Corporate Counsel Institute

58TH ANNUAL Corporate Counsel Institute

September 26–27, 2019 Chicago, Illinois

In-house Counsel Tuition Rates as Low as $325!

Register at: www.law.northwestern.edu/cci Mark M. MacCarthy, Senior Fellow, Institute for Technology Law and Policy, Georgetown Law School, Washington, DC Sarah Pearce, Paul Hastings LLP, London

Highlights 10–11 a.m. | Current Trends in Litigation • Best practices for defending class actions • Sessions on Corporate Governance, • Jury trials: Have reality TV and the current Labor and Employment, political climate impacted best practices for Mindfulness, and Leadership presenting your case? • An ethics session based on the • Data privacy: risks and best practices book Bad Blood: Secrets and Lies • AI and other tools to assess litigation risk and in a Silicon Valley Startup manage litigation MODERATOR • Network with 300 in-house counsel Rebecca Weinstein Bacon, Bartlit Beck LLP, Chicago and industry experts PANELISTS And Stacey Dixon Mahone, Assistant General Counsel, Litigation and Compliance, Green • Earn up to 12.5 CLE credit hours Thumb Industries, Chicago including (as applicable) 1 diversity Additional panelists to be announced credit, 1 legal ethics credit, and 1 mental health and substance 11:15 a.m.–12:15 p.m. | Implicit Bias abuse credit & the Law: Navigating the Legal Implications Within Your Organization Beyond recognizing our own implicit biases, we need to understand how these biases affect our organizations’ internal policies and informal cultural expectations. Implicit bias influences many aspects of how we work, including hiring and managing, compliance, and providing guidance to business units. This presentation will help you understand the practical implications of implicit biases and best practices to navigate them. Session will be submitted for Illinois Diversity and Inclusion Credit, and for similar credit in Thursday, September 26, 2019 other states as applicable. SPEAKER 7:45 a.m. | Registration and Continental Arin N. Reeves, President and Managing Director, Nextions LLC, Chicago Breakfast 12:15–1:15 p.m. | Lunch Sponsored by 8:30–8:45 a.m. | Welcome and Overview Houlihan Lokey Kimberly A. Yuracko, Dean and Judd and Mary Morris Leighton Professor of Law, Northwestern 1:15–2:45 p.m. | Hot Topics in Labor and Pritzker School of Law, Chicago Employment Suzanne S. Bettman, Institute Chair, Chief • #MeToo Administrative Officer and General Counsel, LSC Communications, Inc., Chicago • Arbitration agreements • Medical marijuana 8:45–9:45 a.m. | The Rise of AI and its Implications for GCs • EEOC update (and the pay data issue) • Pay equity Artificial Intelligence and Machine Learning are starting to impact every aspect of business • LGBTQIA+ and raise new issues for the Legal Department. • Independent contractors This panel will explore the legal issues that in- house practitioners should be considering as AI MODERATOR progresses toward more widespread adoption. Joan B. Tucker Fife, Winston & Strawn LLP, San Francisco MODERATOR Andrew Polovin, General Counsel and Corporate PANELISTS Secretary, Uptake Technologies, Inc., Chicago Andrew M. Johnstone, Associate General Counsel, US Foods Holding Corp., Rosemont, IL PANELISTS Nathaniel M. Glasser, Epstein Becker & Anna Wermuth, Cozen O’Connor, Chicago Green, P.C., Washington, DC Additional panelist to be announced 3–4 p.m. | Corporate Governance— The New Paradigm? Is an evolution underway? Recent proposals would shift the long-accepted doctrine of corporate purpose to maximize profits for Friday, September 27, 2019 shareholders to a “New Paradigm” in which corporations would create value for a broader set of stakeholders, serve a beneficial social 8:30–9:30 a.m. | What’s the Story purpose, and prioritize ESG issues. Would this on You? Sizing Up Your Leadership beat back the short-termism that’s come to dominate the market? Our experts will debate Potential the shift and how it may play out in practice. As humans, we’re wired to make quick MODERATOR judgements about one another. As leaders, Kristin M. Coleman, EVP and General Counsel, you’re walking into situations every day where US Foods Holding Corp., Rosemont, IL employees, clients, and business partners are making assessments about your competence, SPEAKERS likeability, and trustworthiness. In this session, Ashley Keller, Keller Lenkner LLC, Chicago we’ll look at how you use these moments and the Sabastian V. Niles, Wachtell, Lipton, Rosen & interactions that follow to intentionally direct Katz, New York City and shape the story on you. SPEAKER 4:15–5:15 p.m. | Legal Pitfalls in Social Shana Carroll, Clinical Associate Professor, Media Director of the Program in Communicating for Impact, Kellogg School of Management, • Learning from others’ mistakes Northwestern University, Evanston, IL • Considerations around selling through social media sites 9:45–10:45 a.m. | Corporate • Legal arrangements with influencers Investigations in a Modern World MODERATOR In this fast-paced crisis scenario, learn how you James M. Shea Jr., Sullivan & Cromwell LLP, should plan for and be better prepared to make New York City critical decisions to mitigate corporate risk. PANELISTS MODERATOR Emily M. Milman, Assistant General Counsel, Jeffrey E. Stone, McDermott Will & Emery LLP, Crate & Barrel Holdings, Inc., Northbrook, IL Chicago Matthew J. Revord, SVP, Chief Legal Officer, PANELISTS Chief People Officer, and Secretary, Potbelly Carrie Di Santo, Managing Director, Enterprise Corporation, Chicago Risk Management, and Global Chief Compliance Officer, CME Group, Chicago 5:15–6:15 p.m. | Reception Sponsored John C. Kocoras, First Assistant U.S. Attorney, by Mayer Brown LLP Northern District of Illinois, Chicago 11 a.m.–12 p.m. | Mindfulness Matters: Coaching for Your Brain Mindfulness and other wellness practices can positively impact your well-being as well as your company’s bottom line. Understand why and how legal teams are embracing the journey What 2018 attendees toward improving mindfulness and resilience. Learn beneficial tips and practices for every had to say... stage of your journey toward improving your well-being. “Consistently one of the Session will be submitted for Illinois Mental best programs I have Health and Substance Abuse Credit, and for attended, worldwide.” similar credit in other states as applicable. MODERATOR Jodi J. Caro, General Counsel, Chief Compliance “The speakers brought Officer, and Corporate Secretary, ULTA Beauty, excellent breadth of Inc., Bolingbrook, IL experience and valuable PANELISTS Brett C. Bartlett, Seyfarth Shaw LLP, Atlanta lessons.” William F. Dugan, Baker & McKenzie LLP, “I loved the content, the Chicago Brenda Jacobsen, Chief Executive Officer, LIFE topics addressed were Cross Training, Chicago interesting and trending.” 12–12:20 p.m. | Boxed Lunch Break 2:45–3:45 p.m. | Breakout Sessions

