys to take an active role in their communities. Most recently, AIG’s General Counsel Lucy Fato announced that criminal and social justice reform will become a key pillar of the program, seeking to partner with global organizations on important topics involving racial and gender inequality and LGBTQ+ rights.

“Lucy has inspired me personally and reinvigorated our collective commitment to use AIG’s global platform to help those in need. I couldn’t be prouder to be part of this team.”

“I continue to get feedback from some of these kids years later about how our time together with Street Law inspired them and set them up for success.”

The Journey to Mars

Sophie Anger reflects on the decisions that brought her to Mars and allowed her to thrive

By Billy Yost

In laying out her legal journey, Sophie Anger instinctually highlights not the jobs nor the accomplishments that followed one after another, but the actual decision she made to pursue her goals. To her mind, that decisions is the high-water mark of her career.

While it may seem a subtle difference, it’s anything but. The associate general counsel and marketing properties attorney for global petcare systems and processes at global manufacturer Mars possesses an inherent strength that credits her own agency, not any job title or award, for moments that have been particularly meaningful in her professional life.

The decision she made to leave her home in France to study abroad, her decision to take on trademark work as a young attorney despite having minimal training in the field, the decision she made to ultimately go in-house after finding the firm world unsatisfying—those are the moments that matter most to Anger. Each one of those decisions meant having to stretch far beyond what she felt prepared for—and succeeding anyway.

After rising through the ranks at Mars, Anger is now using her experience to help motivate, mentor, and support those who may need a hand in making their own tough decisions.

When IP Gets Personal

Anger came to Mars in 2013 just as the company was pivoting to a new model. Mars had made the decision to bring the bulk of its trademark legal

Sophie Anger Associate General Counsel and Marketing Properties Attorney for Global Petcare Systems & Processes Mars

Belonging

“First and foremost, belonging at work means having shared goals and/ or principles so that everyone within the organization is driven by a shared purpose and speaks the ‘same language.’ I’m lucky that Mars has a very strong purpose and equally important five principles that guide us all regardless of our role, function, or location.

“We can’t speak about ‘belonging at work’ without collaboration. Collaboration brings the best out of teams: sharing ideas, accomplishing our team’s objectives, celebrating wins together. In a nutshell, it makes going to work rewarding and fulfilling.”

Advancing Opportunities for Women in Law

As an advisory board member for Transforming Women’s Leadership in the Law (TWLL), Sophie Anger is advancing the organization’s goals of fostering conversations between law firms and general counsel to better connect senior women in law and address the barriers preventing women from advancing in the field.

“Coming from an organization like Mars, where our general counsel is a woman, I feel empowered to be able to help TWLL raise awareness to a broader audience,” Anger says. “You have the opportunity to be exposed to these incredible women over and over again, and it makes it easier to reach out to them for advice and to learn more about some of the challenges they might have faced in their own careers.”

Over the last year, the organization has increased its scope, moving on from merely recognizing the struggle of women to making gender equality an explicit goal, complete with measurable and strategic aims. Those aims include making sure women receive their fair share of subject matter experience and client exposure as well as taking measurable action against bias in the workplace.

work—previously handled externally by five different regional firms—in-house.

“They needed to build a bigger in-house team to accommodate all the trademark work, and the way it was set up was a little bit unusual,” Anger explains. The trademark team was essentially split in two. One team, known as the “legal practice” team, handled the back-office work, while the other team worked in a more in-house, client-facing position. Anger was tapped to lead the former team.

“It was a big challenge for me in my journey,” Anger recalls. “It meant taking on a much larger team than I had led before and really establishing not just the kind of work we were doing but how that work was going to get done.”

This was all further complicated by the fact that the majority of Anger’s team had already been hired. She inherited her team and had to teach them an entirely new way to work across all segments of the Mars business: Confectionary, Petcare, Food, and more.

Since then, Anger has only seen more evolution within both the company and her own role. When the entire legal

team at Mars was restructured to work in a more segmented capacity, Anger was asked which division she’d like to lead trademark matters for. The pet owner and animal lover chose the Petcare segment, and her team now interacts with its clients from soup to nuts.

“Sophie is among the best in-house counsel I have worked with in twenty-five years of practice,” says John J. Dabney, a partner at Snell & Wilmer. “Her passion and collaborative leadership style, coupled with her extensive knowledge of the business and law relating to the field of pet care, make her a bright and leading light at Mars and throughout the industry as a whole.”

Anger oversees the trademarks for four distinct segments within Mars’ Petcare brand: Pet Nutrition, Royal Canin, Kinship, and VHG. These segments include household names like Pedigree, Whiskas, and Royal Canin as well as veterinary hospitals and clinics such as Banfield Pet Hospital, VCA, and AniCura.

The AGC has taken on an additional trademark segment with Mars’ development of its Kinship coalition. “Kinship is

centered around cutting-edge innovation and the future of pet care and pet services,” Anger says. Along with an in-house incubation lab and $100 million venture fund start-up accelerator, Mars has made some strategic acquisitions, including the Whistle GPS dog tracker—an activity pet tracker for which Anger herself can offer a convincing stump speech.

“I got one for my own dog, and the tracker noted an increase in its licking and scratching,” Anger explains. “It wound up being a rash that required medication, and we were able to be alerted much earlier than we might have been because of the Whistle tracker.”

Making the Leap

For Anger, supporting Mars’ Petcare brand means supporting a team that stretches from Australia to Europe to Tennessee. “We are a somewhat decentralized company, and one of the five principles—freedom—empowers local units to make decisions,” Anger says. “At most companies, decisions are made at a headquarters and then trickle down. That’s not the Mars model.”

Anger admits that this model can make looping in the right stakeholders at the right times a little more challenging, but she emphasizes that working cross-functionally has allowed her to get to know the inner workings of the company and develop a keen sense of who needs to be where, when.

“Mars is a very relationship-building kind of company,” Anger notes. “Once you get to know people, you’re able to develop that important level of trust. That’s why this company is such a good match for me. I like the collaboration and knew this was the kind of environment where I would thrive.”

Feeling comfortable and at home in her role isn’t a feeling Anger takes for granted. In her early firm years, she experienced some conflict in her work environment with other attorneys as well as partners. It wasn’t until Anger went in-house at Merck that she found a truly collaborative environment and a manager she wanted to emulate.

“She worked on developing people and collaboration and really represented what I wanted to be,” Anger says. “I feel like I’m still trying to emulate her to this day.”

Expertise Spotlight

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Anger’s focus on building out her leadership potential has included regular attendance at leadership workshops, taking on an advisory position for the Transforming Women’s Leadership in the Law organization (see sidebar on page 88), and making the decision to lead in her own way.

“I’m inherently a very shy person, so I’m not the kind of boss who yells or demands,” Anger says. “I want to hear my team’s ideas, and when a decision needs to be made, I give my team a chance to provide their input.”

The AGC says the culture at Mars encourages employees to take risks, and it’s a mentality she tries to embody on her own team. “I want people on my team to feel empowered to go with their portfolios and do their best work,” Anger says. “Seek my input if you need it, but I’m not going to be micromanaging you.”

Anger’s leadership, whether consciously or not, might be a direct refutation of how she grew up.

“You could say I grew up in a little cocoon,” Anger says, laughing. “I was an only child, but I just had to take that leap into the unknown.”

For Mars, that meant securing a continually curious and motivated leader. For Anger, it’s meant not just appreciating the leap itself but understanding that making the decision to jump was a victory in and of itself.

Arent Fox is proud to work with the Mars, Incorporated legal team and congratulates Sophie Anger for this well-deserved recognition of her work and principled leadership.

Giving Cannabis a Fair Shake

“It just doesn’t occur to anyone that there is more than one gender working in this area.” Antigone “Tig” Davoulas and other key stakeholders from the budding Shake Brands were in Little Rock, Arkansas, talking to the State Plant Board about launching its first industrial hemp pilot program. That included talking with interested grassroots and lobbyist organizations attempting to shepherd the process through legislation.

“One guy told us they didn’t know that there were any women in the business,” Davoulas says, laughing. “They said we should be the face of hemp in Arkansas because all anyone thinks about is some guy standing in a field with a plant.”

Shake Brands is a women-led, Arkansas-based cannabis branding and product development company. The organization is focused on building a diverse supply chain and raising up women in science, industry, and all through the production pipeline.

“People will ask us if we only work with women,” says Davoulas, the chief legal officer of Shake Brands. “Of course not. We want to elevate cannabis and education for the entire community. But it’s such an inspiration to work with empowered women, and that can be infectious. It’s just become a byproduct of our business.”

Most recently, Shake Brands is partnering with an African American group of women based out of Los Angeles to curate a crate of Shake-branded products for nationwide distribution. On the local level, Shake is gearing up for a spring 2021 Northwest Arkansas Hemp Festival—the first of its kind produced by an all-woman team.

Shake is also looking to partner with the next generation. “Our latest intern is also a strong woman,” Davoulas says. “It’s so great to be able to send the elevator back down and mentor other women. We can all grow together.”

A Budding Relationship

By Billy Yost

Back in 2016, when Shake was searching for regulatory and compliance outside counsel, Davoulas continually heard the same referral. “Everyone kept telling us if you’re going into cannabis, you need outside counsel, and you need Hoban Law.”

Antigone “Tig” Davoulas of Shake Brands

partners with Ashley Simpson of Hoban Law to keep the women-led company compliant and on the front lines of the cannabis industry

Belonging

“To me, belonging at work can mean the difference between a job and a career. Like most, I have always craved to truly love what I do for a living. When you are passionate about something and you follow that passion, your whole life can change. I can honestly say that I love what I do, and I love the people I work with even more. Joining the Hoban Law Group has transformed what used to feel like ‘work’ into a career I never thought was possible. HLG’s unique culture of community and inclusion makes me feel like I truly do belong.”

Inclusion

“At Shake Brands, intentional inclusivity is a critical part of our business model. Why? Because only an inclusive workplace can truly understand everyone’s needs by ensuring every voice is heard. We do this from the top down by building diverse teams, supporting supplier pipelines that promote diversity, and putting an extra emphasis on mentoring young talent.

“Within our corporation, the dynamic of diversity among our founders forces us to challenge each other more. We embrace dissent because without it, we would not have breakthroughs that build us up or connect us with our customer base. It’s what makes real collaboration possible.”

Ashley Simpson Of Counsel Hoban Law Group

Courtesy of Shake Brands Corporation (Davoulas), Courtesy of Hoban Law Group (Simpson)

Antigone “Tig” Davoulas Chief Legal Officer Shake Brands

Davoulas soon connected to Texas-based Of Counsel Ashley Simpson. “Shake Brands was one of the first clients that I really got to know well and that I was able to use my previous FDA experience with,” Simpson says. “It’s been a night-and-day change for me because I came from the oil and gas industry, where I was often reviewing documents from the 1800s. I transitioned from an area of law that had been established for decades and decades to a completely new legal field that’s still in the midst of being established and developed, which is fascinating.”

“To Ashley’s point,” Davoulas interjects, “as lawyers, we’re taught to really live in the gray and embrace it. When people ask for information ‘in plain terms,’ they mean black and white. And that’s just not where we are right now.”

Davoulas says the education component as it applies to the public at large is a critical function of those working in the industry. “A lot of people still think about [infamous propaganda film] Reefer Madness when they think of this industry. But I like to use the analogy of Prohibition. When it ended, it wasn’t something people were unfamiliar with or unaccustomed to. We’ve always had these commodities in our history, and, right now, there is a patchwork of states really taking a crack at legitimizing the industry as whole.”

Simpson is amazed by how far this burgeoning industry has come in such a short time. “This was sort of a scary proposition for any lawyer four or five years ago, and especially for me as a young lawyer with a one-yearold at home,” Simpson admits. “But it’s turned out to be a great decision.”

USDA Certified

And Shake Brands is on the front lines. The company was the sole processor in Arkansas and only one of four in the South to receive USDA organic certification. Now, the company has set its sights on recreating its successful hemp product rollout for medical cannabis.

“We want to really open the market up with organic options and other chemical-free wellness product lines for the health focused,” Davoulas says. “Everything we see locally is missing this segment of the market.”

Shake Brands is looking to change that. The company is also intent on branching out from wellness into clean beauty. “We cut our chops starting in hemp, and now we’re really excited to lean in the rest of the way. We’re pumped to have Ashley with us to explore these avenues as well.”

www.shopcbdandme.com

As a southern-based cannabis branding and product development company, Shake Collaboration® helps industry players develop a platform to elevate.

www.shakecolab.com

Rooted Locally, Connected Globally

Put simply, the cannabis industry is all that we do At the Hoban Law Group (HLG), we take our role as service providers, the high-quality work for clients and our role in advancing the global cannabis industry extremely seriously

www.hoban.law

Inventive Women

In conjunction with Western Digital’s Female Inventors Program, Cynthia Tregillis promotes women’s involvement in patent processes and IP

By Sara Verdi

Cynthia Tregillis is passionately outspoken about women’s involvement in intellectual property. As an IP attorney herself, Tregillis is concerned with increasing female representation within IP, especially on the patent side of the law.

When she came across some articles covering the low numbers of female inventors and female appearances before the US Patent and Trademark Office (USPTO), it piqued her interest in seeking solutions. Given her current position as vice president and deputy general counsel of contracts, products, and intellectual property at Western Digital, she was in an interesting position to help.

“I realized that this is an issue across the tech industry. I reached out to our chief patent counsel, David Dutcher, and mentioned that this is something that we

should look into,” Tregillis explains. Coincidentally, Dutcher had already been in discussions with his team regarding research on underrepresented inventors, published by the USPTO and Intellectual Property Owners Association (IPO).

“We had a convergence where we decided that yes, this is important, and this is an issue where our legal department can really drive change,” she says. Shortly thereafter, Western Digital’s Female Inventors Program was born.

At a high level, the Female Inventors Program—as explained by Sabra Truesdale, a colleague of Tregillis and one of the lawyers spearheading the program—was designed to quantify current female inventor participation within Western Digital and to increase the percentage of women named on invention disclosures. Spurred on by the dramatic numbers listed in the

Cynthia Tregillis VP and Deputy General Counsel of Contracts, Products & Intellectual Property Western Digital

Empowerment

“Empowering others is what empowers me. Most definitions of ‘empower’ refer to giving someone power to do something. The definitions that I prefer refer to making people stronger and more confident. I love to see my team rise up to challenges and succeed. Their sense of pride in achieving that success, particularly if they are facing a difficult issue, is incredibly important for them to grow as people and employees.

“Equally important is acknowledgment and recognition of a job well done. Most people do not need or seek constant validation, but we all want to feel appreciated. The simple act of saying ‘thank you’ is incredibly empowering and motivating to most people.”

Christian Tregilis

USPTO reports, Western Digital wanted to take an introspective look at its own statistics. For reference, the USPTO reported that only 12 percent of all inventor patentees in 2016 were women. Western Digital’s numbers were aligned with this statistic.

With this program, Western Digital is focusing on improving this issue through systematic measures. Though the project is still in its infancy and has unfortunately had some holdups due to the COVID-19 pandemic, its first phases are still pressing forward.

“Identifying the root cause is the first step,” Tregillis says of the program. “Once we know what the root cause is, then we can try to procure solutions to improve our numbers of participants.” The program’s beginning phases are akin to data collection and analysis, which will give the team the metrics to discern what moving forward will look like.

From a legal perspective, Tregillis has found working on this project to be both fascinating and a bit of a learning curve. “It’s not an issue that you would typically assume would fall under a legal team’s purview,” she explains. “As lawyers, we approach this issue from a very different angle than our HR team would, for example.”

That is exactly why Western Digital’s diversity and inclusion team has been directly involved in the project as well. “We quickly realized that making a human connection with everyone in the company—women and men alike—who could participate in the inventor process was crucial. Once you identify the problem, you then have to uncover the solutions. Some of those solutions may not be as obvious to lawyers,” she says, laughing.

Partnering with the D&I group, to Tregillis, is integral to introducing solutions from a different perspective. She is excited that the D&I group enthusiastically agreed to work with the legal team on this important issue.

“Any company that does not include or does not have a diverse group of inventors is most likely missing out on valuable contributions by their employees,” she says. In large part, that is why a program like this is so critical.

“The idea of the diversity of thought is important, especially in the technology space. All people come up with different ways of attacking or solving a problem,” Tregillis notes. “Excluding certain people—women specifically in this case—means that those unique approaches can be missed out on.”

To build off that point, Tregillis believes that the best way for not only Western Digital but the tech industry as a

From the Guest Editor

“I am so excited to see what Cynthia has put into motion at Western Digital! It is so important to get alignment to the company’s goals by engaging the DEI function at the firm on an amazing program like this one. It ultimately gets much broader and deeper support and typically shows ROI faster too.”

whole to move forward and tackle this issue is to acknowledge that there is a shortage of female involvement and D&I. “The more that it is addressed and discussed, the more likely that we are going to find a holistic solution, not just for tech but across all industries,” she says.

The timing for these types of conversations, according to Tregillis, couldn’t be better. “I am extremely happy that we are focusing on it. 2020 is an important year for women already, as it’s the one hundredth anniversary of women’s right to vote,” she says.

As passionate and excited as Tregillis is about the Female Inventors Program, she also knows that support for such programs is hardly a given. She is grateful that she works for a company that gives these ideas and projects a platform.

“I feel very fortunate to work for Western Digital because the legal department is not just seen as legal,” she says. “We are seen as business partners. Having a seat at the table has made my job both exciting and interesting.”

Prior to joining Western Digital, Tregillis was a partner at a firm. She felt as if she had ticked all the boxes—until she went in-house. “I really love that I have been able to see things through, to see projects all the way through, and to know that I contributed,” Tregillis says.

In addition to her internal efforts with Western Digital and the Female Inventors Program, Tregillis is extremely

passionate about mentorship and programs that involve empowering women, especially within the IP space. “I have greatly benefited from mentors, and I love to see people succeed and grow in their careers,” she says.

Apart from developing mentorship opportunities within Western Digital, Tregillis is a chapter leader for ChIPs, a nonprofit organization that advances and connects women in technology, law, and policy. “The idea of female representation is so important to me,” she says. “ChIPs has been an excellent way to drive equality and pay it forward.”

Shearman & Sterling:

“Cynthia is a trailblazer in the support and mentorship of women in the IP field. She is dedicated to the pursuit of excellence at Western Digital, and the support and promotion of women to achieve those goals.”

Shearman & Sterling is proud to partner with Western Digital and strongly supports Cynthia Tregillis and the tremendous work she is doing for the Female Inventors Program.

We are proud to partner with Cynthia Tregillis and Western Digital on innovative and dynamic brand protection strategies.

–Kieran Kieckhefer, Partner

The Palladium Way

Eugenie Cesar-Fabian navigates the complex arena of securities law for Palladium Equity Partners, which strives for exemplary business ethics and practices

By Jeremy Borden

In the wake of the Enron accounting and fraud scandal in the early 2000s, securities law began to explode as Congress acted and securities regulators vowed to do better.

That happened to coincide with when Eugenie Cesar-Fabian (who goes by Genie) emerged from law school and entered securities law as an associate. Legal battle lines were being drawn in the field, as were the role lawyers and regulators alike would play in shaping how securities law would affect high finance on Wall Street.

“It was a heady time and really interesting,” says Cesar-Fabian, now general counsel and chief compliance officer at the private equity firm Palladium Equity Partners, about her first years as a young legal associate.

She gained an early ability to view the field from a broad perspective. In one case, she was working on behalf of a firm where two brokers had been charged with serious securities fraud claims. In that case, the client wanted to cooperate with the Department of Justice in its prosecution of them: “[The client was] happy to assist because these guys had defrauded customers,” Cesar-Fabian says.

And so, something interesting happened. Even as a member of the defense bar, Cesar-Fabian served her client by actively cooperating with federal prosecutors in trying their case. Understanding both the prosecution and defense of securities law as it played out in real time served as a valuable lesson in a field where some take advantage of legal gray areas to cross ethical lines.

When Cesar-Fabian wanted to make the transition to in-house counsel—seeking a easier work schedule to attend to her two children and a new family life—she wondered how a financial services firm would deal with that complexity.

In that regard, Cesar-Fabian says she feels no less than blessed at Palladium. The firm was already practicing and instilling the idea of “the Palladium Way”—ethical to a

Inclusion

“Palladium has been a diverse, minority-owned firm since 1997. More than 70 percent and 60 percent of our employees and our partners, respectively, are minority or female. The average tenure of our senior team is more than ten years, so we’ve also been working together a long time.

“Inclusion is the fabric of our DNA, and we know that our team’s diversity is what has made our strong culture possible. We actively work to ensure that professionals from all backgrounds and experiences have a place on our team because it is who we are and have always been.”

Eugenie Cesar-Fabian General Counsel and Chief Compliance Officer Palladium Equity Partners

fault and wanting to hold itself to the highest standards in business—long before she got there in 2011. When founder Marcos Rodriguez, who serves as chairman and CEO, began to build Palladium in 1997, he envisioned a firm that would lead the way in doing business ethically and built a culture to support that mindset.

It’s a culture where profits are not the only goal, which makes Palladium an “awesome place to work,” Cesar-Fabian says. In that sense, “Palladium is very much the needle in the haystack. I love it. I have friends that I will have for life.”

Still, even though Palladium’s culture was ripe for the kind of legal and compliance rigor that Cesar-Fabian brings to the job, it can be tough to keep up with regulators. The US Securities and Exchange Commission (SEC) only began to regulate private equity when private equity provisions of the Dodd-Frank Act went into effect in 2012. Since then, what’s required of private equity firms like Palladium has become clearer, but the priorities of the SEC continue to evolve rapidly.

To ensure that Palladium is in full compliance with all regulations, Cesar-Fabian works with Associate General Counsel and Deputy Chief Compliance Officer Dominick Barbieri, a former SEC enforcement attorney, as well as outside counsel to determine priorities. She also reads “as many speeches and statements and alerts and settlement orders as I possibly can. You have to do a real-time risk assessment to determine what you think matters most,” she says.

When Cesar-Fabian first joined Palladium, she wasn’t sure how she’d navigate the potential minefield facing private equity as Dodd-Frank took effect and its laws were being interpreted. She remembers how difficult the move was at times. She had come from an environment at a law firm where writing ability and legal knowledge were most prized. Now, she had to set up a formal compliance operation in an uncharted regulatory environment and where everyone else was primarily focused on business transactions. Initially, it proved a “jarring transition,” she says.

In the business world, unlike law practice, Cesar-Fabian explains, soft skills and an aptitude for relationship-building are key attributes. The legal research, analysis, and writing skills she had built in private practice were no longer as important as they had been. Cesar-Fabian also wasn’t sure how those pursuing deals would react to the added layers of oversight and compliance.

Luckily, Palladium’s steadfast culture of strong business ethics ensured that the ground had been tilled for CesarFabian’s compliance efforts long before her arrival. She remembers when an internal compliance initiative to monitor employee emails surfaced messages that said, “Should we ask Genie about this?” It showed her that the firm was seeking to do the right thing in any given transaction.

“I’m really proud of the culture we’ve built at Palladium,” she says. “The fact they’re asking is just phenomenal. It shows the tone is right and the culture is right.”

The way Palladium operates its business means that it’s far ahead of the curve on progressive issues that some firms have only recently begun to think about. Environmental, social, and governance (ESG) issues have become a bigger focus in recent years, which means measuring deals by not just traditional business metrics but also whether firms are sustainable in a variety of other ways.

When Palladium measured itself against key metrics recently, it found that it was already well positioned to be a leader in the field. For example, 75 percent of its current portfolio companies have minority board rep -

“Top to bottom, we are all striving to do business the Palladium Way, which yields dividends. We’re proving it out, and that makes me super excited.”

resentation, and 75 percent have female representation.

Even with such strong figures, the firm continues to prioritize increasing diversity on its portfolio company boards, and Cesar-Fabian has taken a leading role on such initiatives at Palladium, which includes understanding and gauging success in those areas.

“Genie is one of a kind,” says Bruce I. March, cochair of Greenberg Traurig’s global corporate practice. “Her extraordinary commitment to diversity and inclusion is a beacon of hope and inspiration for the alternative investment industry.”

During the COVID-19 crisis, Palladium showed its commitment to ESG. The company worked with leaders of companies in its portfolio to make sure they were prioritizing their employees.

Palladium is a middle market private equity firm with nearly $3 billion of assets under management. The firm seeks to acquire and grow companies in partnership with founders and experienced management teams by providing capital, strategic guidance and operational oversight.

Since its founding in 1997, Palladium has invested over $2 billion of capital in 35 platform investments and more than 135 add-on acquisitions. The firm focuses primarily on buyout equity investments in the range of $50 million to $150 million. The principals of the firm have significant experience in consumer, services, industrials, and healthcare businesses, with a special focus on companies they believe will benefit from the growth in the U.S. Hispanic population.

Congratulations to our friend and client, Genie Cesar-Fabian

We are honored to partner with Genie to help achieve the team’s organizational goals.

We look forward to supporting her continued success.

“These are real people who have real families, and they have a job they’re trying to do,” she says. “We are extremely proud of the portfolio companies.”

The business side of things also benefited in the longer term, meaning companies have been resilient. This resilience proved once again that the Palladium Way works not just from an ethical or moral standpoint, but from a business one too. “We’re seeing the fruits of those efforts,” Cesar-Fabian says.

Indeed, Palladium has doubled in size since Cesar-Fabian first joined. The company now has nearly $3 billion in assets under management. In all, Palladium has made 35 platform investments and more than 135 add-on acquisitions since its founding. It is the ultimate affirmation of how Palladium has sought to do business over the past two decades.

As Cesar-Fabian puts it, “Top to bottom, we are all striving to do business the Palladium Way, which yields dividends. We’re proving it out, and that makes me super excited.”

is a service mark and trade name of Greenberg Traurig, LLP and Greenberg Traurig, P.A. ©2020 Greenberg Traurig, LLP. Attorneys at Law. Attorney advertising. All rights reserved.

We applaud Genie Cesar-Fabian’s outstanding leadership at Palladium Equity Partners, LLC and her ability to cultivate a workforce that is empowered to think, create, and innovate.

“Palladium is very much the needle in the haystack. I love it. I have friends that I will have for life.”

Her Name on the Door

As founder and managing partner of Tadler Law, one of the few women-owned class action and complex litigation boutique firms in the US, Ariana J. Tadler draws on more than twenty-five years of legal experience to fight for her clients and achieve the best outcomes possible.

Tadler knew she wanted to be a lawyer at thirteen and credits her family for influencing her decision.

Growing up, Tadler was very close to her father, who had dreamed of becoming a lawyer before embarking on a more entrepreneurial path and encouraged his three children to take the reins of their careers. He returned to law school postretirement, graduating shortly after his daughter did, and launched his own firm.

“My parents had very high expectations from us and were very intent on our being educated academically, socially, and culturally, and we were grateful to have the opportunity to be so informed,” Tadler shares. “We were expected to eat dinner together as a family, and those dinners were complemented by very intense dialogue. If you chose to speak on an issue for dinner, you were expected to be well informed, and to be thoughtful and respectful.”

These expectations set Tadler up for success later on. After graduating from Fordham University School of Law, she spent five years with a small, solid plaintiffs’ firm. She then joined Milberg, where she became partner in 2001 and founded and chaired the firm’s e-discovery practice group. “I had just had my first son, and I woke up looking for more opportunity to grow as a lawyer and wanting more opportunity to grow as a leader.”

But most of all, she was looking for a place where she saw women in leadership.

“For most of my career, I really never imagined my name on the door. The very fact that a woman’s name was on the door was significant,” she explains of joining Milberg. “My focus was on the work. I wanted to have an impact—to work on important cases and be in the driver’s seat. I was able to do that.”

By Keith Loria

Tadler had to work doubly hard in a heavily male-dominated field. “I had to have tough skin,” she explains. “Back then, the worst shots often did not come from my adversaries but rather from my peers, partners, and cocounsel. But I learned a great lesson. I realized that I was far more

Ariana J. Tadler, founder and managing partner of Tadler Law, understands the value of a team mentality and giving a voice to those who are often unheard

Empowerment

“I was a women’s lacrosse goalie in high school and college; being part of a team empowers me. I am a fanatic when it comes to books geared toward team management and women’s empowerment and leadership.

“Learning new skills to achieve a goal also empowers me. I recently spent a Saturday learning how to write better macros to make certain tasks in the office more efficient!”

Ariana J. Tadler Founder and Managing Partner Tadler Law

successful and happy when I shut out that noise and instead employed a teamwork mentality, when I recognized that each person had something to contribute, and when I treated people respectfully and spoke openly about gratitude—even when others didn’t do the same.”

In November 2015, Tadler cofounded Meta-e Discovery, a legal technology consulting firm that helps other law firms and in-house corporate legal departments manage the e-discovery process. She took an even bigger leap in 2019, founding her own firm that specializes in complex and class action litigation and e-discovery services. The move distinguished her as one of only a handful of women lawyers in the country who own and lead a law firm.

“I thrive on teamwork and collaboration and what I call the benefit of the huddle,” she notes. “That team mentality is the very reason I decided to launch Tadler Law.”

Tadler describes partner AJ de Bartolomeo as a force to be reckoned with, Brian Morrison as super smart and strategic, and Senior Associate Joann Militano as a data guru. Tadler also relies on Sheba Makonnen, her executive assistant of ten-plus years, whose recent title change to director of operations and administrative services reflects how she helps the firm run smoothly day-to-day.

“We do an actual huddle twice a week, and our team approach has been critical in our first year, enabling us to achieve success in short order,” Tadler says. “We have settlements in major litigations, including Yahoo, Apple, Equifax, and Facebook. We have achieved leadership positions in major matters and have been retained in some private matters involving breach of contract and intellectual property infringements.”

Tadler, who has spent more than fifteen years achieving distinction in the e-discovery arena, has capitalized on her reputation to set her firm apart from competitors. The only Band 1–ranked lawyer in e-discovery among plaintiffs’ lawyers by Chambers and Partners, she is considered a leading authority in the field. She is often appointed by courts to leadership positions in large, complex federal and multidistrict proceedings because of her extensive experience managing complex litigation and her e-discovery prowess. Her entire team is trained in e-discovery to complement their litigation skills.

Being women owned, she believes, also makes Tadler Law a good partner for firms looking to diversify their legal teams. “Women are now empowered and paving the way for our future,” Tadler says.

She prompts others in the industry to embrace this idea, leveraging her reputation to benefit people who enjoy fewer advantages than she does. “I have made it a personal commitment to be a champion for women, people of color, and junior lawyers, all of whom have been historically marginalized in society and the field of law,” Tadler asserts. “In large matters that I tend to work on and where I recently competed for leadership positions, I emphatically encouraged the courts in my written applications and my oral arguments to be inclusive and to recognize lawyers who add diversity and who had already demonstrated their ability to lead early on in those very matters.

“Can it be more obvious that when representing classes of people who have been wronged,” she continues, “the leadership should be appropriately diverse to represent the constituents who comprise the class?”

“For most of my career, I really never imagined my name on the door. The very fact that a woman’s name was on the door was significant. My focus was on the work. I wanted to have an impact; to work on important cases and be in the driver’s seat. I was able to do that.”

Please Take a Seat

Altria Group’s Valyncia Saunders advocates for a better future when it comes to diversity in law, and that begins with welcoming everyone to the table

By Billy Yost

Saunders Assistant General Counsel and Senior Director Altria Group

Belonging

“[Belonging] means being able to bring your authentic self to work without fear of being ostracized. That’s everything from relevant life experiences that shape who you are and how you show up at work, to simply being able to wear your hair in its natural state. It’s being able to normalize just being you and that being OK with everyone around you.”

Valyncia

Perhaps now more than ever, the sobering reminders of where the law profession stands in terms of diversity and representation has resulted in a doubling down by recruiters, firms, and corporations to rectify a glaring industry flaw.

In June 2020, the American Bar Association Journal reported that 70 percent of female minority lawyers have left or have considered leaving the legal profession due to issues they’ve faced in the workplace as well as an inability to find mentorship from people with similar life experiences to them.

The report serves, in many ways, to reinforce the US Bureau of Labor Statistics findings that law is one of the least racially diverse professions in the nation—as high as 86 percent white—in 2020. It’s a wellknown issue that law departments and firms have been attempting to address for years with varying amounts of success. But today, in one of the most racially divided times since the civil rights movement of the 1960s, it helps to know that there are lawyers like Valyncia Saunders.

The assistant general counsel and senior director at Altria is a student of the present, the past, and what the future should be. Saunders, who had just finished Richard Rothstein’s The Color of Law: A Forgotten History of How Our Government Segregated America before speaking to Modern Counsel, may be just one lawyer, but her advocacy both in and outside of the office is making a real and definable difference.

Part of a Team

Saunders says that being on the wrong end of what she politely calls a “lack of inclusion” hasn’t drained her compassion—it’s helped that compassion blossom. “There have been instances where colleagues of mine were sitting on the perimeter of, and not at, the table,” Saunders remembers. “Maybe because they had smaller roles or simply felt

From the Guest Editor

“I applaud Valyncia’s focus on how firms focus on talent acquisition. If you look where you have always looked for people ‘like you,’ you are not going to find the diversity your firm craves. Decide on the requisite attributes, evaluate them for bias, and then throw a different net!”

like they didn’t belong. I’ve literally asked people to take a seat at the table.”

The AGC says that a welcoming atmosphere can be infectious. “If you are made to feel comfortable, you are more likely to speak your mind and share your perspective,” Saunders explains. “This should be about bringing people together.”

An avid soccer player since the age of ten, Saunders knows a thing or two about rallying support. “An additional part of that is making sure that you are in tune with what your people’s needs are,” the senior director explains. “Feedback is a two-way street, and you need to find out what your team’s strengths are and how you can allow them to play to those.”

While Saunders says that her knees have forced her to relinquish her sweeper duties, the lessons she learned from the soccer field continue to translate to law practice. “Playing sweeper meant I had to be strategic—I’m the last person before the goalie,” the AGC says. “It’s always been in my nature to be strategic, and I’ve always brought that mindset to my practice.”

Discovering New Voices

Saunders believes it shouldn’t require player-like strategy to take a monumental step toward better representation in law. “When I worked in Washington, DC, I always used to hear people say that they

Back to School

In helping grow her legal team’s business acumen, Valyncia Saunders brought in an outside consultant to help the Altria law department get friendlier with the business of business. “We walked through how to analyze financial statements and, more importantly, how that impacts our clients so we can act as better counselors to them.”

Saunders has extensive marketing, sales, and compliance experience along with a decade of IP expertise and says helping lawyers think in a more business-minded way is always a good idea.

couldn’t find a qualified black lawyer,” Saunders recalls. “I thought, ‘I could go outside and throw a stone and hit multiple qualified black lawyers.’ It’s just a matter of doing a little bit of research and figuring out where to post jobs that would attract Black and brown people and others on the diversity spectrum.”

The lawyer argues if hiring teams keep coming up empty with candidates by continuing to look in the same places, it’s not exactly rocket science as to what needs to change. “Having a diverse panel of interviewers that actually meet with the candidates is so important,” Saunders adds.

As far as her own journey, Saunders says that as a person of color, it was imperative for her to build her own network to share in her experience. “I always tell people that you need to develop your own personal board of directors,” she explains. “I have a group of black female lawyers with whom I talk about career issues on a regular basis. And when I’m

among us

the only woman or black woman in the room, I carry them with me,” she says, referring to a group of women outside of her company. “They give me the strength to recognize that I’ve been advised well on how to navigate these spaces and that there are so many people who have fought so hard for me to even have a seat at this table.”

Saunders has assumed the battle for others. Both in 2016 and in 2020, she dedicated personal time to protecting voting rights. As a volunteer for the nonpartisan Lawyers Committee for Civil Rights Under Law’s Election Protection Program, Saunders helps voters resolve voting issues of all kinds.

“It doesn’t matter what their party affiliation is or who they’re voting for; it’s about protecting their right to vote,” Saunders says. “It’s just another way I’m trying to pass on the help I’ve been given in my life.”

Ray Quinney & Nebeker:

“Valyncia reflects the finest of qualities within the Altria legal team. She is talented, dedicated, collaborative, and visionary. It is professionally rewarding and satisfying to work with her on the sophisticated issues the company regularly addresses.”

–John Wunderli, Partner

Shook, Hardy & Bacon LLP:

eversheds-sutherland.com

“Valyncia is smart, hard-working, and well versed in several areas of the law. She has a depth of experience and a can-do attitude that creates a productive working environment.”

–John

Lewis Jr., Partner

“In addition to being a delight to work with, Valyncia is incredibly thoughtful, practical, strategic and creative. Her vision and insight when approaching complex problems make her an incredible asset to Altria.”

– Meghana Shah Partner

Eversheds Sutherland

T: +1 212 389 5077

meghanashah@ eversheds-sutherland.com

Local knowledge. Global reach.

A star

© Eversheds Sutherland Ltd. 2020 Attorney advertising

Empowerment STEMs from Mentorship

Laura Schiesl Vega does what she does for her daughter. She does it for the hundreds of women who work at the technology solutions company Insight. She does it for the thousands who lean on the community organizations that she supports and for the women following her in the legal profession. “I sit at the table any way I can,” she says. “I am there to make a difference and to ensure that more women are in the room, making recommendations and decisions.”

By Cora Berg

Adjacent to her work leading a legal team of ten, the associate general counsel and director for Insight founded the company’s first teammate resource group: Women with Insight. After three years with the company, in 2017, Schiesl Vega proposed that Insight launch a D&I group that would make a difference in women’s lives at the company and in the community. She knew creating a framework would be critical. “Such groups had been started in the past and didn’t last,” she notes.

To counteract this trend, Schiesl Vega began with gathering data, interviewing core groups of interested women, developing a robust governance structure, and designing achievable goals. In 2019, the resource group set intentions around awareness building and organized one event per month.

From local nonprofits to international trade negotiations at Insight, Laura Schiesl Vega enables others to achieve their goals

Empowerment

“As founder and leader of the teammate resource group Women with Insight, I am committed to creating opportunities to honor, empower, and grow women.

“Today, with more than five hundred members in fourteen chapters, we ensure that women are engaged and empowered in the room where decisions are being made through various programs and events.

“As a member of the YWCA’s Advocacy Committee and as its chair-elect, I partner to advance its mission to engage and enable women, eliminate racism, and establish a space of inclusion and belonging that appreciates and addresses the intersectionality of gender and race.”

Laura Schiesl Vega Associate General Counsel and Director Insight

The resource group now supports chapters throughout North America through inspirational events and actionable content. By the end of 2020, overall membership should exceed five hundred. Following Women with Insight’s success, three other resource groups have begun in the company—a great accomplishment, considering that a focus on diversity, inclusion, and belonging creates stronger, more effective teams.

Public investment is nothing new to Schiesl Vega, as she follows a path laid by her father, a social justice advocate. While completing her JD, she helped expand the Innocence Project and has always been dedicated to nonprofit work. Currently, she says, “The YWCA is my home as a nonprofit.” Her boots-on-the-ground approach includes positions as chair-elect of the YWCA Phoenix’s working board and member of its advocacy committee.

Bringing together her nonprofit engagement and D&I work at Insight, the women’s teammate resource group presented “The Power of Negotiation” online series in partnership with the YWCA. “It’s a time commitment, but it brings value that is critical,” Schiesl Vega says, noting that recruiting and retaining women in STEM bolsters Insight’s culture by producing more innovative, engaged, and empowered employees.

Unleashing the potential of others energizes Schiesl Vega, and she’s happy to be at a company that, she says, “is always ahead of the trend.” Besides the D&I engagement, in 2015, Insight underwent a significant transformation from a reseller model to more of a service provider, supporting end-to-end solutions globally. “My team sits on the transactional side of the fence. I spearhead the North American transactions, including global deals that originate on the continent,” she explains.

Since 2016, Schiesl Vega has been on point for every integration, helping streamline Insight’s fast and full transitions with new tech partnerships and offerings. She says, “I create a framework where Insight can do the work more impactfully now and in ten years.”

Schiesl Vega keeps abreast of what is happening outside of the company—and leverages those valuable learnings. “We are in the tech industry. Use the tech,” she says, laughing. While she recognizes integrations often focus on technology

and processes, at heart, it’s about people. She spends time ensuring that the team understands why they are doing a task and listens to ideas to improve and stay solution oriented.

Her team of attorneys creates process improvements not only within the department but company-wide. As Insight bolsters its cloud and data center, Schiesl Vega and her team help design a provider model solution and beef up infrastructure, allowing Insight to go to market with a competitive service offering. Over the past year, her team has undergone profound transitions, driven by Schiesl Vega’s collaborative approach. With weekly huddles and attorney partnerships, she says she supports “radical candor” and the idea that “we are all leaders.” She asks that everyone engage with available trainings through Insight to continue their self-growth.

In forming her team and working with Women with Insight, Schiesl Vega emphasizes the importance of allyship. “My managers create a seat at every table for me,” she says, “and I have a great husband who is very supportive. Strong strategic relationships with allies have made a tremendous difference in my career, and I encourage others to seek them out.”

Along with allies, she promotes and engages in mentorship. She speaks about one of the more important relationships in her life: “I’m a mentor to my daughter. We must lead by example, both at work and home. My daughter motivates me to do that.

“I bring her to all my events,” she adds, laughing, realizing that she’s committed to the impact such exposure could mean for a young woman, but unsure how thrilled the teen is to be dragged along to panels on the power of negotiation.

This year, a central theme for the YWCA, under Schiesl Vega’s leadership, is “Launch” to inspire and empower women to reach any height imaginable. Inside and outside Insight, she intends to help her team and others in her community do just that.

HUNGER, HEART & HARMONY

Putting

Through

people first and welcoming unique perspectives is what we do best at Insight. Our teammates come from a wide range of backgrounds, life experiences and viewpoints. We believe these differences make us a stronger team.

our Diversity & Inclusion programs, we’re proud to support each individual on their personal and professional journeys.

“I’m a mentor to my daughter. We must lead by example, both at work and home. My daughter motivates me to do that.”

Prioritize People, Then Innovate

Dave Ugelow applies what he has learned about scaling businesses to drive growth and legal support for employees at Group Nine Media

By Courtney Ryan

Dave Ugelow has long been drawn to the push and pull between tech innovation and the law. Because of that, after he cut his teeth in intellectual property law at a few monolithic fashion houses in New York, he took a job at Facebook in Austin, Texas, just around the time the social media giant surpassed one billion users.

“We needed to figure out how to build the policies and the legal logic on the platform to scale globally for this huge user base,” Ugelow explains. “I learned a lot about growing a business and all the little decisions that go into scaling tech. It was really a formative experience in that sense, because it was sort of in contrast to the training that I had just gone through at law school. Now, I was going through sort of a Business 101 training and learning how to quickly make legal decisions as we grew.”

Empowerment

“I like helping people solve problems. The opportunity to leverage my skills and have a direct impact on a broad range of industries and clients keeps me motivated. It’s satisfying to see the impact of my work, whether it’s with an established, intricate business, like Group Nine Media, or an entrepreneur just starting their new venture.”

Dave Ugelow VP of Legal & Business Affairs Group Nine Media

Samantha Rayward

Dedicated to Pro Bono

Since earning his law degree, Dave Ugelow has remained dedicated to pro bono work and serving as a mentor for budding entrepreneurs through his work with the Brooklyn Law Incubator & Policy Clinic as well as through advising early-stage ventures. Along with helping law students with interview prep and résumé review, he has taught lectures on start-up law and plans to launch a course to share how to support larger growthstage companies. Essentially, he’s providing the Business 101 training he received at Facebook and Group Nine Media as well as the experience he has gained by working with entrepreneurs.

“Often, in the legal industry, the focus is on getting that prestigious job—and there’s an ugly, competitive undercurrent, especially when you’re in law school and especially when it’s a tough economy,” he says. “When I talk to students, I try to shift the focus to doing what makes you happy and what keeps you engaged. I tell them to think about topics they’re naturally drawn toward and to spend time building connections and experiences in those fields.”

Ugelow also devotes time to serving on the board of directors as legal chair for Garbo, a nonprofit that is creating a platform for users to look up individuals they’ve met online to find available criminal records related to genderbased violence and domestic abuse.

“The hope is that people can better protect themselves against this type of violence when interacting with strangers either online or in person,” he explains. “The work really draws upon the fields in which I’ve trained, so it’s been fulfilling to work on a project with a passionate entrepreneur who’s building something that could be really great for society at large.”

That experience was invaluable for Ugelow, who returned to his hometown of New York in 2013 and joined Thrillist Media Group as its first attorney. He promptly began building out the legal department so that in 2016, when the company formed Group Nine Media along with other media companies The Dodo, NowThis, and Seeker, he was ready to apply what he had learned at Facebook as well as learnings from his pro bono and advisory work.

“It can be really challenging to build the plane while you’re flying the plane,” he says. “The business has transformed a lot over the years, so I’ve had to adjust my approach in response to that, which can also be challenging because you don’t want to make too many knee-jerk reactions and get stuck in a place where you’re constantly changing things that people are confused about.”

Ironically, to harmonize his department with the business’s breakneck pace, Ugelow found that relaxing the hiring process made it easier for the overall team to adapt to changes. “I’ve made an effort to really slow down and look for the best candidate, which can be challenging because you want to move fast to do all the things that the business is demanding of you,” he explains.

“It can be difficult to get the information you need out of an interview that lasts only thirty minutes,” Ugelow adds. “If you take the time to properly vet that person, you start to build a strong team culture and give yourself room to breathe as you continue growing.”

Having room to breathe was especially important in 2020, when the COVID-19 pandemic tossed the entire media industry into furious upheaval. With a strong team of now fourteen attorneys in place, Group Nine and Ugelow were able to easily pivot on a few objectives without losing much steam.

For example, the PopSugar vertical launched a subscription fitness app in March of that year, which was initially planned to be a paid service. The company changed course and rolled out the app for free in order to help consumers, many underemployed due to the pandemic, stay fit while in quarantine. It paid off. After one week, users increased by more than 200 percent—and the app now boasts more than one hundred thousand subscribers and fifty thousand active monthly users. “It’s cool to see that response to something that we put out into the market and that followed just a little shift in strategy,” the VP says.

Given the recent success, Ugelow says that he plans to stick with his people-first approach to tech innovation. “I believe in hiring people who are smarter and better than me,” he says. “If you surround yourself with great people, then it becomes really easy to accomplish all the things you want to accomplish.”

He goes on to explain how his management mentality plays off that forward-thinking attitude. “I try to be thoughtful and authentic with the team and prioritize conversations about career growth and where they want to be in the next few years. It’s important to me that people have a clear path for growth and development, and that they understand that they’re not just a cog in the wheel.”

Davis Wright Tremaine:

“It has been a great pleasure to work with Dave and to have a front-row seat to watching him grow in his ever-expanding role with ease while also building out a first-class team at Group Nine.”

–Rachel Strom, Partner

NFP:

“Working with David over the past six years has been a pleasure. During this time, David has proven to be wise, dedicated, and nimble in overseeing various changes to—and acquisitions made by—Group Nine Media. David has always impressed me with his ability to simultaneously lead his team and collaborate with ours.”

–Brian Wilkins, Managing Director

Proskauer Rose LLP :

“As vice president of legal and business affairs for Group Nine Media, Dave provides valued legal insights regarding myriad issues in the digital media space. His judgment and legal aptitude are truly exceptional.”

–Harris M. Mufson, Partner

“It’s important to me that people have a clear path for growth and development, and that they understand that they’re not just a cog in the wheel.”

Tony Taafe

Anthony Sharett EVP, Chief Legal & Compliance Officer, and Corporate Secretary Meta Financial Group

Company

Cohesion

Anthony Sharett prioritizes people to streamline and enhance the legal practice at Meta Financial Group

By Courtney Ryan

“One of the things that I have learned is that people motivate people,” says Anthony Sharett, executive vice president, chief legal and compliance officer, and corporate secretary at Meta Financial Group. He has used such observations to transform the places where he has worked over the years to be more efficient and satisfying for stakeholders and employees alike.

For Sharett, leading the legal and compliance departments for a public company has always been a career aspiration. It’s driven him to diversify his background, which includes a mix of government agency work at the Ohio Department of Commerce; serving as a partner at large, private law firms, including BakerHostetler and Bricker & Eckler; and providing in-house leadership for companies such as Nationwide and Nationwide Pet.

In 2019, his career experience reached a pinnacle when he landed his dream job by joining Meta Financial Group. The bank holding company launched in the 1950s as a community bank, but it has evolved over the decades into a publicly traded financial services technology company that moves billions of dollars each day. Upon his arrival, Sharett was thrilled to find that the company employed more than thirty in-house legal professionals who were gifted and, like him, passionate about a mission of financial inclusion for everyone. But there was a problem.

“The legal divisions were siloed a bit,” Sharett recalls. “While the teams provided great legal counsel, the teams really did not provide legal services under any sort of a ‘one team’ approach.” As a proponent of sophisticated legal operations, he knew that to build a more efficient team, he needed to focus on people and processes. So, emphasizing a united, people-first approach, he quickly rolled up his sleeves and got to work.

Through a synthesized method that included examining the company culture, gathering data, and instituting core best practices such as building a cross-functional legal operations team, he says the once-siloed legal divisions at Meta Financial Group now fully collaborate and pool their resources effectively. “Now our talents and expertise provide more practical business solutions,” Sharett says, and that includes enhanced outside counsel relationships.

To build out a more efficient and cohesive legal operations team, Sharett first did some in-depth information gathering from businesses and functional support partners to understand Meta Financial Group’s strengths as a legal team as well as determine where there were expertise and technology gaps.

Next, he helped the company gain internal alignment regarding the “why” behind having a legal operations team. “Given our complex business,” he says, “we found that it would greatly enhance how we enable solutions for our businesses, which in turn enhances our customer experience, which is really important to us at Meta.”

After that, Sharett and crew crafted the description for what a legal operations

leader’s skill set should look like and tailored it to arm the specific needs at Meta Financial Group. Once they had their talent in place, he assessed where, from a legal operations maturity perspective, they would want to prioritize key opportunities for the company.

This led to the establishment of a preferred provider outside counsel program with partner law firms. Additionally, using a data-driven approach, he created new billing guidelines that were more consistent with the holding company’s law firm partners and implemented a new billing software that provided Meta Financial Group with key data to manage these outside counsel partnerships and help understand what work could be sourced in-house versus outsourced.

All this helped Sharett trim the number of partner law firms working with Meta Financial Group from a whopping fifty firms to about a dozen. “This has created tremendous efficiencies for us and also has been beneficial to our law firm partners,” he explains.

Outside counsel who made the cut at Meta speak highly of Sharett’s abilities and methods. “As an outside legal partner, I have

observed firsthand how Anthony’s innovative approaches to leadership both motivate his team and create outstanding results for Meta Financial Group,” says Squire Patton Boggs Partner Aneca Lasley. “He has a knack for focusing on the big picture without losing sight of company culture.”

Furthermore, Sharett’s team has employed a cross-functional approach that involves colleagues from across the enterprise—from finance to IT to business line partners to compliance partners—to select a cloud-based contracting management partner. They also enhanced the way the board communicates and votes by instituting improved software.

Ultimately, all these implementations have helped the company run more smoothly and efficiently, but a large part of what has enabled Sharett to innovate so broadly and deeply across the company is what he refers to as a “both hands” perspective. One hand protects the company, and the other hand facilitates innovation.

“While certainly protecting the company and understanding our risk profile and ensuring that we are using sound principles and advising our business and functional support partners is

Belonging

“Belonging at work is a continuous journey through the lens of Meta’s core values of humble, hungry, and smart. It is a mutual connection that I have for my colleagues and a connection that they have with me.

“That connection and trust leads to my voice being valued by encouraging me to bring my unique perspective to help drive solutions.”

“We are culturally connected within the team and in our provision of solutions for our customers. Likewise, our team understands the importance of operating with excellence.”

Congratulations

We celebrate Anthony Sharett on his recognition by Modern Counsel for his innovative and people-first leadership in his role as EVP, Chief Legal & Compliance Officer, and Corporate Secretary at Meta Financial Group.

We are delighted to work with Anthony and his team to continue to achieve success across a number of segments of their business. Our best-in-class lawyers and public policy professionals listen to and understand client needs and provide practical, solution-oriented advice to help clients achieve their goals.

To find out how we can help you, contact:

Aneca E. Lasley Partner, Columbus

T +1 614 365 2830

E aneca.lasley@squirepb.com

James Barresi Partner, Cincinnati

T +1 513 361 1260

E james.barresi@squirepb.com

important,” he explains, “we also understand that using innovative approaches actually enhances risk mitigation.” In other words, by using key technology to mitigate risk in the areas of record retention, contract management, and training of both employees and directors, Sharett says that Meta Financial Group protects the company while also enabling growth and opportunity for business partners.

Sharett is grateful to the professionals he’s learned from along the way. “I have really been extremely fortunate that I have had mentors and sponsors along my professional journey who have invested in me,” he says. “For me, my colleagues are motivational in that we are culturally connected within the team and in our provision of solutions for our customers. Likewise, our team understands the importance of operating with excellence.”

Sharett says he isn’t done streamlining and innovating. In June 2020, Meta Financial Group announced his promotion from general counsel to chief legal and compliance officer while maintaining his roles as executive vice president and corporate secretary. Going forward, he plans to continue employing the “both hands” method by promoting the talent and efforts of his colleagues.

“You never go wrong investing in people,” he says, adding, “Using empathy as a compass for leadership is really important to me. So those are the principles that guide me as a leader at Meta.”

Lead

Portraits of today’s top legal executives, the remarkable careers they have cultivated, and the management strategies and best practices they employ to succeed both individually and collaboratively

When It’s Time to Call the Fixer

By Billy Yost

BRAD CHATIGNY WASN’T SURE HE HAD A JOB LEFT. It was 2008. The bottom had fallen out of the US economy. His employer, Wachovia, had been steadily deteriorating and was sold to Citigroup for less than $2 per share one day, then sold to Wells Fargo days later for approximately $7 per share.

“Wachovia had basically walked up to the brink of collapse,” the attorney says. Chatigny was pretty sure he wouldn’t be making it through the merger, but he was doing his best to educate the Wells Fargo leadership through accounts and assets he knew were going to need specific and immediate attention.

The most potentially challenging of those was a collateralized debt obligation that was held by thirdparty investors but had been managed by a team from Wachovia that was in various stages of leaving the bank. More commonly known as a CDO, this type of financial asset was credited with contributing to the collapse of the global housing market, and, thus, the worldwide economy in 2007.

“Despite the fact that it was much less leveraged and had collateral that was different from the notorious CDOs that imploded the global financial system, I didn’t really want anything to do with it and nobody

else did either,” Chatigny admits. “With all the bad press CDOs were receiving, I don’t think anyone wanted to be identified with such a vehicle . . . particularly if that person was likely to be looking for a job.”

Despite fearing for his job, Chatigny still felt it was his duty to bring attention to this complicated financing vehicle. He knew that if left unattended, it could wind up costing Wells Fargo or the CDO investors hundreds of millions of dollars in the long haul.

“I was primarily doing loan workouts at the time, but in every meeting, I would bring up the CDO, saying that you’ve got this CDO to deal with,” he explains. “It’s this complex structured vehicle that somebody needs to manage.” People seemed to understand, but at first nothing happened.

“Eventually, I wound up having that same conversation with the person who ultimately became my boss,” Chatigny remembers. “I have a tremendous amount of respect for him, because he kept asking me to walk him through it over and over again. Just having the confidence to admit that he didn’t initially understand was really impressive to me. It enabled me to connect better with him and really explain what was happening.”

Wells Fargo’s Brad Chatigny has stared down some of the toughest situations a financial lawyer can encounter, and he’s lived to tell the tale

Brad Chatigny SVP and Managing Counsel Wells Fargo

Sean Busher

Chatigny’s boss quickly got a clearer picture of the situation and asked Chatigny what resources he would need to handle it. “I reiterated that with everything melting down in the broader economy, I would prefer to have nothing to do with a CDO,” the SVP says, laughing. “And my boss said, ‘You don’t understand. I’m not really asking.’” The lawyer would keep his job, working with an amazing team to manage the vehicle through the turmoil. They navigated the crisis and made it safely to the other side.

That is how Chatigny formed a reputation at Wells Fargo and beyond as a go-to person to call when a problem needs fixing.

“After working with Brad for almost twenty years, [I can say that] he has consistently demonstrated his ability to understand the most complicated of issues and to then lead the team toward the proper solution with integrity and confidence,” says Jack A. Aini of Aini & Associates, outside counsel to Wells Fargo. “It’s no wonder that Brad has become not just a leader at the bank but throughout the entire industry as well.”

Indeed, many of Chatigny’s colleagues across the industry underscore his well-deserved reputation as a problem-solver. “Brad is intelligent and creative,” says Bill Macurda, a partner at Alston & Bird. ”He asks perceptive questions and looks at problems from multiple points of view when developing strategies and solutions to challenging issues.”

“Brad is an incredibly smart attorney who is always thinking at least three steps ahead,” notes Howard F. Sidman, a partner at Jones Day. “He has an amazing ability to take a complex set of issues and develop pragmatic and thoughtful solutions for the bank.”

Training Grounds

Despite his experience in 2008, Chatigny isn’t used to getting handed roles. He’s used to buckling down and working hard to get them. It’s a tradition that runs back as far as his summer associate period.

“I remember the partner I worked for asking me what I was interested in, and I was very much aware that the summer associate program was really designed to make the associates like the firm, rather than giving them a sense of what the work and lifestyle of a big firm associate was really like,” Chatigny explains. “I said to them frankly that I needed to get a good and realistic

Fighting Cancer by Land and by Sea

Brad Chatigny has taken on some of the more complicated situations of the past decade for Wells Fargo, but he’s also rediscovered the optimal means of decompressing outside of work. A competitive swimmer in high school, Chatigny jokes that he took “a couple decades off” and has since returned to the water. “It’s the meditative portion of my day,” the SVP says. “It helps put everything into context. It’s time with your head down when you can just think uninterrupted.”

Along with the Master’s Swimming group he swims with in Charlotte, North Carolina, Chatigny says he’s proud to be a strong supporter of Swim Across America (SAA). For three decades, the nonprofit has been hosting charity swims to fund cancer research—a cause that is important to Chatigny, who lost his father to cancer in 2012.

The proceeds raised from the SAA swims fund cancer research, and the organization has granted nearly $100 million to hospitals and research facilities since its inception. These grants help fund immunotherapy, gene therapy, and new cancer detections, giving hope to those diagnosed.

SAA did a “virtual swim” in 2020 instead of the large group swim in Charlotte and other cities. Participants still found a way to make a difference, despite not being able to come together en masse.

The pandemic has thrown a wrench in Chatigny’s efforts to swim regularly given widespread pool closures. Chatigny has had to continually source new swimming spots that haven’t been closed due to COVID-19. His friends have been able to gather responsibly by meeting to swim at local lakes (“and maintaining a wide, wide berth”) to retain some social cohesion during maybe the most isolating time in recent American history.

“The pandemic has put a lot of things into perspective,” Chatigny says. “The connections you have with people are so important, and the impact of having those cut off during this time will be something people will be much more conscious of whenever we’re able to get back to some sort of normalcy.”

assessment of what life was going to be like there. I wanted to do real work with the people doing it.”

The young future lawyer spent much of the summer masquerading as an accountant, pretending to perform an audit while in reality doing contractual due diligence for an M&A transaction. Meanwhile, many others in his summer associate class were going to long lunches and leaving work at 5:00 p.m. “I may have been holed up in a conference room for weeks at a time, but I came to realize that I really enjoyed corporate law and M&A work,” Chatigny remembers.

When asked where a summer associate found the gall to essentially tell a potential employer exactly what he needed, Chatigny points back to his upbringing. “That’s just from my mom

and dad, who were always pushing me to recognize when people out there may be trying to sell you a bill of goods,” the lawyer says. “And I thought if [the firm] knew that I was really hungry for meaningful work, they’d let me pursue it . . . and hopefully I wouldn’t screw it up.”

Chatigny would eventually join the ranks of firm Davis, Polk & Wardwell, whose leadership and management would leave a lasting mark on the lawyer. “It was such a great example of how a firm can be a large, top-tier law firm doing cutting-edge legal work in a way that doesn’t chew up the associates as if they are inputs into a machine.”

The concern that the senior partners and associates showed for more junior lawyers was evident, and this example laid the foundation for Chatigny’s later approach to leading teams.

The San Francisco skyline behind him, Brad Chatigny flashes a smile moments before embarking on his Escape from Alcatraz swim.

Mike Szarowicz

Expertise Spotlight

Aini & Associates has established itself as a premier provider of legal services to individuals, businesses, banks, and financial institutions. With experience in real estate, banking, investment, finance, and corporate law, coupled with a commitment to the uncompromised service to its clients, the firm enjoys a stellar reputation and national recognition.

Aini & Associates provides a broad range of experience working with national and regional banks in various types of transactions, including large syndicated transactions, asset-based securitizations, lending, portfolio purchases and sales, and structured finance.

The firm proudly represents large and small banks, developers, institutional lenders, investors, and individuals in the development, finance, sale, purchase, and leasing of real estate. Its attorneys regularly serve as counsel on many securitized and structured finance transactions.

Aini & Associates offers clients a full range of legal services to meet all their corporate and business legal needs. Attorneys routinely serve as legal counsel on contractual matters, proprietary rights, franchising and distributorships, sales contracts, bulk sales, stockholder agreements, membership transfer agreements, general business transactions, and other corporate matters associated with acquisitions and divestitures.

“I figured out that when you’re in charge and part of a leadership organization, you are really just the sum of all your employees’ efforts,” Chatigny says. “My time at Davis Polk taught me that if you think you’re going to keep throwing talented young attorneys into a machine and grinding them out, you are ultimately going to be unable to attract good attorneys. It makes so much more sense to find smart, hardworking people, to trust them, to train them, and to make sure they’re enjoying what they’re doing.”

But none of that really explains how Chatigny wound up as a fixer.

Cleaning Up a Bubble Burst

The attorney would find himself joining Wachovia Bank in 2005 after having done securitization work at Cadwalader for the previous three years. “At Wachovia, we were doing higher-risk commercial real-estate lending, but as we came up to 2008, the market obviously started to tighten up,” Chatigny remembers. “The bank did something very smart in that it recognized that the economy was turning, so they really slammed the brakes on new originations in commercial real estate very quickly.”

On the downside, Chatigny says there was a noticeable lack of communication about what was happening to his team at Wachovia in 2008. “It comes down again to that focus on people,” the lawyer says. “There was a strong focus on limiting exposure, but the lack of communication about why it was happening was paralyzing for the team that I worked with.”

Almost overnight, Chatigny says, his entire organization was in workout mode. “I had always heard from veterans on our team who had gone through workouts or downturn cycles that that’s when you really learn what you’re doing,” the attorney says. “It’s not until you’re fighting through the language in your agreements in a default, litigation, or bankruptcy court proceeding that you really start to understand what you should be doing on the front end of things.”

This was around the time of the Wells Fargo acquisition, when Chatigny took point on managing the CDO—a job he would be on from 2009 to 2013. “Honestly, it wound up working out great,” Chatigny

says. “With some really brilliant people on that team, we projected how we thought the vehicle would roll off over time, and it ultimately matched up almost perfectly. It actually wound up creating a positive rate of return for Wells Fargo due to the methodical and patient approach, and they managed to avoid any losses to the CDO investors.”

And then, just like that, the “big, weird, and surprisingly fun job” was done. And no good deed goes unpunished.

Rebuilding Trust

Chatigny is currently responsible for leading the team providing legal support for Wells Fargo’s global corporate trust services business. “Right around the time the CDO work was done, I got another call from a friend at the bank who said there was an important legal leadership position that they thought I would be well suited for,” the lawyer recalls.

“Because of market events, the role had become much more complicated and multidisciplinary. They really needed someone to come in and establish enhanced controls, collaboration with other areas of the bank, and escalation around the legal issues that were active at the time.

“This was an opportunity to manage an amazing team of lawyers, each with fifteen to twenty years or more of expertise in the specialized practice areas,” Chatigny continues. “And it was a return to a legal counsel role, which

“I figured out that when you’re in charge and part of a leadership organization, you are really just the sum of all your employees’ efforts.”

Expertise Spotlight

Jones Day is a global law firm with more than 2,500 lawyers in 43 offices across 5 continents. The firm is distinguished by a singular tradition of client service; a mutual commitment to, and seamless collaboration of, a true partnership; formidable legal talent across multiple disciplines and jurisdictions; and shared professional values that focus on client needs. Clients tap our experience on complex transactions, high-stakes litigation, cybersecurity, capital markets activities, regulatory compliance, tax issues, and virtually every other type of legal matter impacting the modern national or multinational corporation.

Our global financial markets team comprises more than three hundred lawyers with deep experience in complex cross-border transactions, regulatory matters, investigations, and litigation and brings insight into market developments and trends on issues such as the rise of private capital and the growth of financial technology. In addition to global banks, they represent issuers, borrowers, funds, asset managers, and fintech companies and have helped clients close more than $1 trillion in financing transactions over the last five years, including many precedent-setting financings. We also have a deep regulatory bench—many with long-standing relationships at financial services regulatory agencies across the globe—advising on compliance, investigations, and enforcement issues.

I had been out of for some time. This was really a complete transition for me.”

The attorney says he relied on the basic principles he learned early in his career. “People were going to be the key to being effective in this new role,” Chatigny says. “I was brought in because this talented and wonderful team had really been limited in their ability to do their job effectively in the past. My job was to convince the team that I was going to trust them, empower them, and provide the support for them to do their jobs and have their backs.”

Chatigny says he made communication and collaboration with other divisions of the bank a priority. “I would support their decision, work through it with them, and involve them in the conversation instead of them finding out later that their opinion had been overruled in a conference call they weren’t even invited to.”

It took time, but Chatigny’s trust and support in this team has created a powerfully tight group. “We have been through a lot together,” Chatigny says. “We are friends and colleagues, and there is now much more trusting and open dialogue, where people can share ideas and best practices in an honest environment that supports dissenting views and lighthearted exchanges.”

Chatigny also says that he’s a beneficiary of a management approach that’s practiced much more widely at Wells Fargo. “This organization identifies people they think are talented in handling transitional situations, and they focus less on what the person’s

“You have to have a lot of confidence, and you have to have a lot of humility. Those sound like they’re in direct opposition, but they’re not.”

particular area of expertise is and more on that person’s ability to create meaningful and effective change” he says. “If they think someone is good at dealing with things that present certain challenges, they pick them up and drop them in to situations where they leverage their skills. And as soon as that’s tracking in the direction that it should, they might pick them up again and place them somewhere else.”

While that may make Chatigny a prime target for moving yet again, he’s happy to have this moment to reflect on the expertise he’s built out over his career. “There is an inherent conundrum when you’re trying to fix things,” the lawyer says. “You have to have a lot of confidence, and you have to have a lot of humility. Those sound like they’re in direct opposition, but they’re not. If you think you can step into a situation that isn’t working right and really fix it, you have to have the confidence to look stupid by asking dumb questions that other people wouldn’t want to ask in a meeting.”

On the same team.

Corporate trust services and Chapman just go together. As a law firm with one of the most comprehensive trusteefocused practices in the US, we support the corporate trust teams of financial services companies and banks in their capacities as trustees, back-up servicers, custodians, collateral agents, and other corporate trust roles.

Chapman applauds Brad Chatigny and the Wells Fargo CTS team for their excellence and leadership in corporate trust services.

Chatigny says he had to get past his fear that people on the teams would think he was clueless after admitting frequently, “I don’t understand how this works.” But, he adds, “If you keep asking questions and, more importantly, you’re really listening to the answers, you can usually fit all of that into an improved operating model. If they thought you were an idiot when you came in, they hopefully won’t think so when you’ve supported them in their work, improved the functioning of the team, and helped everyone perform at a higher level.”

And that is how to build a true fixer. Chatigny never pretends to know all the answers, but eventually, after building trust and gaining support of high-performing people and teams, they can all work together and figure out the answers. And when all is said and done, the whole team usually has some fun along the way.

Jones Day congratulates our friend and client Brad Chatigny on his continued leadership as part of Wells Fargo’s global Corporate Trust Services legal team.

Why Jones Day? A true partnership based on communication, collaboration, conviction, and talent across specialties and jurisdictions.

How to Construct a Winning Business

Brady Iandiorio, assistant general counsel for Cornerstone Building Brands, looks “down the field” to move the company forward

By Keith Loria

AS ASSISTANT GENERAL COUNSEL FOR Cornerstone Building Brands, Brady Iandiorio knows the importance of making the legal and business units work in tandem.

“For me, the idea is what lawyers should be doing—we should be responsive, good at communicating, agile, business-minded, and understand the actual business,” he says. “All of that allows us to protect assets and be aggressive moving forward.”

At Cornerstone, Iandiorio works to make the entire in-house team a more complementary unit while working efficiently with outside counsel members. And while this tactic seems second nature to him now, it’s not a path that was automatically forged for him.

Iandiorio first started in the construction industry as a teenager in high school. He continued in the busi-

ness even after graduating from college, owning his own construction company that did interior carpentry.

About a year in, the carpenter he was apprenticing with told Iandiorio that this was probably something he didn’t want to be doing for the rest of his life because of the physical toll it can take on a person’s body. So Iandiorio looked for another option.

“I went and lived in Hawaii for two years, and during that time, my oldest brother went to law school. He strongly suggested I not go to law school,” he remembers, laughing.

Thankfully, that was a piece of advice he didn’t take. After leaving Hawaii, Iandiorio took the LSAT and ended up going to the University of Oregon Law School.

“I didn’t necessarily know what I wanted to do. I was interested in the intellectual part of it, but I vaguely thought litigation and being in front of a jury and arguing cases would be interesting,” he explains. “But I didn’t realize you wouldn’t really be trying that many cases.”

After graduating, Iandiorio landed his first job in Denver at a small construction defect firm that defended general contractors in homeowner lawsuits. That lasted four years, followed by a couple of years at a “do everything” law firm.

An opportunity came up to become in-house general counsel at Environmental StoneWorks, a manufacturing company that specialized in stone veneer products. Iandiorio’s construction background was well suited for

Brady Iandiorio Assistant General Counsel Cornerstone Building Brands

Daniel Turbert

the job. He worked closely with the CEO for five years, and as the only in-house counsel, he loved every minute of it.

“It was a really amazing experience because I realized very quickly that I was there to assist them and help push the business forward, bringing them some extra value,” he says. “I didn’t know much about finance, profit and loss, or the internal workings of a business, so it was a kind of an MBA-on-the-fly experience.”

The company was then acquired by Cornerstone Building Brands. Based in Cary, North Carolina, the $4.8 billion metal building components manufacturer formed out of a merger between NCI Building Systems and Ply Gem Building Products. Iandiorio was named Cornerstone’s assistant general counsel, transitioning from being his own legal “team” to joining an actual legal team.

“It’s been a lot of conversations about how we can bring together the two different ways of doing things previously and create a new way of moving forward that we can all get behind,” he notes. “With COVID-19, there’s fewer people to do more work, so no one has time to think about structure and process and how we want to handle things.”

He knows that operating separately is not going to keep the company strong or improve the work overall, so he’s been working with the legal team to ensure that the future of the operation is robust.

“While we are busy, doing the everyday things is not really providing value to the business units,” Iandiorio explains. “We can manage litigation, we can review contracts, we can answer legal questions. But the way we provide value is by getting to know the businesses and

OMH is proud to collaborate with Brady I andiorio and the Cornerstone Building Brands team and congratulates Brady on his recognition for leadership and excellence.

understanding what they are working on and why they are working on it—and then helping them mitigate any risks along the way.”

Iandiorio’s objective is to ensure he understands how each business unit operates. That way, he can provide better advice on how they can achieve their goals, whether through operation or growth.

He accomplishes that by actually going to the plants, seeing how the product is made, talking with installers in the field, and getting a firsthand look at everything. For example, he visited a windows plant shortly after the acquisition to understand the manufacturing process and get a feel for how the windows business operated.

“Once you know that, you can understand what’s needed in a contract or if there’s an HR problem or a safety issue,” Iandiorio explains.

“You’re more intimately involved. And the more you know about your business units and how they run, the more value you can provide them.”

In many ways, adding value in this way combines Iandiorio’s two passions. It doesn’t just strengthen the legal team; it works to build a better business.

Adams and Reese LLP:

“After inheriting a nationwide docket for a big Cornerstone brand, in short order, Brady had his arms around the challenges and strategy. He is a pleasure to work with—a thoughtful and practical decision-maker.”

–David Toney, Litigation Practice Group Leader and Construction Team Leader

Cook Brown, LLP:

“Brady takes a very collaborative and thoughtful approach to addressing challenging legal issues. As outside employment law counsel, we thoroughly enjoy being part of his team to solve complex problems facing employers today.”

–Lisa V. Ryan, Partner

By Example

By Zach Baliva

“DID YOU EVER SEE THE WIRE ? IT WAS exactly like that.”

That’s what Lisa Gok says when you ask her about her early days as an assistant United States attorney in the District of Columbia. She’s referring to HBO’s gritty, critically acclaimed police drama, which gave viewers a look into the world of confidential informants, witness protection, systemic corruption, and electronic surveillance.

Gok spent eight years running wiretaps and flipping witnesses to track drug dealers in the departments of organized crime and public corruption. Operation Money Magic busted international cocaine traffickers who laundered money at car dealerships. Gok put baking powder on the cash in an undercover cop’s duffel bag for a touch of realism.

Then there was an eighteen-month investigation called Operation Broken Faith, a sting that uncovered one of the largest instances of police corruption

in DC history. Twelve cops, known as the Dirty Dozen, were indicted for accepting bribes to smuggle 135 kilograms of cocaine. Hundreds of hours of audio and video recordings led to multiple convictions.

After eight years in the Justice Department, the California native decided it was time for a change of scenery. Gok accepted a position with the US Securities and Exchange Commission (SEC) in Los Angeles.

As assistant regional director, Gok spent her time fighting internet microcap fraud, preventing Ponzi schemes, protecting investors, and keeping capital markets clean. She handled a $300 million investment scam and helped shut down unscrupulous companies preying on the area’s largest black churches, where members were promised returns as high as 20 percent.

In 2005, a former SEC colleague encouraged Gok to transition to an in-house role and leverage her unique

Her time at the SEC and the Department of Justice taught Lisa Gok that good teams and great opportunities matter. Today, she’s using those lessons at Cetera Financial Group.

Lisa Gok Deputy General Counsel Cetera Financial Group

experience to help lead companies operating in the financial space. She spent four years as Transamerica’s chief compliance officer before leading the litigation and compliance functions for Green Dot and helping the company go public in 2010.

In 2012, she joined Cetera Financial Group (Cetera) as deputy general counsel. Today, she helps the large financial services firm manage litigation and respond to inquiries and investigations from agencies such as the SEC and the Financial Industry Regulatory Authority (FINRA).

As the holding company for five broker-dealers and a network of registered investment advising firms, Cetera is a complex business in a heavily regulated, litigious space. As one of the largest financial firms in the independent space, Cetera has eight thousand financial advisors, 1,700 employees, $260 billion in client assets under administration, and $1.92 billion in annual revenue.

Gok’s number one priority is to represent Cetera as her only client. To do so, she leans heavily on her experience at the SEC. “I speak SEC,” she says. “I was there, I know how it works, I know how they operate, and I have brought SEC enforcement cases against broker dealers and investment advisers. I can use that information to provide the best and most current information to Cetera and ensure that Cetera is keeping up with the best practices and expectations of the SEC.

“This work keeps me on my toes,” she adds. “With two recent Supreme Court cases touching upon our industry, we’re at the cutting edge of where the law is.” Gok is referring to Kokesh v. SEC (2017) and Liu v. SEC (2020), which narrowed the SEC’s ability to seek disgorgement.

While Gok’s SEC experience helps her manage regulatory issues, her days at the Department of Justice have helped her conduct important internal investigations. Anytime an individual, insurer, or agency brings a substantial complaint against Cetera, Gok’s team gathers information from within.

“I can conduct effective internal investigations as in-house counsel because I learned to spot the truth while interviewing witnesses in the US Attorney’s Office,” she says. Gok, who estimates she interviewed a thousand witnesses in thirty jury trials, says the skill isn’t learned in a textbook—it comes only through experience.

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Gok says there are two keys to a solid internal investigation: access and trust. First, you have to know whom to go to for the right information. Second, you have to help them understand that an in-house lawyer is there to do everything she can to represent the company. “You must ask questions, keep digging, and look in unexpected places,” she says.

Documentation matters. Targeted email searches help jog employees’ memories of conversations and events. During each investigation, Gok saves one question for last. “I always ask each person if there is anything else,” she says. “It’s a simple, open question, but it often leads to the most critical piece of information.”

In a company like Cetera, where employees take on a high volume of work, teamwork and leadership matter. Today, fourteen lawyers and nine paralegals form the company’s legal team. Gok learned to mine performance from limited resources at the SEC, where she says she had “no stick and no carrot” to motivate her teams. Instead of big bonuses, she recognized achievement with certificates of appreciation and happy hours.

In those days, it was common for Gok and her colleagues to spend eight hours in trial and another eight hours preparing for trial the next day. The experience taught her to value commitment, passion, and solidarity.

Gok has brought those values to all of her positions, including her leadership role at Cetera, where she leads by example. “I never ask anyone to do something I’m not willing to do,” she says. “We all wash the windows here. We pitch in

We congratulate Lisa Gok for her leadership as Deputy General Counsel at Cetera Financial Group.

McGuireWoods helps clients gain and maintain a competitive edge.

“I can conduct effective internal investigations as in-house counsel because I learned to spot the truth while interviewing witnesses in the US Attorney’s Office.”

Discerning Advice. Powerful Advocacy. Optimal Results.

as needed, and we all recognize there’s always the chance that an emergency will preempt our carefully scheduled plan for the day.”

Although Cetera’s legal department is relatively small, Gok looks to hire from within whenever positions open up. This practice has led to better outcomes. Back in 2014, when Cetera was under different ownership, litigation caseloads increased substantially. Gok had a team of loyal employees ready and willing to meet the new challenge head-on. Instead of aiming for errors and omissions deductibles, company lawyers relied on strong paralegals, leveraged a robust case management system, lowered outside counsel fees, removed bottlenecks, and settled many cases.

Each year since, Gok’s team has decreased its number of cases. Today, litigation costs are a third of what they were in 2014. This was thanks in part to Gok

Winget, Spadafora & Schwartzberg, LLP is a nationally recognized law firm. We were founded more than quarter of a century ago and currently have offices in New York, New Jersey, Connecticut, Massachusetts, Pennsylvania, Florida, Texas, California and Colorado. We are proud to represent many leading financial institutions, professionals and businesses throughout the United States.

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With a rich midwest legacy as tough-as-nails litigators, our attorneys defend civil cases at jury trials, arbitrations, mediations, and in other administrative and alternative dispute resolution processes. Our extensive client base ranges from Fortune 500 corporations to virtually every major insurance carrier.

We are a firm of lawyers experienced in counseling businesses and individuals and representing clients in commercial and business disputes. Our founding members, recognized by their clients and peers as among the top lawyers in Florida and the nation, provide representation throughout the United States in complex litigation and regulatory matters with a focus on the securities and financial services industries.

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and her team helping Cetera navigate its previous owner’s Chapter 11 filing, reemerge as a privately held company, and secure private equity ownership in 2018. The firm is back in growth mode and was recently ranked fifth on Financial Planning’s 2020 Independent Broker Dealer elite list for revenue growth. Now, the company is recruiting more advisors and looking for new opportunities. As the financial services giant continues to grow, Gok will continue to do what she does—lead an effective legal team that’s ready to represent its client zealously and take on any new challenges that come along.

Arthur J. Gallagher & Co.:

“As deputy general counsel for Cetera, Lisa has unparalleled legal experience in both the public and private sectors. She is an excellent analytical thinker and a fierce negotiator, who is masterful at building strategic relationships that bring immense value to her organization.”

–Robert Erzen, Area Senior Vice President

Foley & Lardner LLP:

“Lisa leads her team with keen intelligence, enormous insight, and dedication to the company, its stakeholders, and its clients. With impeccable judgment developed during her years at the SEC and DOJ, Lisa provides invaluable guidance to the company as it navigates its course in a highly regulated industry.”

–Samuel J. Winer, Partner

McGuireWoods LLP:

“A proven leader who has built a diverse team, Lisa brings deep business and regulatory experience to issues. Her intelligence, judgment, and creativity have enhanced every matter. We always look forward to working with her.”

–Emily Gordy, Partner

Saretsky Hart Michaels + Gould P.C.:

“Lisa Gok is the consummate deputy general counsel— uncommonly bright, impeccable learned and instinctive judgment, a breadth and depth of experience, the ability to quickly identify and accurately assess legal and business risks, prescient strategic vision, first-class communication skills, and she consistently generates value-driven, top-notch results.”

–Gary

Saretsky, Shareholder

Winget, Spadafora & Schwartzberg, LLP:

“I have worked with Lisa Gok for almost a decade. She is an insightful, dynamic, and creative attorney. Lisa has an exceptional ability to manage outside counsel, focusing on the desired end result of litigation.”

–Luigi Spadafora, Esq., Partner

We congratulate Lisa on the well-deserved recognition in Modern Counsel. It is an honor and a pleasure to work with her and to represent Cetera Financial Group.

Chance Encounters

Acceptance Insurance’s Sarannah McMurtry credits the life-changing mentors she met by happy coincidence for encouraging her to continue aspiring to new heights

By Joseph Charney

A SINGLE CHANCE ENCOUNTER CAN dramatically alter the course of some people’s lives. Sarannah McMurtry— now the vice president and general counsel at Acceptance Insurance, a 1,300-employee company with more than 340 agency stores that span fifteen states—credits a German teacher at MacArthur High School in San Antonio, Texas, for guiding her to where she is today.

“If it hadn’t been for her, I wouldn’t have gone to college,” McMurtry explains. “She took me under her wing. She took an interest in me personally— not just whether or not I was learning German, but what my interests were, what my family situation was. I didn’t see college in my future, and she did.”

A first-generation college graduate, McMurtry went from Texas State University–San Marcos to Rutgers Law. After a brief period working as a paralegal, McMurtry knew she had what it took to be a lawyer. She decided to apply for law schools in a part of the country that had always fascinated her but to which she had previously never been.

“I had no idea what to expect, other than that it seemed like a really fun thing to do,” McMurtry says. “I fell in love with New Jersey. It was a great state with great opportunities.”

McMurtry excelled in law school and took advantage of the abounding opportunities. One was a summer law clerk position with a large New Jersey law firm. Partner Michael Brennan eventually hired McMurtry full-time.

“Michael helped me nurture my law career,” McMurtry says. “He helped me understand how to practice law, how to be an ethical attorney, and how to be diligent and to do good work. And he trusted me. He let me argue a case to the New Jersey Supreme Court three years out of law school.”

After a few years in private practice, McMurtry moved to Tennessee and was recruited by Acceptance Insurance, at the time a budding company in the process of major transformation.

“Transferring from a law firm to a corporation was a big change,” McMurtry admits. Though she missed going to court, the casual Fridays at Acceptance were a welcome change.

“The biggest challenge to me was trying to figure out how to operate in this corporate business environment. It’s a different world,” McMurtry says. Nevertheless, she recalls it as an exciting opportunity. “They were looking for counsel to come in and help establish, model, and enhance their claims operation.”

Using the skills and relationships she had built throughout her career, McMurtry revamped the claims and litigation processes with the claims management team to encourage proactive claims handling and mitigate extracontractual liabilities. McMurtry also headed a team that rewrote all auto policy contracts and audited and updated all policy applications and related policy documents. In a short time, she helped bring the company into regulatory compliance, significantly mitigating its risk profile.

Acceptance Insurance offers auto coverage for clients who are on the higher end of the risk spectrum. “Everyone needs insurance to make sure all drivers are protected,” McMurtry says. The particular nature of Acceptance’s

For thirty years, Waldon Adelman Castilla Hiestand & Prout has achieved success in the courtroom handling complex litigation and insurance coverage cases. As innovators and advisors, we focus on establishing genuine client relationships and providing results-oriented, cost-effective counsel.

business model, however, renders its billing systems all the more critical. McMurtry has advanced several major projects that provide customers with options for down payments, modified billing cycles, and policy reinstatements, all of which allow customers to afford insurance and stay insured.

As of July 2020, McMurtry has spent thirteen and a half years at Acceptance—half her legal career. She continues to be struck by how the company operates and how it differs from a traditional private practice law firm.

Congratulations to Sarannah McMurtry on her very well deserved recognition in Modern Counsel!

www.wachp.com

“Our culture here at Acceptance is very much devoted to the idea that we are one team,” McMurtry says. “It doesn’t matter whether you are in our retail sales operation, or you’re in our treasury department, or you’re in our claims operation—we all function together as a team, and our goal is to work collaboratively.”

This culture, McMurtry says, is a perfect match for the leadership style that she has developed over the years. “I’ve always considered myself to be very collaborative in my leadership,” McMurtry says. “As a lawyer, what you strive to be and what I think I have accomplished is that I want to be a facilitator and not a dictator.”

A common leadership pitfall, McMurtry argues, is that lawyers operate from the top down, using their position and familiarity with the law to mandate how things should be done.

“But sometimes, the law is not the whole picture. You have to put the law in context of what you’re trying to accomplish,” McMurtry says. “We can accomplish a lot of things by being able to work together and think things through together.”

Working collaboratively, of course, is made easier when the team you work with is exceptionally smart and creative—and that is certainly the case for Acceptance’s team, McMurtry says.

Sarannah McMurtry VP and General Counsel Acceptance Insurance Joseph

“What I can do is help them keep moving forward and lead them by making sure they are doing it the right way.”

Ross

Getting out of the problem and into the solution is what we do best.

A Leader and Mentor

Frank Papalia brings a passion for mentorship and extensive transactional experience to ProSight Specialty Insurance

By Billy Yost

FRANK PAPALIA IS A STRONG PROPONENT OF MENTORship because he received such strong guidance early in his legal career. The CPA turned lawyer recalls how he took a role at AXA Financial to work with then General Counsel Stephen Friedman.

Papalia benefited greatly from observing Friedman’s expertise and leadership of a legal department with more than one hundred lawyers. “I ultimately learned a great deal about managing a legal department when I was just twenty-nine years old,” he says.

The now chief legal officer (whose scope includes the claims function) for ProSight Specialty Insurance also sees that formative learning experience as proof of what a strong mentor can offer those looking to further their careers.

“It was a transformational experience because Steve [Friedman] was such a great mentor and outstanding general counsel,” Papalia says. “He told me early on that if I had aspirations of being a general counsel, once you feel you’ve learned about 80 percent of a practice area, it’s probably time to move on.

“GCs have to know how to spot the key issues, have a good sense as to how the issue will likely be resolved, and get the experts to weigh in. I just never forgot that guidance throughout my entire career.”

Experiences Worth Passing On

Decades later, Papalia has cultivated a few lifetimes’ worth of experience that he hopes will be as valuable to younger lawyers as Friedman’s was to him. The former “dirt lawyer” was heavily involved in negotiating workouts during the real estate crisis of the late 1980s and early 1990s. He expanded from real estate to private placements, bankruptcy matters, joint ventures, e-commerce, and later, M&A.

At a midpoint in his career, Papalia seized an opportunity to work for an AXA affiliate based in Paris. He spent nine years in France with his family and gained expertise in a new area of the law: resolving longstanding, significant multijurisdictional litigation and arbitrations. After a series of promotions, he became a GC and management board member of PARIS Re, a spin-off company of the AXA Group.

At PARIS Re, Papalia helped define the culture of the “new” company; oversaw the legal, claims, and premium accounting teams; and led the company’s IPO on the

Frank Papalia Chief Legal Officer ProSight Specialty Insurance

Paris Bourse (now Euronext Paris). “Once I had that experience of being in a smaller, more nimble company, I knew it was where I wanted to be.”

At ProSight, Papalia has repeated the success of taking a company public. “The whole process is somewhat arduous, but it’s also so exciting,” he says. “You have drafting sessions where you can have twenty people around a table trying to capture every important component of a company in two-hundred-something-odd pages.”

In his second IPO transaction, the CLO kept the transactional waters much less choppy. He also focused on keeping morale high and driving the multifaceted, transformational project.

“We were able to deliver our IPO in the ambitious time frame that we had targeted, July 2019, which folks didn’t think could happen,” Papalia says. “I had to work throughout my sixtieth birthday weekend, but c’est la vie.” The CLO credits his fellow executives and highly capable legal team for working in an exceptionally collaborative, efficient, and agile way.

Courtesy of ProSight Specialty Insurance

Growing into New Roles

Clearly, Papalia has a lot to share for those looking to grow. “It’s somewhat legendary that lawyers are thought to be pretty weak managers,” Pap alia says, laughing. “But it’s not simply intuitive to be a manager. I look at my role as helping people become better experts as well as managers and mentors for their own teams.”

This component of his leadership has been present throughout his career. Two of his former mentees are now general counsel of successful companies.

“These can be challenging conversations to have with team members when it comes to asking them to stretch, but it’s essential to gain that new experience,” Papalia says. “We have some incredibly strong talent and leadership potential here at ProSight, and I’m happy to provide whatever guidance I can.”

Papalia continues to lead by example. The self-admitted “deal junkie” is also deeply passionate about social justice. When the day arrives that “the next big transaction” does not energize him as much as devoting more time to social justice issues, he plans on embarking on the next phase of his career. At that point, he looks forward to stepping into a whole new area: public interest law. Carrying on his work of the last forty years, he’ll continue to provide guidance, experience, and a helping hand to those looking for their next great challenge.

Stroock & Stroock & Lavan

LLP:

“Frank uses his impressive experience as a legal professional and insurance industry guru to craft practical business solutions to often complex issues. His passion, humor, and deep commitment to teamwork make partnering with him and his team a true pleasure.”

–Michele Jacobson, Partner

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We are proud to salute Frank Papalia.

“I look at my role as helping people become better experts as well as managers and mentors for their own teams.”

A Country Lawyer’s Sensibility

Going in-house at Diamondback Energy hasn’t stopped Bill Caraway from practicing law across a wide range of areas with an enterprising spirit

By Courtney Ryan

“I NEVER, EVER COULD SEE MYSELF AS AN IN-HOUSE lawyer,” says Bill Caraway, deputy general counsel of Diamondback Energy. “And a lot of that was because of an ill-informed perception that I had as a trial lawyer.”

In 2015, Caraway’s legal career could be said to boast the same self-reliant aptitude that a rancher might have. In fact, for several years, his practice was based out of a ranch on the coastal plains between Houston and San Antonio.

“We spent as much time there as we could,” he says of the ranch, which was first his family’s weekend home. “As soon as soccer games ended on Saturday we would head to the ranch. It got to where we would roll in on Monday morning, drop the kids off at school, and have them change clothes in the car. We all loved it.”

When his young children told their parents that they had held a meeting and decided they wanted to grow up full-time at the ranch, Caraway and his wife realized they felt the same way. And though shifting his schedule so that he could divide time between the ranch and his office in Houston wasn’t simple, flexibility has been

Bill Caraway Deputy General Counsel Diamondback Energy

a professional feature for Caraway since he launched his career in the early ’90s.

Following law school at Washington and Lee University in Lexington, Virginia, Caraway returned to his Texas home, where he served on both sides of the docket in mass tort cases for Houston firms Baker Botts and Helm Pletcher Bowen & Saunders. It was between these two firms that he recognized an internal entrepreneurial drive.

“I’m kind of a five-year guy,” says Caraway. “I did five years at Baker Botts and five years at Helm Pletcher. After the first round of cases [at Helm Pletcher] settled, I said, ‘Well, I’ve done the defense side and I’ve done the plaintiff side, so I think I’ve got this figured out and I want to try this on my own.’”

With that enterprising spirit, Caraway launched a solo practice, which required him to spend a sizable amount of time on the road traveling to witnesses and experts. At the same time, his young family had begun stealing away as much time as possible at their aforementioned ranch. “If you’re going to be a country lawyer,” he says, “you’ve got to

Glen Ellman

be a jack-of-all-trades. But I just had an absolute ball. It ended up being a saving grace from the midcareer crisis. I was refreshed and recharged.”

Caraway used this fuel to launch the next phase of his career, which began when firm Kelly Hart & Hallman scouted him to join their ranks in Midland, Texas, in 2015. Because that was where his in-laws lived, he once again made a professional pivot based on what was best for his family. “It kind of was a calling bigger than me for this opportunity to drop out of the sky.”

The move was a successful one. “Bill is the exceptionally rare lawyer who can do it all—from sophisticated transactional work to complex trial work on either side of the docket,” says Marianne Auld, managing partner at Kelly Hart & Hallman. “His wide-ranging legal experience, in combination with his ability to strategize, connect, and communicate, makes him an unbeatable problem-solver and a true leader in the industry.”

Caraway’s first client as partner at Kelly Hart & Hallman was the up-and-coming oil and natural gas company Diamondback Energy, which had only gone public in 2012. Caraway became the first attorney to select a jury and actually try a case—and win—on behalf of Diamondback Energy. The victory became that much more impressive when the case went to the Texas Supreme Court, which upheld the verdict.

Diamondback Energy was stirred by Caraway’s skill and savvy, which combined big-box private practice prestige with a country lawyer’s sensibility. But Caraway was still under the impression that going in-house wasn’t for him.

“I couldn’t think of a time where I actually worked with an in-house lawyer who had real litigation or courtroom experience,” Caraway explains. “Most of my experience had been dealing with transaction lawyers, and when we communicated it was like we were speaking in two different languages. It was frustrating as an outside counsel when trying to explain how the litigation and trial system worked. But really, that was just a misperception.”

Still, Caraway was intrigued. He had been practicing law for about twenty-seven years at that point and was at a stage in his career where he felt the pretrial aspect of litigation had become wasteful. He was also interested in beefing up the “counselor”

aspect of his practice after acquiring so many years of experience. In 2018, he began the next chapter of his career by joining Diamondback Energy to oversee the company’s litigation and risk management.

His “ill-informed” perception of in-house law quickly fell away after he realized the breadth of knowledge required to do the work. “After my first month here, I went around apologizing to my colleagues and saying, ‘You know, I didn’t hold you in the high esteem that you deserve as in-house counsel,’” he says, laughing.

Since coming on board, Caraway has worked with General Counsel Matt Zmigrosky to build an “internal law firm” for Diamondback based on what he learned in private practice and on the road as a country lawyer. “We want to be problem-solvers and not naysayers,” he says. “Our role is to counsel and give advice and help find ways to accomplish the goals and objectives of our internal clients.”

Caraway likens his new role to when he became a country lawyer, since he’s been able to once again reboot his practice. “It’s so fun and exciting that I feel like that associate who just started and really wants to be here, learning and producing,” he says. “It’s an absolute charge.”

As for what the future holds, Caraway says he always refers to an Abraham Lincoln quote: “I will prepare myself, and someday my chance will come.”

“Back in 1991, when I started at Baker Botts, I couldn’t look into the future,” he says. “But now the picture that was blurred is clear in terms of everything that I’ve done in my legal career. All of that has prepared me to sit in this chair today and counsel all of the leaders at the company.”

“Now the picture that was blurred is clear in terms of everything that I’ve done in my legal career. All of that has prepared me to sit in this chair today and counsel all of the leaders at the company.”

A Path Forward

Julia Mosel harnessed her curiosity and intelligence to rise up from humble beginnings, earn a full ride to law school, and ultimately land at Southern California Edison

By Courtney Ryan

JULIA MOSEL MAY NOT HAVE BECOME an attorney if it weren’t for her mother. “I wouldn’t say my mom pushed me to go to college,” says the senior attorney of claims and general litigation at Southern California Edison. “I would say that she recognized my potential and wanted me to have that chance.”

Mosel grew up in a blue-collar household where going to college was a life milestone that happened in other families, not her own. Her parents came from humble beginnings, and she grew up in a community blighted by violence and poverty.

“My mom knew that there were opportunities that she didn’t get to take, and she was going to help me as best she could,” she says. Though she lacked savvy about campus tours or other traditional precollege strategies, Mosel’s mother researched obscure scholarships to ensure her daughter could afford to attend a great school.

Mosel enrolled at the University of California, San Diego. She was intent on becoming a doctor or veterinarian until she began working in labs. “I hated it,” she recalls. “It was so solitary; there were so few chances to interact with people and socialize. It just wasn’t the right fit.”

Instead, it was a civil liberties course— which not only drew upon her analytical skills but also allowed her the personal impact she craved—that piqued her interest in the legal profession. “It felt like there was a more direct connection to the people who were behind these cases and how these cases affected their individual lives.”

Concluding that law school was the correct next step was one thing. Affording it was a completely different issue. Determined to remain in California, Mosel applied exclusively to schools within the state. She especially had her sights set on the University of Southern California, which unfortunately wasn’t as economically feasible as other schools.

“There’s a degree of boldness that comes from having nothing to lose,” Mosel says with a laugh, as she recalls scheduling a meeting with the financial affairs office to see if she could negotiate a better aid package.

However, on the morning the meeting was scheduled to take place, she felt anything but bold. “I woke up that morning and I was the sickest I’ve ever been in my life,” she says. “I felt like I was dying.”

Mosel knew she was down to the wire if she wanted to start school the following fall. Canceling the meeting was not an option. She pulled herself together and presented her case.

“I just said very humbly and very sincerely, ‘I want to go to this school. I love it, but I can’t afford it. Could you look back at my application one more time and see if there’s any stone that went unturned?’ Even if nothing more came of it, I knew I would still be happy that I tried,” Mosel says.

Julia Mosel Senior Attorney of Claims & General Litigation Southern California Edison

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After the meeting, she learned she had come down with mononucleosis, causing her extreme fatigue. But as she slept, the financial affairs department reexamined her application and came back with a new offer: a full-tuition scholarship.

“I fell out of my chair,” Mosel says. “But my dad always said, ‘Ask for what you want, because what’s the worst thing they could say?’”

Chances are, the university doesn’t regret reconsidering her financial package either. Mosel went on to graduate first in her class, which put her in a prime position to pursue a career as a litigator.

“The thing that I love about litigation is that even if you were to master all the legal skills, you are still constantly learning. You get to poke your head into all these different lines of business and industries,” she says. “Every single case is an opportunity to learn a different industry, a different fact pattern, or a different skill.”

After clerking and practicing at a large firm, Gibson Dunn, for five years, Mosel’s curiosity landed her at Southern California Edison. She says the sheer scope of subject matter the company handles—from running the electric grid to supporting California in reaching its climate goals to managing construction projects and power contracts—makes the work engaging.

“It’s such a broad industry that you never get bored, and you never feel like you’ve learned everything,” she says. At Edison, she handles both torts and commercial litigation, including personal injury, contract disputes, consumer class actions, and real property disputes. She also counsels client groups in prelitigation disputes and litigation avoidance strategies.

Another major factor in Mosel’s satisfying career development has been the unique structure of Edison’s legal depart-

“I sincerely want to know the answers to things and dig into things and figure out how to solve the problem.”

ment. With more than eighty attorneys working in-house, it feels almost like a midsized law firm, which she says lends a collegial air to their practice.

It also gives her the opportunity to keep “litigator” as an important part of her professional identity. She spends time in the courtroom, taking depositions and participating in trials as well as taking the time to partner with outside counsel.

“Whereas some in-house roles are more supervisory, I still actively litigate my cases,” she says.

Edison also helps Mosel maintain healthy boundaries around her home life.

“I am an ambitious person in my career, but I also have ambitions as a parent,” Mosel says. “Edison really supports that, and the expectations are set in a way that you can achieve a work/life balance. The culture of the department understands that people need to be both good at work and good at home. That’s something all companies and firms need to think about to keep their top talent around.”

Looking ahead, Mosel says she’ll continue to let her innate curiosity drive her work. “I’ve always been the type of person who raises their hand,” she says. “I sincerely want to know the answers to things and dig into things and figure out how to solve the problem.” And, like her mother did for her, she wants to provide a pathway forward for her family.

“I’m motivated by doing right by my family, and I want to be a good role model for my kids,” she says, adding, “I want to be there for my parents too, because they were always there for me.”

Consilio:

“Julia Mosel is an excellent attorney and we have enjoyed working with her in support of Southern California Edison Company matters. Consilio is proud to be a partner of Julia and the Southern California Edison Company.”

–Gary Fictum, Director

What Lies Ahead

Damian Olthoff helps PROS expand by investing in forward-thinking initiatives and getting into the weeds of the tech that can augment the success of his team and customers

By Billy Yost

MIDWESTERN ROOTS STILL RUN DEEP IN DAMIAN Olthoff. The general counsel and secretary at cloudbased software company PROS is quick to laugh. And despite his company’s being responsible for the realtime intelligence and analytics that power more than two billion airline tickets sold per year flow seamlessly, Olthoff still regards himself as a relative digital dilettante whose early interest in coding hasn’t kept up with the digital revolution of the past few decades.

But it’s when he talks about what his PROS legal team has offered the rest of its organization—not just in counsel, but in digital initiatives to make an already tech-centered company even more agile—that one gets the sense Olthoff is downplaying his own abilities. The GC’s inherent interest in the future of artificial intelligence (AI) and machine learning puts him in a league of his own when it comes to future-forward general counsel, and PROS is all the better for it.

Michael Reiland

Damian Olthoff

General Counsel and Secretary PROS

The Best of Both Worlds

“I tend to think about solving problems in legal transactions and engineering very similarly,” Olthoff says. “Whereas engineers are using math and science, we’re using precedent, history, and logic. But it’s not until you get all of the components and parts working together that you’re actually able to make something, whether that’s a bridge or a contract.”

The future GC helped put himself through law school by coding websites for law firms who were looking to establish a digital presence in the early internet boom.

A confessed “history and tech geek,” Olthoff has earned a deserved reputation as a lawyer who tends to get down into the weeds of the technology that helps enable the success of both his company and his customers.

“I’ve realized in talking with other general counsel that they’re not often thinking at the level of detail that I may very quickly go to,” Olthoff says, laughing. “I don’t need all the explanations and buzzwords. I’ve got most of that coming into the conversation. That gives me a bit of an advantage just in terms of being able to understand the situation. If someone doesn’t understand the difference between source code and object code, they’re going to have a much steeper learning curve as a result.” Olthoff says this all with a Kansas City–born humility that almost makes it sound like he’s apologizing.

According to Tony Campiti, who serves on the management committee of Thompson & Knight and has worked with Damian throughout his career, “Damian’s Midwestern friendliness and humility are sincere.” Campiti adds, “He’s the quickest study you’ll ever meet, and his keen analytical curiosities, entrepreneurial bent, and yearning to grow make him the perfect legal advisor for PROS’s ever-evolving business.”

The Fourth Phase

In his years with Houston-based PROS, Olthoff says the transformation of the company has been staggering. “I feel like I’ve worked for four different companies, and I know others on the senior management team will tell you the same,” the GC says. “When I joined, we were a US-only, on-premise software company with fewer than three hundred employees. Now we’re all over the globe and cloud based, with more than 1,200 people.”

Olthoff credits CEO Andres D. Reiner for the revolutionary change and growth he’s seen and been part of during his time at PROS. “He really helped move us into a phase of thinking about growth, expanding the products we sold, and where we would sell them,” Olthoff says.

During Olthoff’s tenure, the company has opened offices in Germany, France, the UK, Bulgaria, and Australia, among other places. The transition from on-premise to cloud-based work meant an entirely different operating model.

And then came what Olthoff refers to as his “fourth phase”: the challenges and evolution needed to accommodate constantly changing privacy expectations and building for scale. “And that’s where we are right now,” Olthoff says. “We have all of these great assets and an unbelievable team. We’re looking ahead.”

Comfort from the Storm

Part of Damian Olthoff’s passion for PROS is the family-like attitudes he sees reflected in his executive team. During Hurricane Harvey’s brutal destruction of areas of Texas and Louisiana in 2017, Olthoff saw the true heart of PROS on display.

“I don’t want to embarrass them, but we literally had senior leaders getting in their personal cars to go rescue people who worked here, though they didn’t know them personally,” Olthoff says. “They just did it because they had the ability to.” The company also booked hotels so that displaced employees had a place to stay, covering deductibles for those who needed it.

Pro-Vision

Olthoff is obviously passionate about his employer, and it’s easy to see what has kept him for a length of time other lawyers may have been in three or four different jobs. “This is literally the highest-IQ group of people I’ve ever been around in my life, but what makes it so unique is there is no ego here,” Olthoff says. “We’ve had customers describe to us that when they go into a meeting, they can’t tell what department we work in because everybody is just working together to solve whatever issue that’s there.”

PROS has assembled a heavy-hitting team while ensuring it is steeped in diversity. The GC says that isn’t just a PR move; it’s in the PROS DNA. “I know it’s big in the news right now, but we have valued diversity all the way back to the founding of the company,” he explains. “The sheer number of languages that are spoken in our offices is incredible. We have the best and the brightest here from all these different disciplines and cultures.”

That has Olthoff excited about the future. He is particularly interested in how PROS can use AI and machine learning to cut down on repetitive tasks so that employees can focus more time on higher-level work.

“One of the smaller things we’ve done is to use technology to cut down on the amount of time and effort it takes to get an NDA [nondisclosure agreement] signed,” Olthoff says. “It’s such a small piece, but any attorney who has ever touched an NDA would appreciate it immediately.”

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But the GC is thinking bigger. “Lots of us, myself included, have had these big amounts of data: what’s in market, what’s out of market, trends in your team’s performance, macro trends over time. But if you develop a system that is able to run these numbers and tell you, statistically and in real time, where you should be, there’s so much less time you’ll spend looking over your back.

“To be able to develop a system that configures to your specific customer gets very interesting,” he continues. “For example, I’m confident that in ten to fifteen years, you’re going to see a world where businesses are going to start coming together to offer things that are interdependent and seamless through your phone.”

Given PROS’s massive influx and continued growth, it’s easy to see why Olthoff might still be there in a dozen or so years, in yet another phase, always on the edge of what’s next.

“We have all of these great assets and an unbelievable team. We’re looking ahead.”

A Road to Growth

Ryan Brooks shares how he supports the rapid expansion of Construction Partners Inc., a public company headquartered in his hometown of Dothan, Alabama

By Courtney Ryan

Courtesy of Construction Partners Inc.

WHEN PICTURING A PUBLIC COMPANY’S GENERAL counsel, what might come to mind is someone upward of fifty years old. Typically, that mental picture would be accurate. But not so for Ryan Brooks, who landed the position with Construction Partners Inc. (CPI) at thirty.

Raised in Dothan, Alabama, Brooks played basketball at Auburn University and attended Vanderbilt University Law School in Nashville. Then he returned to his home state, joining Maynard Cooper & Gale in Birmingham. He started off by focusing his banking practice on compliance before transitioning to mergers and acquisitions and securities law. He had a knack for all of it.

In 2018, he heard rumblings about a newly formed public company in his hometown. “I was fascinated that our relatively small town had fostered a public company and wanted to learn more,” he says. “I looked for an opportunity to meet with the management team because I knew there must be some way that I could contribute to their success.”

That company was CPI. Brooks sat down with the CEO and CFO for what he thought was a simple introduction. “It started with a conversation to learn more about the business—not only what they did, but how they got to where they were,” he says. “The initial purpose of the meeting was to determine whether there were opportunities to represent them from my firm in Birmingham. But the timing was very fortuitous, because at that moment they were looking to build out their team and to transition into life as an active public company.”

CPI was already very active on the acquisitions front, and leadership indicated they wanted to keep focusing on this area. Adding a general counsel role was also attractive because they needed someone to focus on capital markets and compliance aspects.

Brooks recalls thinking that, for a seasoned management team, his age would be a drawback to his ability to help. “Surprisingly, to me at least, age was not an issue at all,” Brooks says. “The more we talked, the more I realized they were more interested in making sure that my character, experience, and business acumen all lined up with what they had in mind.”

He soon found the company’s enthusiasm set an aggressive pace. “This is a very energized and focused management team,” he says. “There is no shortage to

Ryan Brooks SVP of Legal Construction Partners Inc.

the number of topics that I might come across on a day-to-day basis.”

Brooks enjoys both fleshing out areas he has prior experience in and exploring new facets of the law on a weekly basis. But for him, the most rewarding aspect of in-house practice is the ability to be proactive.

“When you’re at a firm, a lot of the time, you’re often forced to be reactive, rather than proactive. Here, because I’m in on the strategic meetings and sessions, I’m able to think ahead,” he says. “Most of us are much better lawyers when we have the ability to plan and prepare than when we are just trying to react to whatever issue hits our desk.”

Brooks also knew coming in that growing the company would be a major part of the job. After launching in 2001, CPI had expanded into a trusted acquirer of several asphalt paving companies through-

Jessica Steltenpohl

out the southeastern United States. Brooks took the helm and oversaw the closing of five acquisitions in only thirteen months.

This acquisition strategy included the purchase of a liquid asphalt terminal heavily damaged by Hurricane Michael. “We bought it and basically rebuilt it. Now, it is a critical piece of our operation and services about half of our asphalt plants, and we can now buy liquid asphalt wholesale,” he says. “One of the best parts of my position is the opportunity to work with the leadership of our operating subsidiaries to find opportunities to grow their companies within their respective markets.”

Indeed, CPI continues to press forward with more strategic acquisitions. “We’re seeing a generational shift in ownership, where you’ve got the baby boomer generation—who have run these companies for so long and are approaching retirement age—making decisions about whether to try to hand the business off to the next generation or look for a strategic buyer,” he explains. “Several of our best acquisition deals meet that criteria.”

He adds that infrastructure issues are also garnering attention at the state and federal levels, paving the way for opportunities in the industry. “Folks are taking a look around and finally seeing that the nation’s roads need some help. The future is very exciting.”

Thanks to taking on a general counsel role so early in his career, Brooks is uniquely positioned to help manage the inevitable generational transition. Yet as he looks ahead, he thinks back to what he learned while playing basketball at Auburn.

“If you trust everyone to do their jobs and empower people to do the right thing, your success rate is significantly improved,” he says. “And that’s when you will achieve the best results as a team.”

Maynard Cooper & Gale:

“We congratulate our friend and former colleague, Ryan Brooks, for his talents and accomplishments as Senior Vice President, Legal of Construction Partners. We look forward to continuing our relationship with Ryan and Construction Partners.”

–Greg

Curran,

Chairman of the Firm

Lead with Integrity

Chief Legal Officer Mike Kolloway understands the value of team chemistry and the importance of ethics at Parsons Corporation

By Keith Loria

WITH MORE THAN TWENTY YEARS of experience leading large teams of lawyers, Mike Kolloway understands that to get the job done right, everyone needs to be on the same page. He firmly believes you’re only as effective as the team you build.

“You need talent and dedication from your team,” he shares. “I try to make sure leaders on my team get credit and have visibility with the board, and that I show appreciation for their hard work and contributions to Parsons.”

Kolloway currently serves as the chief legal officer for Parsons Corporation, a $4 billion global technology firm in the defense, intelligence, and critical infrastructure markets. Before joining Parsons, he spent fifteen years as assistant general counsel for operations and risk management with AECOM Technology Corporation and, prior to that, another fifteen years in private practice in Chicago at the law firm of Rock, Fusco, and Garvey.

He notes both job changes came at pivotal points in his career, and although he wasn’t looking for a new job at either stage, opportunities presented themselves and he made the decision to accept greater challenges and responsibilities.

“Parsons was in the midst of ‘Project Forward,’ the first step in transforming

Mike Kolloway Chief Legal Officer Parsons Corporation

Courtesy of Parsons Corporation

our business to become a leading disruptive technology provider for global defense, intelligence, and critical infrastructure markets,” Kolloway recalls. “I was very much intrigued about the work in cyber and missile defense and the strategy for transforming and extending our business.”

Today, he oversees all the legal operations for the company, which includes securities and regulatory compliance, mergers and acquisitions, contractual work for both of Parsons’s business segments (federal solutions and critical infrastructure), employment issues, and dispute resolution and litigation.

“I have an excellent team that combines several great lawyers Parsons already had when I joined the company and several new lawyers whom I have hired,” Kolloway says, noting that his direct reports include eight attorneys and contract managers.

Kolloway quotes former President Ronald Reagan: “There’s no limit to the amount of good you can do if you don’t care who gets the credit.” He strives to inspire all members of the legal team to feel they are part of the greater whole.

“I focus on having the best lawyers on the legal team, not only in terms of their legal acumen but in terms of their commitment to being part of a team, their commitment to our core values, and their ability to manage fairly and effectively,” the CLO says. “We now

have a team of lawyers who are dedicated, very skilled, and also enjoy working with each other.”

The work Kolloway has done is celebrated by his colleagues. “Mike is equally adept in managing litigation and corporate matters, as he drives strategy and demonstrates high acumen and practicality in his leadership,” attest Mike Rizzo and Kevin Slattum, partners at Pillsbury Winthrop Shaw Pittman.

Since coming to Parsons, Kolloway has built a first-class legal team and achieved some major milestones. He’s helped Parsons with its initial public offering in 2019 and with the acquisition of three companies over the past two years.

“I’m very proud of the fact that in a short period of time, we have achieved some amazing things at Parsons,” he says. “I’ve been fortunate that at each stage of my career, I have had mentors who have taken an interest in my career and have been pivotal to the success that I have achieved.”

He draws upon advice he received as a young attorney: “If you make sure you pay attention to the details, the big picture will fall into place.” And he’s lived by that philosophy in how he approaches his job.

“Don’t overwhelm yourself, and know when to delegate responsibility to others. A great many issues come

“Don’t overwhelm yourself, and know when to delegate responsibility to others. . . . Organization, flexibility, and agility are keys to success.”

across my desk every day. I need to prioritize responsibilities that I will handle myself and feel comfortable with delegating certain matters to attorneys with the right level of expertise. Organization, flexibility, and agility are keys to success,” he advises.

Growing up in Illinois, Kolloway and his family traveled to Springfield regularly to visit notable Lincoln sites, such as the former president’s home, law office, and old state capitol. These experiences inspired the impressive career that followed.

“At a young age, I read a lot about Lincoln’s life, and knew early on what I wanted to do. I planned my education through high school and college with the understanding that I was going to study law,” he recounts.

Parsons Corporation has been included on Ethisphere Magazine ’s list of the World’s Most Ethical Companies for eleven consecutive years. This recognition is very important to Kolloway as well as Parsons’s leadership team and employees.

“We develop an annual ethics and compliance plan that we present to our audit committee and the board of directors. This determines what aspects of our

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compliance program will receive a specific focus during each year,” Kolloway explains. “We focus on training—both web based and live—about issues of importance to our company. We strive to deliver messages in a personal way so that employees can understand how violations of our policies can lead to very serious repercussions to the company and the individual.”

Inclusion and diversity are also of major importance to Parsons, and the company focuses strongly on ensuring all employees feel included. “We want our employees to see it’s not just something we say, but something we actually do in the way we act and perform as a company on a daily basis,” Kolloway affirms.

Looking ahead, Parsons will continue transforming its business with more of a focus on artificial intelligence, machine learning, Internet of Things (IoT), and cloud reporting. Kolloway foresees more of a focus on intellectual property protection.

“Our legal department is evolving as our business evolves, and we need to stay on top of issues that are important to Parsons to provide cutting-edge legal advice,” he says.

When the Going Gets Tough

Industry changes and tragic world events have rattled the finance industry, but Barclays Director Martin Goldberg believes in the power of resilience

By Cristina Merrill

IT’S NOT EVERY DAY THAT YOU MEET AN EXECUTIVE who’s been at the same company for almost thirty years. But Barclays Director Martin Goldberg is just such an executive. And resilience has been a key factor to his career success and longevity.

His history with Barclays goes back to 1992, when he joined Lehman Brothers. Barclays later purchased Lehman Brothers out of bankruptcy in 2008. Goldberg cites a mix of company culture, amazing colleagues, and his genuine love of the job as reasons he opted to stay with both companies for so many years.

“The main reason is I like the work,” he says. “I’ve enjoyed the people. I have felt comfortable at each stage. Barclays has a very collegial and very driven professional culture about it.”

Goldberg’s main work at Barclays and Lehman Brothers has revolved around the business of new issue bonds. In particular, he has advised the business on investment-grade bond issues. He also worked for Lehman Brothers in London as a product manager for medium-term notes and commercial paper.

In early 2010, Goldberg became the chairperson of the Barclays new issue bonds commitment committee,

which reviews the company’s participation in different types of new issues of fixed-income securities. Goldberg estimates he spends about 40 to 50 percent of his time on the commitment committee role and the rest of his time doing core legal work.

“My role [on that committee] is not, strictly speaking, a legal role, but it helps to have a legal background to make sure we have done the right diligence and are careful and thoughtful before we participate in any of those transactions,” he says.

“Sometimes, there are inevitable hassles and aggravations. Not everybody appreciates having to deal with commitment committee because they have a lot of other things to do. But it creates accountability, which is important. It can be a delicate balance between the desire to accommodate the bankers, who want to move quickly to satisfy clients, and the need for discipline and controls around our processes.”

The financial industry has certainly gone through major changes since 1992, and Goldberg has seen

them all. The director specifically points to the expansion of private equity and hedge funds. He also saw the genesis of the Sarbanes–Oxley Act, expanded regulation after the Great Recession, and the more widespread use of derivatives.

In addition to industry changes, Goldberg saw Lehman Brothers and later Barclays evolve and adapt after major world tragedies, including the IRA bombings in London and the attacks on September 11, 2001. He was working across the street from the World Trade Center in downtown Manhattan on 9/11. Although he got out of the building with plenty of time to spare, debris fell onto Lehman Brothers’ headquarters, which prompted a search for new temporary offices.

“Those of us in the legal department ended up working for three to six months or so out of the conference rooms of relationship law firms,” he says. “Lehman Brothers did a terrific job of keeping the bank running.”

Martin Goldberg Director Barclays

Alexa Dorfman

“If you have some bad luck, you’ve got to be resilient and get up and move on to the next challenge.”

Then Lehman Brothers went bankrupt. Barclays promptly purchased the company, which Goldberg described as an “extremely fortunate” situation for many Lehman employees—one that saw him able to stay on after the acquisition.

“I would say the first six months were particularly difficult,” he says. “Eventually, it worked out, and I’ve been with them since.”

There is never a dull moment in Goldberg’s professional life, but he still makes time to give back to the community. Today, he is the chairperson of the board for New York Junior Tennis & Learning (NYJTL), a nonprofit organization started by Arthur Ashe and other leading US tennis players nearly fifty years ago. Goldberg played tennis on the “very lowest fringes of the pro tennis circuit” in his younger days. He even taught tennis abroad between college at Williams and law school at Cornell. It is clear that he is extremely passionate about his work at NYJTL.

“NYJTL has a variety of programs to help underserved New York City children with their education, life skills, and tennis skills,” he says. “One of our real recent achievements is building a tennis and education center in one of the poorest congressional districts in the US, located in the South Bronx, called the Cary Leeds Center for Tennis and Learning. It’s a terrific facility in a poor area, and we work hard to get it to help serve the organization’s mission and manage it financially.”

Resilience continues to be a major theme for Goldberg. With COVID-19 still dominating daily conversations and affecting people’s day-to-day lives, Goldberg believes exhibiting resilience is more important than ever.

“It’s important to focus on your work and make sure you’re not dropping the ball or perceived to be dropping the ball in some manner,” he says in his 2020 interview. “You also need some luck, and if you have some bad luck, you’ve got to be resilient and get up and move on to the next challenge.”

Simpson Thacher:

“As outside counsel, we at Simpson Thacher have had the pleasure of working closely with Martin Goldberg throughout his career. He has superb judgment and possesses keen foresight and strategic savvy.”

–Roxane Reardon, Partner

Investing in

Friendship

Seasoned attorneys, sometime competitors, and longtime friends Emma Rodriguez-Ayala, Reena Jashnani-Slusarz, and Sara Chandler on the foundation of trust that has allowed them to thrive

By Sara Deeter | Portraits by Gillian Fry

Emma Rodriguez-Ayala General Counsel, Chief Compliance Officer, and Board Secretary

Legal & General Investment Management America

IMAGINE THAT, WITH EACH AND EVERY STEP YOU took in your career, you had an expert advisor in your field providing you with personalized advice. An advisor who not only knew your résumé and credentials but also understood you: your skill set, your work style, your personal priorities, your strengths and weaknesses, your hopes and dreams. An advisor who was also willing to help you network and even to collaborate with you if need be, and who truly cared for you and wanted only the best for you, whatever happened.

That is exactly what Emma Rodriguez-Ayala, Reena Jashnani-Slusarz, and Sara Chandler have had for more than a decade: a strong and abiding friendship that has carried them from law school to their early careers at a prestigious law firm, and ultimately to prominent positions at Legal & General Investment Management America, Elementum Advisors, and the State of Wisconsin Investment Board, respectively.

As friends, peers, and colleagues, these three women have uplifted and supported one another— and seen each other triumph within the male-dominated investment management industry.

Rodriguez-Ayala and Chandler met in their first year at the University of Chicago, but they didn’t become close friends until they started working together as summer associates at Sidley Austin. That’s also when they met Jashnani-Slusarz.

“All three of us gravitated to the investment management group at Sidley, and the more we focused on that group, the more time we spent together,” Chandler recalls. “And ultimately, we each decided that investment management provided a challenging and entrepreneurial practice area to pursue long-term.”

In the years since that summer at Sidley Austin, Chandler, Jashnani-Slusarz, and Rodriguez-Ayala have led varied and impactful careers. Sometimes they have worked together, like when Rodriguez-Ayala hired Jashnani-Slusarz as the deputy general counsel, chief compliance officer, and senior vice president at Mesirow Advanced Strategies. And sometimes they have squared off on opposite sides of the table, like when Chandler negotiated against both Rodriguez-Ayala and Jashnani-Slusarz in her role as associate general counsel at King Street Capital.

Throughout it all, the three friends have remained close, never allowing the competitive nature of the industry to come between them. As Jashnani-Slusarz notes, “We all have a natural inclination to compare ourselves to others, but we’re very different people. The right position for Emma is not the right one for me. What’s important is finding a role that makes you happy and plays to your strengths and allows you to contribute the most value.”

But the three friends have done far more than strike an implicit agreement not to compete with one another. Rather, they have all actively helped each other, using each other as a sounding board to discuss everything from the pros and cons of different types of positions to the realities of work/life balance.

“I remember reaching out to Reena and Emma when I first considered leaving Sidley to move in-house and saying, ‘What would you do? What do you think?’ And I knew I would get good advice about what was best for me from people who knew what was riding on the decision,” Chandler recalls. “As time went on, each of us went through challenges [that led us to] seek out that advice, whether a career opportunity or the choice to have kids.”

It can be difficult to find that kind of advisor, “that person who knows you deeply as a person and also understands your industry. My professional mentors only know ‘general counsel Emma;’ they don’t know ‘three-drinks-at-the-beach Emma,’” Rodriguez-Ayala says with a laugh. “But the three of us know both sides, so we can be that more complete advisor for each other.”

Today, each of the three friends has found a role in which they can thrive. As chief legal counsel for the State of Wisconsin Investment Board, one of the only fully funded state pension plans in the country with more than $125 billion in assets, Chandler oversees a team of attorneys and all legal matters for the organization and works with the board of trustees as a legal advisor and facilitator.

Jashnani-Slusarz is the managing director, deputy general counsel, and chief compliance officer for Elementum Advisors, a niche investment adviser specializing in collateralized natural event reinsurance investments, and she leads the legal and compliance team at Elementum.

Sara Chandler Chief Legal Counsel State of Wisconsin Investment Board

Reena Jashnani-Slusarz Managing Director, Deputy General Counsel, and Chief Compliance Officer Elementum Advisors

And Rodriguez-Ayala helps drive US strategy for the fifth largest asset manager in the world as general counsel, chief compliance officer, and board secretary for LGIMA, the US subsidiary of LGIM.

When discussing their roles, it is clear that the friends respect and admire each other’s professional acumen. Chandler is acknowledged as the toughest negotiator and savviest attorney among the group. All agree that Jashnani-Slusarz excels in people management and the soft skills that make a lawyer a true business partner. And Rodriguez-Ayala is notable for her boldness and forward thinking.

These days, between work and young children at home, none of the three friends has much free time. Sometimes they go weeks without chatting, and months or even years pass without physically seeing each other. But as they each emphasize, one of the biggest advantages to their particular friendship is a unique perspective on how to make that kind of

“We trust each other to be there when it counts—at each other’s weddings, for our kids, for work emergencies—even when we can’t be there every day,” Jash-

But whenever they do get a chance to talk, the importance of their friendship is only reinforced. “My husband and other friends sometimes don’t understand the demands of our industry and the competing priorities that we have to deal with,” Rodriguez-Ayala says. “But because we have so much in common and have experienced many of the same things, we can speak each other’s language. Sara and Reena are probably the only people in my life who see the full picture.”

The friends agree that this type of friendship is

Growing Together

By Courtney Ryan

NOAH BENZ BELIEVES THAT MOST, IF NOT ALL, OF HIS career success is

a direct reflection of Neenah’s success.

“It’s totally intertwined with it,” Benz says. “I’ve grown up as a lawyer while learning how to be a leader within the company. That long runway has given me the opportunity to know the company board and all the key strategic players really well.”

In the past fifteen years, Benz has gone from being a deputy general counsel and vice president to senior vice president, general counsel, and secretary of the company. During that same time, Neenah has grown from four facilities in the upper Midwest to operating fifteen facilities across four different countries.

In terms of sales, the company has gone from about half a billion dollars when Benz began to more than $1 billion in sales prior to the COVID-19 pandemic. And because of innovations in its portfolio and the conservative fiscal positioning of the company, he says that Neenah is prepared to weather the pandemic quite well. This is all, he adds, due to the company’s firm embrace of mergers and acquisitions.

“M&A has been the core of the education process for me,” Benz says. “We’ve really changed the company through acquisitions and set it up for continued growth.”

Neenah has spent the past decade developing a thoughtful, disciplined M&A strategy. Benz and his team typically review around twenty opportunities for every one opportunity that reaches negotiations. “That’s been a huge benefit because one of the worst things you can do is acquire poorly or pay for a nonperforming company,” he says. “Nothing destroys value more than that. M&A can drive value, but it has to be done really strategically.”

Benz says this disciplined diligence review process is exactly what gives his team the confidence that is required in such transactions. “When we find a company that’s the right fit and it’s the right situation, we acquire it in a really efficient manner and integrate that company into our business seamlessly. That really helps accelerate our growth.”

The broader specialty product line that has emerged through acquisitions is also an instrumental

Noah Benz has shaped his career while simultaneously transforming Neenah, shepherding the company through a variety of strategic mergers and acquisitions

piece in allowing Neenah to thrive despite economic recessions. For example, the company now makes media for surgical and N95 face masks, which are crucial during pandemics such as COVID-19.

“Our ability to identify opportunities and maintain a financial position of conservative liquidity enables us to acquire companies when we find the right opportunity,” he says.

In his wide-ranging role, Benz handles everything from corporate governance, compliance, M&A, and employment matters to all securities filing matters for a publicly traded company. Neenah’s stock is traded on the New York Stock Exchange under the ticker symbol NP. In Europe, where Neenah doesn’t have local expertise in German or Dutch law, he manages outside counsel.

“The more that we’ve grown internationally, the broader our reach is into different jurisdictions and different compliance obligations, particularly as a publicly traded company in the US. We’re making sure that our subsidiaries maintain compliance in an ever-changing environment,” Benz explains.

“To make sure that transition is smooth, we really have to have our compliance programs set up in a way that they’re systemic, automatic, and repeatable. When we acquire a new company, we already have the script for how we’re going to address a company’s compliance gaps, if they have any—how we’re going to identify them and then roll them into our regular cadence of review and compliance.”

Though Benz is quick to bestow credit to Neenah for any professional success, it’s clear that the relationship works both ways. Early in his career, he identified that going in-house would be the right move for him because of what he considers the “ownership aspect of the legal process.”

“The deals you’re negotiating, the contracts you’re negotiating—you own them, and you live with them,” Benz says. “Really what motivates me are the people in the organization, the products that we’re providing to the marketplace, and having pride in both of those and having those be the best quality that they can be.”

Benz says that he is driven to work for the company’s stakeholders, its employees, and the communities

Benz SVP, General Counsel, and Secretary Neenah

that Neenah supports through manufacturing in local communities. And all of this is what ensures growth for the future, which he says remains a priority for Neenah.

“Our goals are to continue to grow and change the growth profile of the company, to continue the transformation that we identified as a strategic priority ten years ago,” he explains. “We’ve gone from a traditional paper company to a growing global manufacturer of specialty materials. We’ve really changed the underlying nature of the company and its trajectory, and we’ll continue to do so.”

Nelson Mullins:

“In the almost twenty years that I’ve known Noah Benz, he has always shown himself to be a top-notch lawyer, effective leader, and thoughtful communicator. Nelson Mullins was fortunate to have him in our legal family, and I continue to be grateful to work with Noah in his current general counsel role.”

–Holly Hempel, Litigation Partner

Courtesy of Neenah

Noah

Pivot

Showcasing prominent in-house attorneys who capably adapt to changes in their companies, industries, and personal and professional lives to carve out new paths through imagination and reinvention

From Down Under to the Big Apple

By Clint Worthington

Xanthe Ranger VP of Legal Booking Holdings

Australian Xanthe Ranger has fulfilled her dream of living in New York City, where she manages M&A and investments for online travel company Booking Holdings

XANTHE RANGER ALWAYS WANTED TO move to New York City. “Like all good Australians, I didn’t want to sit still,” she jokes. Instead, she wanted to go overseas and figure out what she was missing in the rest of the world.

Now, her dream has come true: she’s in the Big Apple, firmly established as vice president of legal for Booking Holdings, which touts itself as the world’s leading provider of online travel and related services. Ranger runs the legal aspects of mergers and acquisitions and strategic investments for Booking.

Hailing from Melbourne, Ranger started university at sixteen. “I wouldn’t say I had a very clear idea of what I wanted to be when I grew up,” she admits. She graduated with dual degrees in fine arts and law.

She quickly secured a job at a top Australian law firm. But a six-month respite before her start date (and her aforementioned wanderlust) drew her to London, where she spent six months working and taking in the sights. She even took advantage of her art history education and secured an internship in Sotheby’s contemporary art department.

From there, though, it was back to Australia and the beginning of Ranger’s law career. She spent a couple of years at Mallesons Stephen Jaques (now King

& Wood Mallesons). Then opportunity knocked in the form of American firm Sullivan & Cromwell’s visiting lawyer program, which brings talented foreign lawyers to the firm’s New York office for a nine-month immersion program.

“I’m very proudly Australian, and I love home,” Ranger says. “But there was part of me that wanted to experience life [in a big American city].” Moreover, her stint at Mallesons gave her a taste for mergers and acquisitions work, and “New York is where it’s at for M&A.” If she was going to go to New York, this was the way to do it.

Transitioning from Australian to American law had its challenges, both in approach and attitude. “It’s very much sink or swim,” she explains of the frenetic environment she found herself in.

“Transactions around the globe broadly follow the same process, but there are a lot of nuances between US and Australian law that are more technical,” she continues. Having thrown herself headfirst into the life and work of New York law, she had to learn its nuances and assimilate accordingly.

Ranger proved herself a valuable asset to Sullivan & Cromwell during her time as a visiting lawyer—so much so that the firm asked her to return shortly

afterward as a permanent associate. “Xanthe has the critical, and rare, ability to think like the business team and understand the issues that they are trying to solve for—which, combined with her legal chops and excellent judgment, enables her to be pragmatic and highly effective,” says Brian Hamilton, M&A partner and cohead of the private equity group at Sullivan & Cromwell. “Xanthe impressed with this skill set early on at Sullivan & Cromwell, and it has been indispensable since her move to Booking Holdings.”

Sullivan & Cromwell was where Ranger came across Booking Holdings. One of her first deals for Sullivan & Cromwell as a visiting lawyer was Booking’s (then Priceline.com) acquisition of Kayak.

“Booking had always been very close to my heart,” Ranger explains. “I always loved working with the team.” When they approached her in 2019 to come in-house as an M&A counsel, she realized it was an opportunity she could not pass up.

Already familiar with Booking’s lean, tightknit team, Ranger hit the ground running in an in-house capacity. “I was used to having a few dedicated people immersed in deals or transactions,” she explains. What’s more, her ability to form relationships with different parts of the company and their corresponding teams smoothed the way for her to fulfill her new role as a trusted advisor to the business.

Outside counsel have noted Ranger’s wide-ranging prowess with admiration. “Brilliant, charming, focused, and bottom line–oriented is a killer combination, and Xanthe is exactly that,” says Steven A. Newborn, global chair of the antitrust practice at Weil, Gotshal, & Manges. “A pleasure with whom to deal, knowledgeable about the business, and able to explain the deliverables she expects—and, at the same time, able to provide outside counsel with the information necessary to accomplish the tasks—Xanthe is the complete package.”

“In private practice, I had a number of clients with a broad range of issues and deals on the table; here, I’m a key advisor to one complex, global business.”

That said, going from outside to in-house counsel for the same business is always a fascinating transition, and Ranger was far from immune to it. “In private practice, I had a number of clients with a broad range of issues and deals on the table; here, I’m a key advisor to one complex, global business,” she explains. Now, the point is to not just get a deal done but to identify and understand the comprehensive needs of the business and communicate them effectively.

“Do we fully understand how this transaction would fit in the bigger picture of the company and move it forward?” she always asks herself. “And have we worked an issue out in a way where we’re comfortable with the risk we’re taking on?”

One important initiative that required Ranger to ask those questions was Booking’s capitalraising opportunity in April 2020, which came to her right as COVID-19 was beginning to make a huge impact on business worldwide. Though things were changing quickly, Booking was able to assemble a small team to raise the appropriate capital in a tight time frame.

As part of her role in the capital raising, Ranger had to liaise with a wide variety of Booking’s departments, from accounting to financial planning and analysis, tax, and more.

We congratulate S&C alumna

Xanthe Ranger Vice President, Legal at Booking Holdings Inc.

“I hadn’t worked on a capital raising before,” Ranger points out, “so I was learning very quickly.”

By the end, not only was completing the task a personal success for Ranger, it also allowed her to work closely with many colleagues she wouldn’t ordinarily have worked with. “I’m very proud of what we achieved, particularly given that we were all adapting rapidly to a new and challenging remote work environment,” she says.

Ranger continues to represent Booking Holdings in the wake of COVID-19 the same way she always did, managing her projects and communicating with her colleagues and outside advisors. The only difference is that now, working from home while caring for her son, she’s got a young office mate with a hand-me-down Blackberry and his own little desk next to hers.

“He actually said to me the other day, ‘This is not a negotiation!’ Who knows where he picked it up from.”

Generally Speaking

Ellie Sullivan is always up for a challenge, as she has proven through a series of strategic career turns that have landed her at Genesis Energy

By Keith Loria

IF THERE’S ONE CONSTANT IN THE LAW CAREER of Ellie Sullivan, it’s her ability to adapt to whatever situation is at hand. Over the years, the senior counsel for Genesis Energy in Houston has amply demonstrated that she can meet any challenge.

Having started her career during the financial recession in 2008 and weathered the oil price collapse of 2014, Sullivan has learned to be nimble and to make strategic moves in her career. This agile, strategic approach has ensured she is well positioned for the next opportunity.

She has also kept an open mind when it comes to opportunities she’ll consider. Thanks to this openness to different experiences, she has found she enjoys a wide range of work. For instance, she’s taken on roles supporting businesses not only in different time zones but on different continents, in many cases without budgets to support substantial travel or use of outside counsel. Her past roles have taught her

valuable lessons for her current position at Genesis, such as the importance of understanding the company’s culture, management’s objectives, and her client’s tolerance for risk.

Sullivan’s first job after law school, as an associate at Akin Gump Strauss Hauer & Feld, allowed her to work on complex international projects for the firm’s clients. She then did a stint at CRC-Evans Pipeline International, helping the company with corporate governance issues for its subsidiaries in more than forty different countries.

In 2011, she started with CGG as legal counsel. After one year, she was promoted to senior legal counsel. Sullivan says the experience was transformative for her, as she was a junior lawyer based in Texas but reported to the general counsel, located in France.

“I was challenged to work independently but also to build relationships with my international colleagues,” she notes. “I pulled on my experience from living overseas and traveling a lot to build relationships with my colleagues and achieve progress and results for my clients.”

During her time with CGG, Sullivan had two children. While on maternity leave with her youngest, she recognized that CGG’s business was facing major challenges and started exploring new opportunities. That led her to Frank’s International, an oilfield services company specializing in tubular running services that operated in more than sixty countries around the world.

“The role at Frank’s gave me an opportunity to not only take on a bigger role but also to work at the headquarters of an American company operating internationally, as opposed to the satellite location of a French company that operated internationally,” she explains. “I spent three years at Frank’s as the senior counsel for the Western Hemisphere, working on numerous types of issues—litigation, commercial contracting, trade and compliance, corporate governance, etc.”

In January 2019, she left Frank’s for her current role. The position has afforded her the opportunity to exercise and expand her legal skills. This turn in

Ellie Sullivan

Senior Counsel Genesis Energy

the road, and the sheer breadth of new knowledge that comes with it, have motivated her as much as her experiences working with international jurisdictions.

Her duties include supporting Genesis Energy’s human resources department, information tech nology department, marine business unit, offshore pipeline business unit, and the expansion of the company’s soda ash mining facility in Wyoming. She also supports other corporate and strategic projects as needed.

“For me, every day can be different,” she says. “What I really like about this job is I can go from working on an HR project to participating in a commercial meeting at a drop of the hat. Working with so many different groups within the same company makes me knowledgeable about the company as a whole and, thus, closer to leadership and key decision-makers.

“Ultimately, I enjoy being a generalist. I’m challenged every day to give thoughtful and useful legal advice on a diverse range of topics,” she adds.

As a wife and mother of two, Sullivan says balancing the demands of her career with the demands of family is extremely important to her. She is deeply committed to her work, often working late, long after her children are asleep.

“I try to be very deliberate and efficient with my time,” Sullivan explains. “When I’m at work and they are at school or doing their activities, it’s important I am effective during those hours. When we convene at the end of the day, I try my best to focus on them.”

While Sullivan’s career has required her to be nimble and adaptive to change driven by economic headwinds, she has met that challenge with tenacity and perseverance. In doing so, she has developed a diverse playbook of legal skills, making her well positioned for whatever challenges she might face in the future.

AZA:

“Ellie Sullivan is simply top-notch. She is an incredible asset to any team. Her vast experience raises her work to the next level. We love working with Ellie.”

–Todd Mensing, Partner

A Stronger Structure

Richard Diegnan helps position INAP for success, turning potential stumbling blocks like Chapter 11 proceedings into opportunities for restructuring and growth

By Lucy Cavanagh

EXECUTIVE VICE PRESIDENT, GENERAL COUNSEL,

and Corporate Secretary Richard Diegnan of INAP knows how to turn setbacks into success.

INAP, headquartered in Reston, Virginia, provides a performance-driven, full-spectrum data center and cloud solutions. Diegnan recognizes that the legal team should work hand in hand with sales, procurement, and business units to provide optimal legal risk-benefit analysis that increases revenue and efficiency. Diegnan’s leadership and counsel have proven crucial through turbulent times for the organization.

In 2015, INAP was amid restructuring after the company was unable to find a buyer. Peter Aquino came on as CEO to turn things around. Aquino needed someone to revamp the law department, which was operating with just two in-house attorneys at the time.

Diegnan had the ideal profile, given his extensive experience as a general counsel for various companies, his work in private practice, and most important, his background in sales from his time working as an account executive at AT&T. After joining the company in 2016, he expanded the team to four lawyers, refocused the corporate counsel role to be more sales oriented, and hired lawyers with securities and real estate

expertise to better serve the law department’s most important client—the company.

The INAP law department seeks to provide more services to the company, such as a more robust compliance function that includes corporate policy management, privacy advice, and enterprise risk management. These services are in addition to the more routine responsibilities of legal, like assisting in sales and procurement negotiations.

“My philosophy is that the law department is there to serve the company with an important focus on sales,” Diegnan says. “To me, every person is a salesperson, and ultimately, the success of a company is directly tied to being able to effectively market and sell its products and services.” He is very aware of the negative clichés associated with lawyers in business and is determined to keep his team from falling into those tropes.

“I don’t want salespeople to say, ‘Oh, I don’t want to get my law department involved. Can we do it another way?’” Diegnan says. “We don’t want to be a bottleneck to getting things done.”

Feedback from sales and other departments demonstrates the contributions Diegnan and his team have made to the company. “We pride ourselves

on being approachable, and we want to be an aid to negotiations rather than a barrier. We always negotiate to ‘yes,’” Diegnan explains. “We try to be flexible in our thinking, directly engage with customers’ counsel, and use risk-based analysis to help win deals.”

Diegnan’s leadership style fosters this strategy. He trusts his team and empowers them to take the initiatives that lead to efficiency. “I don’t like to micromanage,” he explains. “If it’s a big enough decision that it requires my input, I will be involved from the beginning.” He believes that his approach allows for his team to grow and develop, which ultimately speeds up the process when it comes to procurement and winning deals.

He encourages his team to think about how they can better serve the company’s goals and act accordingly. “I like to treat legal decisions as business decisions,” Diegnan affirms. “I think about what is most cost-effective, what is efficient from a time perspective, while supporting and protecting the company.”

In March 2020, INAP filed for Chapter 11 bankruptcy. Combined with the onset of a global pandemic, this turn of events could have been enough to scare off lenders, customers, and vendors in one fell swoop.

However, thanks to Diegnan’s counsel, INAP was in and out of bankruptcy in just fifty-three days. All the courtroom proceedings took place over teleconference. INAP used the restructuring capabilities of Chapter 11 to significantly reduce its debt and better position the company for the future.

Diegnan attributes a lot of this success to negotiating a prepackaged Chapter 11 bankruptcy solution, which allowed INAP to get in front of the issue. The company had the benefit of negotiating the terms of the bankruptcy with lenders ahead of time, securing their support and confidence. “Our lenders were in agreement before we filed, which helped us maintain a lot of the value of the company,” Diegnan says, “We avoided many lawsuits and were able to preserve our customers and make our vendors whole.”

During the Chapter 11 proceedings, Diegnan and his team rejected the leases that were no longer beneficial to the company, restructured contractual

agreements, and sold assets. The bankruptcy process ended up putting the organization in a much better position for the future.

Diegnan believes that the legal team should work hard to be engaged on the front end of negotiations as they come around. A legal function seamlessly integrated into business operations is an asset to the growth of any company.

Diegnan’s strategy and commitment to a salesoriented legal team have aided INAP in quickly regaining its footing. And they continue to be key ingredients in the success of the company as INAP moves forward.

Jenner & Block:

“Rich is always cool under pressure and brings superb judgment and experience to the legal function. In addition, despite his busy schedule, he somehow finds time to contribute in meaningful ways to civic activities.”

–Tom Monson, Partner and Cochair, Corporate Practice and the Mergers and Acquisitions Practice

Richard Diegnan EVP, General Counsel, and Corporate Secretary INAP

What’s Next?

A simple question ignited former environmental consultant and midlife career-changer Laura Tanner’s path to Progrexion, where she strives to promote women to leadership positions

By Frederick Jerant

SOME PEOPLE REACH THEIR FIFTH decade of life and engage in downbeat self-reflection, reviewing their regrets and disappointments and wishing for a do-over.

But Laura Tanner, assistant general counsel at Progrexion, a technologyenabled credit repair business, chose to ask herself, “What’s next?”

“For fifteen years, I had been an environmental consultant at JBR Environmental Consultants,” she says. “I didn’t feel challenged anymore, and I wanted to do something else.

“I was having dinner with Don Winder, the principal of Winder & Counsel, a law firm in Salt Lake City,” she continues. “We were discussing my situation, and he said he’d hire me—if I got a law degree.”

Next stop: the University of Utah’s S.J. Quinney College of Law, where she earned a JD, specializing in energy, environment, and natural resources law. “Going to law school as a mature student wasn’t a tough decision,” she recalls. “I’d already acquired some legal knowledge through my consult-

Steve Barrus

Laura Tanner Assistant General Cou nsel Progrexion

ing work. And I’ve always believed that staying educated is important, so why wouldn’t I go?”

Tanner adds that her life experiences enabled her to bring a different perspective to her job. “Most new graduates are getting their first taste of the real world, but I’d been around the block already and understood how things worked,” she explains.

Winder was true to his word, and Tanner joined his firm as a law clerk. But after four years there—first as a clerk, then an attorney—she started itching to expand her legal horizons.

Tim Emery, a partner in the EmeryReddy law firm, referred her to Progrexion. She was hired on the spot as the head of contract review in 2015. She became head of litigation in 2016 and attained her current position a year later.

As assistant general counsel, Tanner is involved in all litigation affecting the company itself as well as back-office services for its largest client, Lexington Law, a consumer advocacy law firm.

In certain cases, such as actions resulting from the Telephone Consumer Protection Act of 1991, the company relies on outside counsel, but Tanner is still involved. “In those cases, I assist outside counsel while looking out for the company’s own best interests. A litigator usually offers solutions from a legal perspective; in-house counsel acts in a more advisory capacity in these cases, assessing and comparing each option’s risks and benefits,” she says.

Tanner’s department also supports Progrexion’s HR efforts, particularly its initiatives to expand diversity in its employee mix.

That poses some unique challenges. There is a strong cultural bias against women in the workforce in Utah. This bias has resulted in many companies,

Progrexion included, having to implement diversity programs to attract more women and minorities to the workforce.

One major HR initiative encourages actively recruiting more female candidates and individuals of various ethnic backgrounds for many positions, from entry-level to managerial and directorlevel roles.

The company also operates a formal mentoring program, in which operational staff members can establish relationships with people at the leadership level. “Sometimes the mentors and mentees are of opposite sexes,” Tanner says. “As more women come into the workplace, it’s important for everyone to understand how to interact effectively.”

The COVID-19 pandemic has curtailed the usual office routines, but Progrexion has adapted well, she says. “A severe crisis shows you the cracks in your infrastructure. You can throw your hands up and be scared, or you can figure out how to fill the cracks. Our employees had been asking about working from home for quite some time, and when COVID-19 hit, management agreed to try it.”

About 60 percent of Progrexion employees work from home now. “People seem to be even more productive now than they were before,” she says. “In fact, we had anticipated shrinkage in some parts of our business. Instead, we’re seeing growth.”

And although the usual office camaraderie (“Wear Your Jammies Wednesdays” and pizza parties on Thursdays) is currently missing, Progrexion recently held a company-wide virtual talent show. “We first thought just our sales and service agents would participate, but corporate joined in too,” Tanner says. “We had many entries, and it was a great success.”

“A severe crisis shows you the cracks in your infrastructure. You can throw your hands up and be scared, or you can figure out how to fill the cracks.”

Progrexion strives to maintain a strong sense of external community as well. The company conducts two annual blood drives, pays employees to spend a day working on-site with Habitat for Humanity, sends volunteers to help at the local Ronald McDonald House, and participates in many other worthwhile activities. “Managers work on these projects alongside line staffers,” Tanner says. “Many companies are rather stale; we prefer to stay active in our community.”

What’s next for Tanner? “I’d be lying if I said I wouldn’t want to be general counsel someday,” she says. “My next step will surely be a big challenge for me, and that’s intentional. You should never be afraid to try something new, and there’s no shortage of things I might do as my experience evolves.”

Williams & Connolly LLP:

“Williams & Connolly is proud to work with creative, innovative, and collaborative industry leaders. We congratulate our friend and client, Laura Tanner of Progrexion, for her outstanding achievements and recognition by Modern Counsel.”

–Ted Bennett, Partner

“As more women come into the workplace, it’s important for everyone to understand how to interact effectively.”

The Other Side of the Tracks

Melissa Judd overcame a childhood in poverty to land an ace career as a labor and employment attorney at Westlake Chemical

By Courtney Ryan

“MY MOM WAS AN INCREDIBLY HARD WORKER,”

Melissa Judd says of the woman who had her at sixteen, dropped out of high school, and raised her and Judd’s two younger siblings as a single parent. “She had a very strong work ethic, and even though we were living in poverty, she instilled in me the way that I should work.”

Judd didn’t just notice her mother’s work ethic while growing up. She also very quickly observed that certain jobs afforded people certain lifestyles. By age eight, she had identified the legal profession as a potential ladder for climbing out of poverty.

“Growing up in my circumstances, in my mind, I had this ideal vision of what life could be like on the other side of the tracks,” says the senior counsel of labor and employment at Westlake Chemical. “I had a very basic understanding that there were certain careers that could lend themselves to more comfortable living.”

It also helped that Judd’s mom worked hard to inspire faith in her children. “I knew that I could be destined for something more, something greater—if I wanted it, I should go after it.”

Although she recalls not knowing what applying to college entailed, she took it upon herself to read the college brochures available in her high school guid-

ance counselor’s office—and made up her mind to go Ivy League. Although she was near the top of her class, a principal suggested she should set her sights lower. Yet she was admitted to Yale, where she completed her bachelor’s in sociology. For law school, she matriculated at the University of Texas at Austin and became intrigued by labor and employment law.

“I had taken a labor and employment class, and I thought it was pretty interesting. And I’ve always liked that there’s a civil rights piece that goes with it,” she explains. “Labor and employment law lends itself really well to storytelling. There’s always a new case, and there are always new facts that will surprise you.”

After law school came a clerkship with the US District Court for the Southern District of Texas, which reinforced Judd’s resolve to pursue labor and employment law. She then took an associate role at Shook, Hardy & Bacon before arriving at Littler Mendelson, the largest labor and employment law firm in the US. It was here that she realized she had finally made it over to the other side of the tracks.

“I really wanted to find a place where I could stay for a long time, and, thankfully, Littler was that kind of place,” says Judd, who made shareholder in less than five years. She was deeply satisfied with her success, and not having a far-flung goal in mind was novel.

By the time she was elevated to shareholder, she had also started her own family. She began questioning what new goals she should aspire to in her career. “Once I made shareholder, it was like, ‘OK, I got the T-shirt. Now what?’ I felt like I had reached the pinnacle of what I had dreamed of for such a long time.”

Though she felt like she could stay at Littler forever, she was also eager to embark on a new chapter in her own story. She somewhat spontaneously applied for an in-house position with Westlake Chemical, a petrochemical manufacturing company. Once the offer to join came back to her, she found herself in a strange win-win position: should she stay with Littler, or try something completely new?

“It was kind of like being on The Price Is Right ,” she jokes. “Like, you might not get the Hawaiian vacation, but you still could get a really nice appliance.” It turns out that Westlake is a great fit for her.

“I’ve gotten to be much more involved in areas of law, like labor and data privacy, that I just didn’t have the opportunity to be involved in before,” she says. “It’s also been an awesome move from a work-life balance perspective. I know people sometimes make a career change and find that balancing work-life becomes harder, but that’s not been my experience at all. Instead, I feel like I picked a very good company and we have a very good working group and great clients.”

Becoming a part of the team at Westlake has also honed Judd’s view of exactly what kind of attorney she thrives at being. “I used to ask myself what kind of shareholder I wanted to be. ‘Do I want to be the rainmaker? Do I want to be the subject matter expert?’ But quite honestly, all I’ve ever wanted was to just do good work and make my clients happy.”

Judd is happy that she can be a new inspiration for her family’s next generation. “I’m just so fortunate that I am in a position to be able to give to my children more than what I had growing up,” she says. “That is something that really helped push me and still pushes me.”

C. David Morrison Member

david.morrison@steptoe-johnson.com

I have had the opportunity to work with Melissa on several complicated and unusual issues. She is extremely bright, hard-working, responsive and personable. Melissa thoughtfully and repeatedly comes up with innovative solutions to the problems with which she is faced. She is one of my favorite in-house attorneys with whom I work.”

Virtual Engagement

In today’s changing environment, companies need a new way to deal with the unexpected. At Unisys, John Armbruster is writing the playbook.

By Zach Baliva

ON MAY 7, 2020, JOHN ARMBRUSTER POURED HIMSELF A CUP OF coffee and went into his basement. He moved some papers aside, powered up his computer, checked his notes, and logged onto a digital interface. Armbruster wasn’t writing a novel or playing a game—he was preparing to facilitate the annual shareholder meeting for a global IT firm.

The publicly traded company, Unisys, provides security software and services and other solutions to clients in government, financial services, and commercial markets. As associate general counsel at Unisys, Armbruster manages the corporate law department, which advises on matters related to corporate governance, US Securities and Exchange Commission (SEC), and New York Stock Exchange (NYSE) compliance. Thus, he must ensure the company fulfills its obligation to hold a general meeting of shareholders every year.

That important event usually takes place in a well-appointed hotel conference room in Philadelphia, Pennsylvania. But after the global COVID-19 pandemic hit the United States, the company’s management team realized they might have to find an alternative way to convene investors in 2020.

As the National Basketball Association and other major sports leagues suspended activities in March, just sixty days before Unisys’ scheduled meeting, the company decided to take action.

“The annual shareholder meeting is more than just a required exercise,” Armbruster says. “It’s an important opportunity for our

investors to talk to our board and leadership team. It was critical that we protect that process and find a meaningful way for the meeting to take place during an unprecedented event.”

First, Armbruster consulted communication from the SEC to learn how Unisys could satisfy its annual meeting proxy solicitation obligations and meet state and regulatory requirements during the pandemic. He then moved to adapt Unisys’ proxy statement to reflect that the annual meeting would be held virtually. Next, he prepared the Unisys leadership team and board of directors for the change. Lastly, he engaged Broadridge, a global fintech leader with experience conducting virtual shareholder meetings (VSMs).

Broadridge helped Unisys stream audio, video, and a slide presentation to guests and authenticated attendees. Chairman and CEO Peter Altabef and General Counsel Gerry Kenney spoke from different locations in Texas, Armbruster facilitated from Pennsylvania, and board members, employees, and investors joined from their remote locations. The system gave validated stockholders the chance to vote shares or ask questions as the meeting was taking place. As a moderator and administrator, Armbruster fielded questions, monitored voting, and used a live chat function to report technical issues.

Armbruster received only positive feedback on the new system. “We didn’t set out to hold our annual shareholders meeting online, but the process uncovered some hidden benefits,” he says. “We eliminated travel expenses and several costs associated with holding a physical meeting.” Attendance was on par with previous years, and if events warrant for future shareholder meetings to be held online, Armbruster is confi-

John Armbruster Associate General Counsel Unisys

Dottie Foley

dent that Unisys will be well positioned to adapt seamlessly.

“John is supremely adaptable—when circumstances change, he is often the first to realize it and make the necessary adjustments,” says Sullivan & Cromwell Partner Krishna Veeraraghavan. “There’s no one I’d rather work alongside in these challenging and changing times.”

The VSM was just one of many important tasks facing Armbruster and his colleagues in 2020’s first quarter. In February, Unisys announced a deal to sell its US federal business to Science Applications International Corporation for $1.2 billion. While the division was a good one for Unisys, Armbruster says the company needed to do something transformative to address its balance sheet and reposition the organization for future growth.

“It was a big divestiture and a game changer for the company. We were fortunate to do it when we did,” he explains. Unisys needed to increase

operational flexibility and planned to use net proceeds to pay down debt and reduce pension obligations. The Unisys legal team worked closely with outside counsel and the buyer to expedite closing and finalize the deal on March 13, 2020—just as Unisys closed its headquarters in response to COVID-19.

With the deal complete, the Unisys leadership team turned its full attention to moving 95 percent of its 18,000-person workforce to a workfrom-home model. In doing so, the company looked to preserve two critical components: employee safety and client service. The company implemented a robust communication plan to keep employees informed and to establish protocols for illness reporting, rolled out training regarding security and privacy, and ensured that employees had the tools they needed to continue to be productive in a workfrom-home environment.

With virtual shareholder meetings, online board meetings, and more people

working from home, Unisys executives have asked all leaders to promote wellness and collaboration. Armbruster and other law department leaders are taking extra steps to keep their legal team engaged. Lawyers, paralegals, and support staff are invited to join voluntary check-in calls at the top of each day. These informal meetings give each person the chance to share personal news, talk about work, or simply say hello. Smaller teams meet in groups three times a week, and Armbruster addresses concerns and solicits direct feedback in more infrequent one-onone meetings.

While many companies worried about people being less productive at home, Armbruster experienced the opposite problem—many of the company’s lawyers and staff are so engaged in helping the company navigate these uncharted waters that they skip meals and lose track of time without the built-in reminders of office life. He promotes the importance of mental health

“It’s important that we find a way to maintain good corporate culture even if more people are working from home. If people feel too isolated, we risk losing a part of what makes us great.”

We congratulate John Armbruster

breaks and encourages those on his team to step outside, go for a run, or find another way to take advantage of the increased flexibility working from home can offer.

The transition to remote work presents both opportunities and challenges. As Unisys takes the plunge, Armbruster—like any good lawyer—is trying to spot the risks. “It’s important that we find a way to maintain good corporate culture even if more people are working from home,” he says. “If people feel too isolated, we risk losing a part of what makes us great.”

How does a company instill values like integrity, diversity, or innovation with reduced personal interaction? Armbruster admits the answer is a work in progress. For now, Unisys is emphasizing training and good HR and compliance hygiene to keep employees engaged. The company is also using Yammer and other corporate tools to enhance communication and collaboration.

A lot has changed since the start of 2020. Corporate board meetings happen on Zoom. Investors interact with CEOs online. Employees are finding new ways to stay connected. It’s the new normal—and Unisys is ahead of the curve. “It’s always hard to do something for the first time, but now we have the playbook,” Armbruster says. “We don’t always know exactly what will happen next, but within the Unisys law department, we’re ready to go.”

Associate

From Television to Trial Defense

How Renae Kluk Kiehl draws from a broadcasting background to solve corporate governance issues at Capital BlueCross

By Courtney Ryan

BEFORE EMBARKING ON A CORPORATE GOVERNANCE career, Renae Kluk Kiehl served as a news anchor, radio host, reporter, and television producer. She enjoyed the fast-paced, engaging work. But during one daunting transition that took her from interning for Dateline NBC to producing stories for a prominent local station in western Pennsylvania, she became drained trying to mimic the slick, highly produced work she had learned at Dateline

“At Dateline NBC , we had all the bells and whistles and all the time that we needed to put together a wonderful story. And here I am working in local news,” recalls Kluk Kiehl, now corporate secretary at Capital BlueCross. But a colleague’s offhand words of advice have stuck with her throughout her career.

“He told me, ‘Renae, you can only play with the toys on the floor.’ I liked that because he was right: I only have so many resources.”

Kluk Kiehl has since set a pattern for how to make the most of available resources.

In 2004, she was feeling less and less challenged by her radio and TV career. She was also concerned about how she would remain happily occupied while her husband was deployed to Iraq. Kluk Kiehl decided

to reroute and go to law school. In retrospect, she says, “It was the best decision I ever made.”

Intent on becoming a judge advocate for the military, she underwent Judge Advocate General’s Corps (JAG Corps) training, which provided hands-on exposure to numerous facets of the law. It also revealed to her that she was very much cut out for the work.

“I had really great grades in things that I never thought that I would have great grades in,” she laughs. “Property, contracts, business—I was even fascinated by tax law. Law school really opened my eyes to a lot of things that were available.”

After discovering that governance work suited her surprisingly well, Kluk Kiehl took a job at Capital BlueCross. “I never thought that I would be working at a health insurance company and practicing health law and working in corporate governance,” she says. “But it’s been a tremendous fit for me and is challenging every day.”

At Capital BlueCross, Kluk Kiehl is responsible for keeping the board of directors accurately and regularly appraised of everything governance related, including federal and state government mandates. “Being able to see around corners is very helpful,” she

says, adding that she still leans heavily on her background in broadcast communications. “You have to understand your audience.”

For example, in the past, Kluk Kiehl had to quickly and accurately explain complicated concepts, such as economic development strategies, in fewer than thirty seconds for her television viewers. “You have to learn to be succinct and to the point. And you have to think about who your audience is and what they need to know.”

She also stresses direct and regular communication when managing her team. “We have a meeting every morning just to talk about what materials are needed, what we are missing, what’s coming up with the next meeting, what our priorities are today, and what’s on the horizon that we need to start thinking about now,” she says. “It’s really helpful because when you get everybody on the same page, everybody can help.”

Renae Kluk Kiehl Corporate Secretary Capital BlueCross

Kluk Kiehl applies the same direct and tailored approach to communicating with outside counsel. “I can say, ‘Look, this is the issue we’re working on. I don’t need a five-page memo. I just need an email response within the next two days with your interpretation of the issue,’” she says. “They know how we work and what we need, and from which players.”

In addition to working full-time at Capital BlueCross, Kluk Kiehl served for eight years in the Pennsylvania Army National Guard. “One of the great things with serving is the personal satisfaction that it gives you,” she says.

When she left the National Guard in 2017, she served with the United States Army Trial Defense Services. Her clients were typically being discharged from the military due to positive drug test results. Kluk Kiehl drew from her experience communicating directly and with nuance to help find personal solutions.

“Usually they don’t understand how this is really going to impact their lives,” she says. She explains that, depending on how her clients are released from the military, they can potentially be precluded from government benefits such as federal student loans. They might also be required to disclose their discharge on a future job application. “For something that you did in your early twenties, it really does follow you.”

To help mitigate such outcomes, Kluk Kiehl took time to explain the entire scope of the situation to help her clients understand how they can navigate tough disciplinary situations. Often, she helped her clients address bigger, more crucial issues that are at the heart of their substance abuse.

For example, a defendant might have been caught using drugs after attending a funeral for a friend and fellow soldier killed in combat. Kluk Kiehl would then suggest counseling or help the service member connect with a religious organization.

“The ones I was able to get good results for were truly appreciative,” she says, recalling former clients who have thanked her for staying by them at their lowest moments. “That’s what motivated me—the satisfaction from actually being able to help and make a difference.”

Master of Reinvention

Joe Agusta started his career creating inventions for IBM. Now, he’s protecting them as wireless technology leader Qualcomm’s senior patent counsel.

By Zach Baliva

LIKE MOST YOUNG MEN, JOE AGUSTA LOOKED UP to his father. As a boy, he watched his dad—an MIT graduate with a PhD—work on high-profile teams at IBM. The elder Agusta stacked up engineering accomplishments, including inventing the technology for the first 16-bit solid-state memory chip, that culminated in becoming an IEEE fellow.

Agusta followed in his father’s footsteps. He earned a degree in electrical engineering, completed a master’s degree, worked at Bellcore, and then continued his career at IBM.

But a few years into his job, Agusta learned something new about his father. The accomplished and respected inventor wasn’t entirely happy with how the final years of his working life had played out. While he approached retirement after a long and distinguished career at IBM, some of his peers were thriving in new careers.

The conversation compelled Agusta to reevaluate his own situation. The year was 1994, and although Agusta was designing and developing telephony and voice response software, he saw the industry changing. Many big companies were starting to outsource software development to low-cost providers in India.

The more he thought, the more he heard his dad’s voice in his head. He remembered stories of engineers who flourished in other fields. One had become a patent attorney. Agusta began to ponder his situation more and more. Soon, he was enrolled in night classes at the North Carolina Central University School of Law.

Agusta didn’t set out to reinvent himself overnight. Instead, he planned to make a careful and calculated transition. “New patent attorneys are a cost to a law firm, and corporations don’t generally hire lawyers without proven experience,” he says.

Armed with enough passion to overcome the initial obstacles, Agusta made a change. He took a managerial position at a tech start-up, where he enjoyed a dynamic environment and the freedom to make influential decisions. Two years later, the infamous dot-com bust hit and became the triggering event that sent Agusta fully onto his new career path.

Agusta joined a small patent boutique, honed his prosecution skills, deepened his expertise in patent law, and eventually went in-house with Qualcomm in 2006. Now, as senior patent counsel, he leads a

Joe Agusta Senior Patent Counsel Qualcomm

Amy Stern

“Innovation fuels technical advancements and expands business ecosystems.”

Giving Back

Joe Agusta spent six years as a board member of the Chapel Hill–Carrboro YMCA, where he led various committees, helped design a youth center, and even served as board chair. He has carried his passion for coaching and mentoring into the professional world, where he enjoys helping other attorneys develop new skills and reach stated career goals. At Qualcomm, patent lawyers have the opportunity to go beyond invention management and patent preparation and prosecution. They can also help analyze and deploy granted patents. Agusta’s coaching philosophy is encapsulated in a simple five-word poem he encountered in a management seminar: “Let others shine. Bring polish.”

A good leader, Agusta says, should equip his team, provide some guidance, get out of the way, and rejoice when others succeed. During his tenure at Qualcomm, Agusta has discovered another side benefit to coaching. The practice helps him develop well-rounded attorneys who go on to strengthen the organization by sharing what they’ve learned with other employees.

team of attorneys who work with external firms to create and manage a complex portfolio of domestic and international patents for the multinational wireless communications company.

Although Agusta left the world of a practicing electrical engineer, his scientific background helps him collaborate with Qualcomm’s high-tech teams. “Successful collaboration between lawyers and engineers results in better IP protection,” he says. “If you don’t understand the technology disclosed by an inventor, the technology will be a smoke screen to understanding the varied legal issues involved in creating and deploying a resulting patent.”

That belief is so strong that it has impacted the structure of Agusta’s organization. Qualcomm was among the first companies to have dedicated engineers working in its IP division. Those engineers provide critical feedback. They understand products, industry trends, and forecasts. They can evaluate whether an invention is a short- or a long-term play. They review disclosures and granted patents, and they know how products and services will be used into the future. This important strategy has helped Qualcomm assert and defend patents in worldwide litigation.

In 2019, Agusta implemented a regional team program that he says will help Qualcomm have even more success in defending its IP portfolio. Instead of

relying fully on outside counsel, Qualcomm now has in-house counsel embedded in key jurisdictions like China, Europe, and India.

Those lawyers, who are skilled in regional laws and practices, leverage their knowledge along with our internal strategy to enhance Qualcomm’s portfolio in their respective region. Each case goes through a substantive quality program designed to provide actionable feedback and improve future outcomes.

One US statute that has Agusta’s eye is Section 101, the patent eligibility statute, which has evolved through the judicial system and has been conflated with other separate and unique patent statutes. As lawmakers propose changes, Agusta wants to make sure that the patent system continues to harness the United States’ innovative spirit.

“Innovation fuels technical advancements and expands business ecosystems. Section 101 should not be interpreted to restrict innovation but rather allow other patent statutes to do their jobs,” he says, adding that he hopes Congress will rewrite Sec. 101 to do just that and continue the momentum of strengthening the US patent system.

Although Sec. 101 per se has not been an issue with respect to Qualcomm’s patents, a strong US patent system is of critical importance to Agusta because Qualcomm funds its own research through

proceeds generated by its licensing program. “5G networks are cutting-edge today, but our engineers have been working on 5G technology for more than a decade,” he explains. “We need a strong patent system so we can continue to fund long-term research and development and expand the wireless ecosystem moving into the future.”

As the continued deployment of 5G networks enables new technologies, the world is changing. Industry experts predict the next decade will see advancements in download speeds, artificial intelligence, machine learning, and autonomous cars. More than seventy-five billion devices will connect to the expanding internet of things.

Qualcomm provides the technology that enables each of those connections. Agusta and his team expect to be busy, and they’re ready to meet the challenge head-on.

Your recognition by Modern Counsel is well deserved for your leadership at

“5G networks are cutting-edge today, but our engineers have been working on 5G innovation for more than a decade.”

Evaluate

A look at the logistical challenges, evolving regulations, industry shifts, and cultural concerns outside the office that lawyers must analyze and navigate to manage their impact inside the office

A Lasting Impact

Lara Liss helps Walgreens Boots Alliance harness the potential of big data for the benefit of patients and communities

By Zach Baliva

MANY KIDS HAVE MEMORIES OF TIPTOEING

downstairs to open presents on Christmas Day, but Lara Liss learned at a young age that it’s better to give than to receive. Growing up, she accompanied her family to a local nonprofit organization on Christmas Day, where they prepared and served food to dozens of people who were homeless and came to the shelter to celebrate the holiday. It was a lesson on the importance of finding meaning in serving others that made a lasting impact on Liss.

The story doesn’t surprise many who know Liss. Life on an Iowa farm gave her many opportunities to help other people. In additional to caring for animals and volunteering at food pantries, she was a volunteer coach for the Special Olympics and worked as a candy striper at her local hospital.

Liss finished her undergraduate studies at Northwestern University before completing a joint degree program in law and public policy at the University of Michigan. For Liss, the path was a natural continuation of her lifelong passion for helping others. “I see law as a service career,” she says. “My goal has always been to use the law to help other people.”

Upon graduation, Liss entered the job market armed with her passion for law and public policy and one year of experience working for a social science research company that had contracts with the Centers for Disease Control and Prevention to study childhood immunizations. Her very first job out of college had exposed her to longitudinal data collection on a national scale to study the barriers to immunization in communities, whether it was cost of vaccinations, religious objections, or other reasons. Her interest in the healthcare sector was growing, and the young lawyer started to see the field’s potential.

“Healthcare is the most interesting and challenging puzzle to solve when it comes to public policy. We need better care for individuals, better population health management for chronic conditions like diabetes, and lower costs,” Liss says. Once she realized how law and public policy can impact those factors (known among industry experts as the “triple aim”), Liss knew that she had found her calling.

She joined a large law firm with a budding healthcare practice and never looked back. After five years of representing clients in the healthcare sector and

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advising on HIPAA and other healthcare laws, Liss was becoming an expert in government investigations, the early stages of electronic medical records, state laws, and Medicare and Medicaid reimbursements. She was leveraging that expertise to advise clients, but she wanted to be a part of the team on the ground, at the business level, impacting patients. When an in-house position opened at Abbott Laboratories, Liss jumped at the opportunity.

Not long after Liss joined the multinational business, she was tasked with developing and implementing a global privacy compliance program. In doing so, she familiarized herself with European privacy law, learned to manage outside counsel, and built and supervised a small team to help her accomplish the important task.

Soon, Liss found herself wanting to return to the front lines of healthcare. She did that by accepting a role as an attorney for UnityPoint Health, the health system based in her hometown that includes the hospital where she had volunteered as a candy striper years before. At UnityPoint, Liss had the opportunity

“I see law as a service career. My goal has always been to use the law to help other people.”

Lara Liss VP and Global Chief Privacy Officer Walgreens Boots Alliance

Jim Summaria

to deepen her understanding of privacy law from the perspective of a frontline healthcare provider. She also served as an attorney for one of the country’s first Accountable Care Organizations, on the cutting edge of the transformation from fee-for-service payments to value-based care.

Being on the front lines helped Liss learn to listen to the voice of the patient. Taking calls from patients who didn’t understand how and why the health system collected and used their personal data helped shape her approach to privacy law.

“These issues matter because we can use data to improve the lives of patients, but we have to protect patient privacy as we go to maintain their trust and buy-in,” she explains. “The responsible use of data can unlock many benefits for our patients and our communities. As I counsel my business team members about responsible data use, I am always thinking about our patients.”

As Liss continued to advance in her career, she never lost her desire to leverage the law and shape public policy to improve lives and outcomes in healthcare. In fact, that desire only grew stronger. In 2018, she heard about an opening to lead privacy for Walgreens Boots Alliance. The company’s three divisions (USA retail pharmacy, international retail pharmacy, and pharmaceutical wholesale) employ nearly 450,000 people in 18,750 stores and eleven countries.

That size—and the opportunity it represents—is what attracted Liss to the position. “Nearly four out of five Americans live within five miles of a Walgreens. We are the regular touchpoint for millions of patients, and that means we can use these touchpoints in compliance with privacy law to generate insights that improve healthcare and make a huge difference in many lives and communities.

“For example, we know that when patients take their medications on time as prescribed, they have fewer emergency room visits and better health outcomes for their chronic conditions. Part of our opportunity as a global pharmacy is using data

responsibly to understand what barriers patients face in being adherent to their prescribed medications and helping create programs that effectively address this need.”

As global chief privacy officer, Liss manages a team of seven attorneys and ten compliance professionals embedded within the business team to protect patient and customer data as the company innovates.

It’s cutting-edge work in a fast-moving and innovative space. Liss’s team monitors “back of store” data from the pharmacy and “front of store” data from other retail purchases. “Now, that information is critical to how our pharmacies operate in a smarter, more insight-driven way and informs how our organization innovates,” she says. A robust privacy program composed of procedures, training, auditing, monitoring, and reporting keeps Walgreens Boots Alliance compliant.

Walgreens frequently collaborates with outside counsel who work closely with Liss and have

“We are the regular touchpoint for millions of patients, and that means we can use these touchpoints in compliance with privacy law to generate insights that improve healthcare and make a huge difference in many lives and communities.”

observed her expertise firsthand. “Lara’s in-depth understanding of privacy law is paralleled only by her passion. Her defining mark is prioritizing Walgreens customers when guiding the company though innovations in data-driven care,” says Vickie B. Ahlers, partner and chair of Baird Holm’s privacy and data protection practice. “It’s empowering to see Lara putting her philosophies into action.”

Partner and Global Chair of Privacy and Security Brian Hengesbaugh of Baker McKenzie also attests to Liss’s prowess. “Lara Liss displays an exceptional understanding of domestic and global data privacy and cybersecurity requirements. But it’s not just her understanding of the law that sets her apart,” he says. “She applies her legal knowledge with a keen sense of business realities and with a great acumen for understanding how people and organizations work. It is this rare combination of all these skills and talents that helps her be a great success as a global privacy leader.”

As companies develop new wearable gadgets and innovative medical devices leveraging the Internet of Things, Liss sees endless opportunities for data to play a role in lowering costs and improving individuals’ trajectories, communities, and outcomes. The responsible use of data is already helping diabetic patients monitor blood sugar levels. Patients with COPD and other chronic conditions can leverage data to help healthcare providers monitor sleep cycles, energy levels, weight, activity, and other important factors.

Walgreens is showcasing the potential of big data through the Walgreens Flu Index, a free online map that tracks flu activity to show the highest activity levels by US market. Walgreens creates the index with aggregated data from prescriptions at retail pharmacy locations nationwide. The tool helps individuals know how hard their communities have been hit by the annual flu, which helps audiences like school and hospital administrators plan ahead. Walgreens uses the information to manage its supply chain and direct medication, vaccines, and supplies to where they are most needed.

Liss is both excited and optimistic about the future of her industry and the outlook for women working in privacy law. “Data has come to underpin everything we do in healthcare, and privacy is now a board-level issue,” she says. “This is also a great niche for women because we have equity and representation.”

When Liss entered privacy law, it was an unknown and undeveloped specialty. Now, two decades later, data privacy is a growing and important field where women enjoy visibility and the chance to make a lasting impact.

“I am inspired by the current leaders in privacy around the globe, which include many women like Dr. Andrea Jelinek, who chairs the European Data Protection Board, Elizabeth Denham, the UK information commissioner, and Helen Dixon, the data protection commissioner for Ireland. In North America, we have regulators like Rebecca Kelly Slaughter, who is currently at the Federal Trade Commission (FTC), and Julie Brill, who led privacy at the FTC for years and now leads Microsoft’s privacy program.

“Privacy is a rapidly growing field that is committed to diversity in its leadership. It is an exciting time to be part of this profession as we advocate for the innovation that can come from responsible data use.”

“The responsible use of data can unlock many benefits for our patients and our communities.”

Connecting Our Clients to the Positive Outcomes They Seek

Baird Holm LLP is proud to honor the achievements of Lara Liss, Vice President and Global Chief Privacy

Officer of Walgreens. Lara is driven by her passion to prioritize and protect Walgreens customers, and we are honored be one of her trusted advisors.

Located in the heart of downtown Omaha, Nebraska, Baird Holm’s integrated team of 93 attorneys, licensed in 20 states, is committed to connecting each of its valued clients to the positive outcomes they seek. We are proud to represent public and private companies, individuals, private funds and other investors, financial institutions, governmental entities and nonprofit organizations. Today, at 147 years old, we continue to uphold the promise to constantly innovate and design legal solutions that allow our clients to achieve their goals.

Our Privacy and Data Protection Experience

Baird Holm is trusted counsel for clients focused on data privacy and security as they serve their industries and innovate in data use design and architecture. We have attorneys with deep expertise in privacy and security regulations across all industries ranging from HIPAA for covered entities and business associates to GDPR, CCPA and other evolving data privacy laws. We guide our clients through implementation of data protection mechanisms and preparation of incident response plans. And when incidents occur, we have specialized knowledge and experience in conducting appropriate investigations and forensic analysis to assess impact, managing the notification process, and responding to government inquiry or private action claims.

Baird Holm does all of this with cost-effective strategies and specialized knowledge and experience at the highest level across all industries. But it is our collaborative approach and client-first focus that truly differentiates us. We are a true team with a shared objective to achieve positive outcomes for our clients.

www.bairdholm.com

Christophe Wu

The Story in Everyone

By Paul Snyder

WHEN HEIDI SWARTZ JOINED FACEBOOK IN 2012, the company employed a rather modest total of 2,100 employees. True, other companies and law firms would think of such a number as staggering, but Swartz recalls the “start-up” feel of it all in the year that the social media giant filed for its IPO. Even then, as the head of employment law, she notes that her team consisted of two people.

How things change.

Facebook now counts more than fifty thousand employees around the world, and Swartz’s team has grown to more than eighty people—with forty of them having been added in the past year alone.

Heidi Swartz VP and Deputy General Counsel of Employment Law & Investigations Facebook

“That kind of growth would have seemed daunting when I started, but also something I would have been excited about,” she says. “When we interview people and tell them the size of the team, a lot of candidates wonder what everybody does all day. But as soon as they start, they can’t believe how much there is to do, how proactive our team is, how much time we spend with HR partners, and how detailed we are in terms of trying to be consistent with our advice across the globe.

Amid staggering employment increases, Heidi Swartz says her enthusiasm for working at Facebook has only grown over her past decade at the cultural touchstone

“We have to cultivate one culture around the globe and make our employees and all our team members around the world part of all the decision-making,” she adds. “That takes a lot of work.”

Add the inherent challenges of being one of the most ubiquitous brands in the world and the mostused social network on offer (the most recent data available at press time in 2020 put the platform’s global user count at more than 2.6 billion)—a focal point for users of many age groups in the midst of social, societal, and cultural upheaval—and it could easily be considered daunting even for those with the strongest constitutions.

Swartz, however, relishes the work and loves the variety of issues she sees every day.

“A lot of people think lawyers are there just basically defending lawsuits,” she says. “That isn’t how we do our day-to-day at all. We don’t have a ton of litigation in the employment space, so most of our time isn’t spent on litigation—it’s spent on being proactive with developing training, advising internal clients, dealing with different issues, handling policy changes, and all that.”

With the rise of the #MeToo movement in 2017, for example, Facebook saw an opportunity to advance the national dialogue about managing matters of sexual harassment, racial harassment, and bullying. The company published its policies and detailed how its own investigations process works.

“We did this not because we thought our harassment policy was the greatest one in the world but because there was a lot of discussion about what companies should be doing,” Swartz says. “We were hearing from some of our partners that wanted to know what we do. We sought feedback and were hoping other peer companies would share their policies to encourage a shared set of best practices. Workplace investigations had been happening for a long time, but #MeToo really shed light on that process.”

At the same time, when international protests in 2020 prompted more companies to reexamine their diversity and inclusion efforts, Facebook was already ahead of the curve, having put several years into diversity efforts.

“We look for people who are dedicated to the mission of bringing the world closer together and building that community,” Swartz says. “When I’m

“We look for people who are dedicated to the mission of bringing the world closer together and building that community. When I’m looking for people, I want those who are proactive and who want to be at the table when decisions are being discussed.”

looking for people, I want those who are proactive and who want to be at the table when decisions are being discussed. Some in-house lawyers are very focused on providing the outer guardrails of what is and isn’t legal. I like our lawyers to be very involved and be part of the building as opposed to being called at the end of the process to say, ‘Yes, that sounds OK,’ or ‘No, that’s not OK.’”

Swartz’s own legal background prepared her to be proactive at scale. Prior to Facebook, she spent time in the ranks of JPMorgan Chase and Bear Stearns. She says she wanted to be a lawyer since the age of thirteen and made her way to employment law after early career work—some of it as a volunteer—working on criminal cases and in victim witness programs.

“I learned a lot, but also felt really torn because of the compassion you develop for everybody involved in these sad, terrible situations,” she says. “In my second year of law school, I worked at a firm that did both criminal defense and employment law, and I realized employment law had the stories and the human element that I was drawn to but wasn’t as high-stakes or emotional as criminal law.”

Her role with Facebook (and in general) is to be the “big picture” person.

But a story is nothing without details, and that’s where she says she leans on the expertise of her team. Swartz has teammates in California and abroad who can focus on particulars, draft policies, create process, understand systems, and organize data for discovery.

She says she looks for certain skill sets when interviewing new candidates, although that doesn’t mean those skills will be put to their most obvious use.

“When I hired my first lawyer outside the United States in Dublin, she really had only practiced Irish employment law up to that point,” Swartz recalls. “But she’s so smart in so many ways. I told her, ‘Before you, I was covering Europe from the United States. You are already more qualified than I am to do this work, so you’re going to become an expert on international employment law.’ She’s been here seven years now and runs the whole international team.

“I had the same experience with the woman who I hired to be our primary lawyer for the diversity team,” she adds. “She came with a general employment law background, but she rolled up her sleeves and now is one of the most knowledgeable lawyers on cutting-edge diversity initiatives. She’s become an expert. I don’t think you need to come in fully baked—I think you can grow, and I actually love seeing that.”

During the COVID-19 pandemic, Swartz has missed interacting with her team in person on a daily basis. Although it might seem strange for the employees of a social media platform—and one that so many are using to communicate while in isolation— to struggle with online-only communication, Swartz says there are drawbacks.

“It has made me more aware of the importance of holding one-on-one meetings with everyone on my team,” she says of the pandemic-prompted

“We have to cultivate one culture around the globe and make our employees and all our team members around the world part of all the decision-making.”

Leadership Is a Virtue

work-at-home orders. “But we are disconnected, and I’m not seeing the people who I love working with every day. The personal interactions are really important. The relationships and the trust that we have with our colleagues and that I have with my team are hugely important to how we get our work done.”

Nevertheless, the work will continue to get done, and Facebook’s evolution will continue, as it has for years, alongside social and societal change. Swartz says she’s confident the positive, inclusive culture she’s been part of for nearly a decade will only become more ingrained.

“Sometimes I talk to other in-house employment lawyers, and they agree that one of the hardest things is getting leadership buy-in when you have to make a hard decision,” she says. “That has never been a challenge for me at Facebook. I really feel that the leadership is very aligned to doing the right thing. And my team feels very empowered to make recommendations and push for us to do the right thing.”

Kramer Levin:

“Heidi is an incredibly creative, strategic attorney who thinks out of the box about employment law matters. She is also warm and compassionate and cares deeply about people, which comes through so clearly in her leadership.”

–Kevin B. Leblang, Partner and Chair, Employment Law

The Dream Team

By Zach Baliva

WILLIAM MANSFIELD HAS BEEN TO FIFTY -five countries in the past twelve years. He’s on a quest to track down and expose international tape and glue counterfeiters.

Mansfield works in-house at ABRO, a company based in South Bend, Indiana, that makes and exports motor oil, spray paint, spark plugs, glue, tape, air fresheners, sandpaper, wiper blades, and other consumer goods. Since joining ABRO in 2008, Mansfield has planned and led covert sting operations in countries like Ghana, Pakistan, and Yemen. These efforts have recovered millions of dollars in counterfeit goods and resulted in hundreds of criminal arrests.

It all started in 2004 at the China Import and Export Fair, when an ABRO employee witnessed an imposter handing out business cards and selling fake ABRO products. ABRO convinced local authorities to intervene, but the damage was done. The counterfeiter had demonstrated the value in knocking off ABRO products.

Soon, smaller copycats were popping up in developing nations worldwide where the company is a trusted household name. “These counterfeiters were ruining our reputation and stealing $1 million in profits each month,” Mansfield says.

Peter Baranay, the sole owner of ABRO, values personal relationships and often works with small, independent distributors. He’s been known to develop close friendships with distributors, attending weddings and other family functions. In beating ABRO’s criminal rivals, Mansfield took the Baranay approach. Instead of sinking time and money into protracted lawsuits, he flew to China, sat down for tea with local authorities, got them to care about his company, and solicited their help. It worked.

“Chinese officials are strongly opposed to lawbreakers, but they have limited resources and unlimited requests for help. We found they would work with us after they got to know us,” Mansfield says.

Soon, the knockoffs slowed to a trickle. In 2018, an undercover ABRO employee met with

William

Mansfield and Leon Ge work together to catch international tape and glue counterfeiters and help ABRO set up shop in China

a known glue counterfeiter and discovered just how successful Mansfield’s plan had been. “The salesman would sell our guy any other brand of glue, but not ABRO,” he explains. “They were finally too scared to mess with us again.”

Mansfield had succeeded in building a global brand protection system—an ordeal that helped him realize ABRO had the potential to succeed in China. The company’s bogus products did big business in China because counterfeiters claimed to be ABRO subsidiaries. But ABRO didn’t have a subsidiary working in China . . . yet.

Enter Leon Ge. Ge was born in the coastal city of Qingdao and studied IP law in the UK. He worked at a Chinese law firm, where his first client was a foreign distributor of nonelectrical consumer goods: ABRO. Ge’s performance quickly caught Mansfield’s eye— he recognized that Ge was the perfect person to be ABRO’s man inside China. Mansfield started courting Ge, and the two hit it off. In fact, they developed such a rapport that Ge accepted ABRO’s job offer without knowing his own salary.

“I knew they trusted me to create their division in China, and I trusted them to take care of me,” Ge says.

Mansfield and Ge are an odd couple. “I look like a turtle, and Leon is a beautiful swan,” Mansfield jokes, adding that their professional skills are perfect complements. Mansfield zeroes in on anticounterfeiting, brand protection, and intellectual property. Ge, who has studied both business and law, brings a broader perspective.

In beating the counterfeiters, Mansfield had learned a few things about IP in China. He knew Ge could use those findings to help ABRO penetrate the country’s large and tantalizing market. “Many companies complain about knockoff goods and weak IP protection in China, but we learned that the system works. It’s not broken. You just have to understand it,” Mansfield says.

ABRO asked Ge to do everything necessary to get its Chinese division up and running, allowing him total carte blanche. “There was a lot of mutual trust, and everything was on my shoulders,” Ge recalls. “I was on my own to figure everything out and make it work for them.” To succeed, Ge relied on his understanding of the Chinese language, culture, systems, and politics. He navigated rules, restrictions, and bureaucratic red tape to lease office space, hire employees, and create

William Mansfield Director of IP ABRO

Leon Ge General Manager ABRO

official legal entities operating in Beijing, Hangzhou, and Hong Kong.

With the foundation established, he turned his focus to ABRO’s distribution network. As the company manufactures seven hundred products in partnership with fifty factories across China, relationships are key. Once, ABRO was just another faceless name on an electronic order form. Now, Ge makes personal visits to factory and trade show floors.

Today, the company has a face in China. “We’re treated differently now because I can interface with people and build true relationships,” says Ge.

As a result, ABRO enjoys more favorable terms, better prices, and a stronger supply chain. ABRO’s products were fasttracked when production resumed after the global coronavirus pandemic, and with Ge’s infrastructure in place, ABRO can get a new product to market nearly five months faster than before.

With its rapidly growing economy, enormous market size, and strong IP protection system, China has much to offer to businesses that can figure out how to operate within its borders. As the Trump administration probes China’s business practices, Mansfield has worked to share ABRO’s positive experiences there.

In 2017, Mansfield testified before the US International Trade Commission and encouraged policymakers to re-examine the Chinese system instead of assuming it’s a safe haven for bad actors. Counterfeiters flock to China only because that’s where manufacturing happens, he said, both the authentic and the illicit. But the system put in place to protect consumers is working.

After more than a decade spent chasing down those counterfeiters and opening a new ABRO division, Mansfield, Ge, and ABRO still believe in three simple words: made in China.

AT THE HEART OF PERFORMANCE

We are pleased to partner with William Mansfield, Leon Ge and ABRO Industries, Inc. , as they provide innovative automotive, hardware and consumer products around the globe.

Uncommon value for clients who shape our everyday lives.

“We’re treated differently now because I can interface with people and build true relationships.”

– Leon Ge

A Sure Bet

Chris Fox, chief legal officer at Kambi, talks about being a pioneer in new betting markets, taking on multijurisdictional compliance challenges, and leading the team making it all possible

By Stephanie Zeilenga

IN 2018, KAMBI, AN INTERNATIONAL sports betting company, took the first legal sports bet in the United States after the repeal of the Professional and Amateur Sports Protection Act (PAPSA) of 1992.

Chris Fox, Kambi’s chief legal officer, leads the team instrumental to the historic moment. “The repeal of PAPSA allowed states to independently choose whether to legalize and regulate sports betting,” he says. “It started in New Jersey, has spread to a number of states, and will continue to spread across America. It’s great for people who want to bet on sports, it’s great for regulatory bodies because it provides previously untapped revenue, and it’s great for companies like Kambi.”

Fox joined Kambi in 2016, bringing with him years of business and management consulting experience. His numerous accomplishments with the firm include growing and developing

the legal team from one to fifteen lawyers and directly managing deals worth hundreds of millions of dollars. In 2019, the Law Society named him In-House Solicitor of the Year, and the Global Regulatory Awards selected his team as Legal Team of the Year. In 2020, Fox was listed on The Lawyer ’s Hot 100 list, and the Financial Times listed Fox in its global general counsel report.

But what Fox is most proud of is his team, which has been essential to fueling Kambi’s international B2B success. “As we’ve taken on additional functional responsibility, we’ve expanded beyond legal and regulatory matters to encompass many other aspects of Kambi’s business,” Fox says.

Because Kambi operates in many jurisdictions around the world, Fox and his team handle a lot of cross-border compliance work, particularly between the US and the UK. Since the US opened up to sports gambling, his regulatory team has secured licenses in ten states, achieving the first bet or license in eight as of July 2020. “A lot of our revenue originates in the US, which is an untapped blue ocean market,” Fox says.

His team also works to expand to new jurisdictions outside the US, all while continuing to build the company’s profile in Europe’s more mature markets. “The

Chris Fox Chief Legal Officer

Kambi

liberalization of sports betting in America has had a ripple effect internationally, particularly in South America. Latin America started regulating because of America, and we’re starting to see more opportunities in parts of Asia as well,” Fox says. “This creates a huge opportunity for Kambi.”

Going into totally new betting markets requires complex regulatory work and a careful balance between lobbying government bodies and being a good partner. His team of experts, Fox says, is well up to the challenge. “Tommaso Di Chio, our regulatory associate general counsel, is well respected within the American market,” he says. “The strong network he’s built is a testament to the value the team puts on relationships with regulators and other stakeholders. We have been similarly fortunate in recruiting expert lawyers across other functions, such as Associate General Counsel Portia Thornhill and Zuzana Blazek, each with more than ten years of experience from Allen & Overy.”

Operating in markets across the world also means Fox and his team work with lawyers of all different backgrounds and cultures. “The people we’ve recruited are proficient at navigating the difficult cultural landscape,” he says. “We deliberately built a team that is multilingual, culturally sensitive, and aware of the varying commercial issues encountered in cross-border negotiation: this helps with multijurisdictional navigation.”

To help his team continue to drive success for Kambi, Fox takes a management approach that straddles the line between what he describes as a rapport-based and credibility-based style. The former, he explains, can make leaders more accessible to employees, while the latter often garners more respect. His natural inclination is toward a rapport-based style, but he says he has had to take a hard line on some occasions to push through decisions that may not have been popular but were in the best interests of the company or function.

“When you have a rapport-based style, people are prepared to challenge you, which can be a good thing,” he says. “I want to be questioned and tested so I know my decisions are the right ones. But I want to be challenged for the right reasons. Finding the balance can be difficult.”

“As we’ve taken on additional functional responsibility, we’ve expanded beyond legal and regulatory matters to encompass many other aspects of Kambi’s business.”

Steven Barritt

Whenever a difficult decision arises, such as a need for restructuring, Fox says he gets a lot of support and understanding from his team by being honest about his duties and responsibilities to Kambi. “By being transparent, I tend to get very rapid buy-in, and this means I can manage, taking the best of both worlds.”

In addition to taking great pride in his team’s accomplishments, Fox works to advance his team professionally—even if the right next step for them is outside Kambi. “I’m a strong advocate for everyone on my team and try to counsel people objectively, whether their goal is to find a new role here or other opportunities elsewhere,” he says. “Above all, I always try to treat people with respect.”

“Ifrah Law congratulates Chris Fox, general counsel of Kambi, for his leadership, vision, and ongoing contributions to Kambi’s industry-leading successes.”

–Jeff Ifrah, Founding Member

Hands-on Counsel, Gloves-off Litigation

“The liberalization of sports betting in America has had a ripple effect internationally, particularly in South America.”

Above, Beyond, and Outdoors

Meli MacCurdy, senior legal counsel at Weyerhaeuser Company, brings years of environmental expertise to one of the biggest timberland companies in the country

By Joseph Charney

FOR MUCH OF MELI MACCURDY’S LIFE, AN OMNIPRESENT PULL toward the west led the native New Yorker to find refuge in the timber-rich Pacific Northwest. MacCurdy, currently the senior legal counsel at Weyerhaeuser Company—a US-based timberland company that owns more than eleven million acres of timberlands and manages an additional fourteen million acres in Canada—jetted off to Seattle after majoring in philosophy and neuroscience at Colgate.

Through an AmeriCorps fellowship, MacCurdy landed a yearlong position with Habitat for Humanity. As fate would have it, she spent the majority of her time working on a project on land donated by Weyerhaeuser.

“I wanted to take a little time off first and get out of academia and do something else,” MacCurdy says. Though she has fond recollections of that time, MacCurdy admits, “I didn’t really know much about Weyerhaeuser at the time.”

MacCurdy’s initial plan was to attend graduate school to continue her studies in an area that combined neuroscience and philosophy. But she ultimately decided to go to law school “based largely on the thought that—instead of necessarily teaching you a discipline—law school teaches you how to think.”

After attending Cornell Law, most of her colleagues sought big-law jobs on the East Coast, where the firms tended to “plug you in where they need you.” In contrast, it was important for MacCurdy to focus on environmental law and make her way back out west.

Upon graduation, MacCurdy came to learn about Marten Law, a national leader in environmental and energy law based in Seattle. A summer internship there turned into a ten-year career. MacCurdy, who eventually made partner, would go on to spend her entire private practice career with the group.

While working there, MacCurdy learned the ins and outs of environmental policy in the United States. She also worked on high-profile cases, including the Deepwater Horizon oil spill, which is considered to be the largest marine oil spill in the history of the petroleum industry.

“The lawyers there were, and always have been, some of the most intelligent people I have ever had the pleasure of knowing,” MacCurdy says. “They are also just really good humans.”

As her career progressed, she gained a clearer understanding of her preferred work style. “I learned that what I really enjoy is rolling up my sleeves and getting a firmer contact with the operational level of our clients,” MacCurdy says. “But the nature of being at a private law firm is that you are further away from the operations.”

Though she never planned on leaving, MacCurdy gained the necessary tools to thrive in an in-house role while at Marten Law. When an opportunity became available to work within Weyerhaeuser’s legal team, MacCurdy embraced the challenge.

“I spend every day talking to our clients across the various businesses at

Meli MacCurdy Senior Legal Counsel Weyerhaeuser Company

our company, working with them on very specific problems,” says MacCurdy, highlighting the close contact and collaboration she engages in with her colleagues.

Weyerhaeuser embodies the type of ethics and values that have been important to MacCurdy since she first became intrigued by issues surrounding the environment. Safety, integrity, citizenship, sustainability, and inclusion are the core values of the company, and MacCurdy is consistently amazed by the extent to which Weyerhaeuser lives up to them.

MacCurdy recalls seeing the company’s values on posters all over the place during her interview, but she didn’t think much of it at the

David Boyd

time. “I thought, OK, that’s nice. It’s probably just corporate speak,” MacCurdy says.

Now, from her insider’s vantage point, she reflects, “It’s really powerful how much those values really do play out in how our company runs and how our people behave.”

Weyerhaeuser was recently recognized—for the eleventh time—as one of the World’s Most Ethical Companies by the Ethisphere Institute, and MacCurdy credits her team with “going above and beyond” when it comes to ethics. Frederick Weyerhaeuser, the founder of the company, left the business with a quote that has become the guiding mantra for the entire organization: “This is not for us, nor for our children, but for our grandchildren.”

“I’ve never once encountered someone saying, ‘I don’t want to follow that rule because it costs too much.’ I have uniformly heard people say, ‘We want to do the right thing,’” MacCurdy says. “It’s actually really satisfying to be in the legal department here, because I just have the opportunity to help people understand what the right thing is—but there’s never pushback.”

MacCurdy notes that a key to ensuring sustainability is to focus on innovation. “We’re 120 years old. Growing trees hasn’t changed too much—you put them in the ground, and you wait however many years—but to be the best at what we do, we constantly try to innovate in all manner of ways to really optimize and create value. One of those has been looking at drones.”

This new initiative, which MacCurdy says is a highly regulated area, exemplifies some of her most exciting recent work.

“What’s been really fun is learning how all our different businesses have been thinking about and brainstorming ways to use that tool to maximize efficiency,” MacCurdy says.

Surrounded by a great team, most of whom share an affinity with the outdoors, has made MacCurdy’s transition especially smooth—and her direct contact with various departments throughout the company has made the work all the more rewarding.

The Art of Green Financing

Liz Riotte explains how Avangrid has found bondholders to finance renewable energy projects thanks to its purpose and values

By Russ Klettke

ELIZABETH “LIZ” RIOTTE WAS AN ART HISTORY major as an undergraduate. That might seem like an unorthodox prelaw field of study. But Riotte— now a vice president, deputy general counsel, and assistant corporate secretary at Avangrid—followed what she loved and the advice of her father, as well as some of the bigger thinkers on what helps form analytical cognition.

“The transition from art to law felt natural to me,” says Riotte, who remains an avid reader on topics ranging from culture to society to politics, describing it as “a soup of influences.”

Already, in 1972, UK television presenter and art historian John Berger had produced a television series titled Ways of Seeing. The series explored how the interdisciplinary nature of art history—which incorporates anthropology, biography, literature, politics, sociology, theology, and war, along with the math and sciences relating to engineering, paint, materials, optical perspectives, and physics—tests students to think far beyond themselves.

And thinking she has done. From early experiences as a first-year associate in a firm representing the trustee in the infamous Bernie Madoff Ponzi scheme case; through additional outside counsel experiences in securities law, corporate governance, and mergers and acquisitions; to her current position with Avangrid, a leading sustainable energy company ($35 billion in assets operating in twenty-four states); this Renaissance woman has proven to be more than capable of many things.

Riotte joined Avangrid in 2016, shortly after the company became publicly traded following the December 2015 merger of Iberdrola USA Inc. and UIL Holdings Corporation. Avangrid is a member of the Iberdrola group of companies, with a majority of its shares owned by Iberdrola, SA, a Spanish company and a worldwide leader in the energy industry.

Avangrid, based in Orange, Connecticut, is committed to delivering accessible, clean energy and promoting healthier, sustainable communications. It sits at the forefront of the exciting transition to a clean energy economy. For example, as of September 2020, Avangrid’s 50/50 joint venture Vineyard Wind is poised to build the nation’s first large-scale offshore wind farm off the coast of Massachusetts, pending approvals, and Avangrid is developing the New England Clean Energy Connect transmission line project to transport 1,200 megawatts of hydropower from the Canadian border to the New England power grid.

With a business focused on building and operating responsible energy projects, sustainability is firmly entrenched in the values and principles that guide Avangrid’s business strategy and success. Riotte is actively involved in these efforts.

“Green financing is critical to our business,” she says. “Green bonds mirror our business strategy and are aligned with our purpose and values.” Avangrid is the seventh largest issuer of green, social, and sustainability bonds in the US.

The first of three green bonds issued by Avangrid was in 2017, raising $600 million to finance the expenses of two onshore wind farms and a solar plant, which cumulatively generate about 340 MW of clean energy and reduce CO2 emissions by 684,500 metric tons per year. In total, the company plans to invest $5 billion in renewable generation projects by 2022.

Elizabeth

Riotte VP, Deputy General Counsel, and Assistant Corporate Secretary Avangrid

While instances of greenwashing and other matters of transparency and contractual protections— or rather, the lack thereof—have deterred skeptics from investing in some green bonds, Avangrid has overcome such concerns. All three bond issues have been oversubscribed, the first of them by a factor of four. Riotte says this is largely due to the company’s transparency with investors.

“It starts with recognizing they are not just shortterm investors. They want long-term results and sustainability,” she says. “There is an increasing demand that a corporation both delivers financial performance and makes a positive contribution to society. We are committed to meeting the expectations of investors.”

Riotte adds that the large institutional investors are increasingly focused on long-term climate change issues, making them particularly interested in what Avangrid is doing. Sustainability ratings agencies and index providers, such as MSCI ESG and the Dow Jones Sustainability World Index, help investors meet their environmental and social responsibility goals with objective analyses. Working with these agencies to

“Liz”

whitecase.com

provide accurate and comprehensive information to investors also creates vehicles for telling a story about the company and its exciting initiatives.

Part of that story, reassuring to investors, customers, and consumers alike, is how the company has been recognized by the Ethisphere Institute, a ratings agency that advances standards of ethical business practices. Avangrid was listed in 2019 and 2020 on its World’s Most Ethical Companies list.

“It’s helpful to have this recognition,” Riotte says. “But what’s most valuable is to go through the process of the application. It helps us stay fresh on what the best practices are. It guides us on our own decision-making on continuous improvement.”

The organization’s leadership makes this task easier as well. In a far cry from what she observed in her first job in the sphere of the Bernie Madoff scandal, Riotte says the commitment to environmental principles and ethics are ever present. “The commitment is there,” she notes. “It’s in every meeting. When making decisions, they ask, ‘Is this in line with our ethics and our purpose?’”

The COVID-19 pandemic did not slow the company down, as energy is considered an essential business. That’s not unusual. In fact, the company’s eight electric and natural gas lines of business (Avangrid Networks) mean everyone from the CEO on down has a “storm safety duty.” For Riotte, that means she might go on-site in the aftermath of a New England Nor’easter to act as a runner to support linemen who need housing, meals, and other support in their postdisaster recovery work.

You might say Riotte is a business attorney who, not unlike the multitalented Leonardo da Vinci and Galileo Galilei, is as capable of meeting SEC requirements as she is at literally helping the lights go back on.

White & Case:

“Liz has that rare combination of superb legal judgment and business savvy, which allows her to seamlessly shepherd Avangrid through complex transactions. It is truly a pleasure to work with Liz.”

–John Vetterli, Partner, Global Head of Capital Markets

White & Case congratulates our esteemed colleague and client, Liz Riotte, on her professional accomplishments and significant contributions to Avangrid’s success.

We are honored to partner with Liz in the pursuit of innovation and excellence.

As a pioneering international law firm, we offer clients the legal insight and experience they need to achieve their ambitions across the world’s developed and emerging markets.

A Lighthouse in the Storm

BRINGING CALM AND ORDER TO chaotic situations isn’t a skill everyone possesses, but for Joshua Markus, it’s his life calling. Over the years, he’s learned how to infuse his legal practice with a philosophy that traces its roots to the volatile ending of the Cold War. Though it might imply that one is in the midst of a dramatic, epic situation, this philosophy, known as VUCA, is applicable to circumstances ranging from the battlefield to the boardroom.

company. But when a deal ended, he often felt sad that, as outside counsel, it was time to disconnect from the company and let them pursue regular business without him.

By Courtney Ryan

Years ago, an internal MBA leadership program for Rexam Beverage Can Company introduced Markus to the concept of VUCA, which is when certain individuals bring calm, order, and rational thought to volatile, uncertain, complex, and ambiguous (VUCA) environments. “I thought, ‘Oh yeah, that’s what most lawyers do,’” he says, laughing.

As an M&A attorney in private practice, Markus always enjoyed the process of creating change for another

“After getting together with a number of friends who had gone in-house and talking about shared experiences, I decided that was the right venue to pursue,” Markus says. He connected with Walgreens and soon joined the retailer as its second in-house M&A attorney.

The Walgreens opportunity served as a great launching pad for Markus’s next career turn at Rexam Beverage Can Company. There, he navigated thorny business acquisitions, first of a company in Panama and then by Ball, the world’s largest manufacturer of beverage cans. The acquisition of Ardagh Group, a sustainable packaging solutions company, was also swept up in this transaction, resulting in the creation of what the company

Joshua Markus brings calm, order, and rationality to volatile, uncertain, complex, and ambiguous situations to help keep the ships sailing at Ardagh Group

is today: the third largest global beverage can manufacturing company.

“June 30, 2016, was my last day at Rexam, and so we turned off the lights and came back to the office the next day and we were then Ardagh,” Markus muses. He assumed the role of general counsel for Ardagh Group of North America within the year and has remained in that role ever since. Now, his responsibilities include “fundamentally everything that comes up in North America,” he says.

As much as mergers and acquisitions have become reliable staples of the business world and help make the economy tick, they can be anything but reliable for the individuals working within the companies that are expanding and disappearing. And that’s exactly where another layer of Markus’s expertise comes in.

sible to rank potential risks and begin tackling them as they come up. But of course, you must be willing to change that list as new issues and situations crop up.

“These things are volatile by definition, so you can’t be so locked into a plan that you get trapped,” he says. “There is ambiguity because you can’t have all the answers, and you have to rely upon your knowledge, your experience, your street smarts, your savvy, and your network.”

Being comfortable with ambiguity is not easy for most people, but that’s why leaning on colleagues is so crucial, Markus says. He advises discussing issues with colleagues who are considered subject matter experts. “It’s important not to have blinders on or think you know all the answers.”

It’s also important not to trust anyone who claims they have all the answers. “The people who

Markus has drawn on his years of experience guiding companies through sales and divestitures to help individuals and organizations find a lighthouse in the storm. In the case of Rexam’s acquisition, staff experienced roughly a year and a half of uncertainty from the time the acquisition was announced until when Ardagh was confirmed as the new owner.

“It’s a very fluid process,” he explains. “There’s a big gap between the people who need concrete answers and those who don’t know what the future holds but are willing to go with it because they figure it will probably work out—or, in any event, they’ll have a great learning experience. I knew people who couldn’t live with that uncertainty, and they left.”

To get a good handle on the VUCA mentality, Markus says to first let go of worrying about the things you can’t control and instead zero in on an objective that can be achieved. By doing this, it’s pos-

just say they know how it’s going to be—I’d be a little wary of them,” he says. “The black swan effect is likely happening, and you have got to at least be open to that possibility.”

Markus says that attorneys are in a unique position to lead their organizations in “living VUCA” because they already often work cross-functionally with different teams. By nature, they need to bounce ideas off one another and discuss different precedents.

“It has to be a little innate because there are some people—and hopefully I’m in this group—who, in high-stress times, bring a level of calm and quiet and clarity to assess the situation,” he says.

“We all get tired—physically and mentally—but you just have to go, ‘OK, this is the new thing, so how do we think about it?’ And it’s during those times that certain leaders can rise to the top and not only survive but sometimes even flourish.”

“There’s a big gap between the people who need concrete answers and those who don’t know what the future holds but are willing to go with it.”

Everyone Learns— and Wins

Suzette Ivanova believes in taking a collaborative and educational approach to providing legal counsel at Citizens Bank, resulting in long-term benefits for all involved

By Cristina Merrill

EVEN THE MOST PASSIONATE LAWYER WILL ADMIT that law school wasn’t exactly their idea of a pleasant experience. Not so for Citizens Bank Vice President and Senior Counsel Suzette Ivanova. The Georgetown University Law Center alumna absolutely loved the challenges and opportunities that law school provided.

She found a particular passion for employment law as a summer associate, when she made a point of trying a variety of assignments from different practice groups to gain broad exposure to the legal field.

“It just so happened that employment law was the work that I enjoyed the most out of all the assignments I had that summer,” she says. “Many years later, I still very much enjoy it. The intersection of the law and the dynamics of the workplace give this practice area a certain unique complexity that initially drew me and has continued to interest me.”

This genuine passion for employment law serves Ivanova well in her role today. At Citizens Bank, which she joined in February 2015, Ivanova advises internal clients on a broad array of employment law issues. These internal clients run the gamut from human resources and employee relations personnel to executives in various business lines. She also oversees outside counsel on employment litigation and directs litigation

strategy on those matters.

For Ivanova, it’s not enough to simply help her clients navigate an issue and provide legal counsel. She also wants to educate them. This educational approach is crucial to not only help clients make an informed decision about the legal matter at hand but also to better position them to proactively minimize or sidestep a potential legal risk in the future if they encounter a similar issue.

“Regardless of the client, I take a collaborative approach, meaning I make it a point to not simply give legal advice like a directive but to really walk through and explain my reasoning and the rationale behind the advice I’m giving. In that process, I actively engage my clients in those discussions, and I encourage them to ask questions and raise issues or concerns as we talk so we can sort through all those points,” she says.

“When you’re advising a client from a legal perspective, you really have to fully understand the situation from their perspective,” she adds. “Knowing the context of clients’ situations and engaging them in the discussion is integral to providing effective legal advice.”

This educational approach has an added benefit: Ivanova herself will inevitably learn more about the business in a very organic way.

“As I’m talking through issues with them, I may learn some new aspect or perspective from the vantage point of the business line that I wasn’t previously aware of, one that may inform and drive the discussion and the legal analysis,” she says.

“Suzette’s collaborative and educational approach sets her apart as a leader in employment law,” says John P. Barry, a partner in the labor and employment department at Proskauer Rose. “Her thorough understanding of her clients’ needs makes her a highly effective problem-solver and an ideal business partner.”

COVID-19 rapidly changed the workplace and forced many companies to shift to a remote operating model for the foreseeable future. These changes have made the “very dynamic and everevolving field of employment law more significant than ever, especially as laws and regulations roll out at the federal, state, and local levels,” Ivanova says.

“There are myriad issues and concerns to be addressed,” she says. “And it is critical, now more than ever, not just to stay on top of all the legal developments but also to take into account the real concerns and challenges that employees are facing and to meet those challenges with practical, effective solutions in real time as developments unfold.”

Ivanova praises Citizens Bank for creating an environment that has always prioritized employee welfare and safety. She says the company has shone even more brightly throughout COVID-19.

“The legal team at Citizens is of the highest caliber and, as a whole, has done such an incredible job of staying on top of legal developments. The team is constantly adapting to this new and ever-changing legal landscape to effectively address the wide range of challenges that this pandemic has brought on,” she says. “It has been a fantastic experience working here. My role, the team—all of it has been a very enriching experience. I’ve learned a great deal from the perspective of being in-house counsel, but what I have valued the most is becoming a trusted advisor to my

“I’ve learned a great deal from the perspective of being in-house counsel, but what I have valued the most is becoming a trusted advisor to my clients and really developing those relationships.”

clients and really developing those relationships.”

Ivanova’s advice to earlycareer lawyers is to be bold and think big, particularly when charting the trajectory of their careers.

She especially cautions against falling prey to imposter syndrome. “A lot of people, throughout their careers, talk themselves out of going after opportunities because they don’t meet every single qualification or criterion listed,” she says. “They question whether they can meet the challenge and are reluctant to take the risk.

“Pushing yourself to take on those more challenging roles— and constantly reminding yourself that you are more than capable and can excel at that next level—is key,” the VP continues. “To progress and thrive in any field, you have to train yourself not to be afraid to take chances and to bet on yourself. Because if you don’t, no one else will.”

Make It Happen

IN ONE OF HER FIRST JOBS OUT OF college, Lindsay McNeil had an eyeopening experience that allowed her to envision the future.

She was working as a paralegal for Bessemer Venture Partners, a venture capital firm that has guided more than 120 firms toward IPOs and has worked with some of the biggest names in the tech start-up world, including LinkedIn, Pinterest, and Yelp. In 2006, McNeil found a front-row seat to guiding companies through legal and logistical challenges as they solved problems on their way to success.

“I fell in love with it,” McNeil says. “Working in the venture space is so unique—being a part of companies in their infancy and watching them grow and become amazing companies that change the world. There was no question in my mind it was my passion and what I wanted to pursue.”

While working as a paralegal, McNeil attended Fordham University School of Law at night. Then she gained experience at Lowenstein Sandler and Cooley before rejoining Bessemer in 2016 as an attorney.

By Jeremy Borden

“We at the tech group at Lowenstein Sandler worked with Lindsay when she was our colleague and subsequently in her role at Bessemer,” says Ed Zimmerman, chair and cofounder of the tech group at Lowenstein Sandler. “We have appreciated her insights, pragmatism, and desire to practice law at the highest level while maintaining her sense of humor. She is a tremendously valued colleague.”

Under General Counsel Scott Ring, whom McNeil describes as the “greatest mentor in the world,” the firm has developed a reputation for results without sacrificing principles or process. With just four attorneys in-house, the operation has to be nimble to stay competitive.

Lindsay McNeil describes Bessemer Venture Partners as a firm that has nurtured her growth and the success of dozens of companies with its “gritty” working environment

Entrepreneurship has been the driving motivation for Bessemer since the firm’s beginnings. In 1911, Henry Phipps, cofounder of Carnegie Steel, established Bessemer Securities as a family office. By the mid-1970s, Bessemer Securities had expanded beyond immediate family management, and the venture capital firm Bessemer Venture Partners was created. Today the firm has seven offices, including in Israel and India, and continues to back ambitious founders around the globe.

McNeil describes the tenacity that fuels that kind of growth and success in one word: gritty.

“It’s a very gritty group of people, and that, combined with the experience and the level of intelligence and thoughtfulness, defines us as an organization,” she says.

More than any set of specific guiding principles, adherence to strict compliance delineates Bessemer Venture’s approach to global compliance and investments. The department runs a “robust” compliance operation that McNeil says is “important to the fabric of the firm.”

According to McNeil, the firm’s commitment to equity issues is another core strength that sets it apart. “When it comes to gender, when it comes to racial equality or equality across the board, it’s something that’s been very important to our firm,” McNeil says. “It’s so much more than just saying something and putting out a statement.” It is about making it happen.

McNeil has seen that commitment to equality in how her own career has developed. “Whether it’s a creative solution on a particular transaction or another idea, I am encouraged to pursue it. There’s never a cap on what I can do, and that philosophy is so important.”

McNeil says it took her a while to “find her voice” as a decision-maker. “It’s critical to feel that confidence in who you are and the decisions you’re making, regardless of your gender,” she says. “When people in your organization empower you to lead the discussion, lead the transaction, and they trust you to do those things, you find that confidence to lead.”

She says the onus is also on more senior members of teams to allow younger talent to have ownership

over their own work. In that way, they can ensure firms prize all employees and encourage equity.

“There are a lot of smart women out there, and it would be a shame if people didn’t hear their voices,” she says.

Fourteen years after her first stint at Bessemer, “I’m now associate general counsel, and I can’t believe it,” McNeil says. “I’ve been supported and mentored by a lot of terrific people. I’m proud of that. No one issued a press release on it. This firm decided, ‘This is a person who we believe in, and we’re going to give her the support to grow in this organization.’ It’s a great example of what should be done. They made it happen. That [investment in others] is what I hope to do for my next ten years at Bessemer.”

Lindsay McNeil Associate General Counsel Bessemer Venture Partners

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