12:20–1:20 p.m. | Hot Topics in Mergers Public Company Roundtable & Acquisitions • Tone at the top: role of the GC in creating and • Representation & warranty insurance: maintaining an ethical culture prevalence, features, and watch-outs • Implications of securities laws, antitrust laws, • Developments in M&A case law and other lodestar laws • Due diligence and the tough issues: privacy, • Developing a successful governance roadshow anti-bribery, corporate culture/ESG issues • Steering the legal department for success • Best practices in M&A integration MODERATOR MODERATOR Brad L. Peterson, Mayer Brown LLP, Chicago Colleen Batcheler, EVP, General Counsel, and PANELISTS Corporate Secretary, Legal and Government Brian Farley, EVP, General Counsel and Chief Affairs, Conagra Brands, Inc., Chicago Administrative Officer, Allscripts, Chicago PANELISTS Curt A. Kramer, SVP and General Counsel, Brian J. Fahrney, Sidley Austin LLP, Chicago Navistar International Corporation, Lisle, IL Jennifer S. Muller, Managing Director, Suzette M. Long, Chief Legal Officer, General Houlihan Lokey, San Francisco Counsel, and Corporate Secretary, Alan K. Tse, Global Chief Legal Officer and Caterpillar Inc., Deerfield, IL Corporate Secretary, Jones Lang LaSalle, Michelle M. Warner, Former SVP, General Chicago Counsel, and Corporate Secretary, USG Corporation, Chicago 1:35–2:35 p.m. | Ethics: Lessons Learned from Bad Blood: Secrets and Private Company Roundtable Lies in a Silicon Valley Startup • Best practices for corporate compliance In this interactive program, we will examine the programs rise and fall of Theranos and the actions of their • Renegotiating insurance programs: D&O, corporate counsel and the Board of Directors. property, and representation & warranty From investigations of employees to statements to the press, this bloody debacle will serve as a • Navigating private-public partnerships: ethics, cautionary tale for all of us. transparency, and cybersecurity MODERATORS MODERATOR Mary K. Foster, Senior Lecturer, Northwestern Edward B. Winslow, Jones Day, Chicago Pritzker School of Law, Chicago PANELISTS Wendy J. Muchman, Senior Lecturer, Baird Allis, VP and Associate General Counsel, Northwestern Pritzker School of Law, Chicago Old Republic International Corp., Chicago PANELISTS Christopher G. Athas, VP, General Counsel, and D. Cameron Findlay, SVP, General Counsel, and Secretary, Amsted Industries, Chicago Secretary, Archer Daniels Midland Company, Chicago Mischelle Causey-Drake, Chief Program Quality and Compliance Officer, After School Matters, Michael R. McAlevey, VP, General Counsel, and Chicago Business Development Leader, GE Healthcare, Chicago 3:45 p.m. | Program Concludes

Location and Rates

In -house counsel tuition: $425* each In-house counsel group tuition: $325* each when you register 3 or more from the same company Firm attorneys or service providers: $900* each The Corporate Counsel Institute is held in Thorne Auditorium, 375 E. *Rates increase by $50 after August 15th. Chicago Avenue, on the Chicago For general inquiries, contact campus of Northwestern University. [email protected] Thank You to our Affiliates Thank You to our Sponsors

Affiliate firms value the Institute as a premier forum Sponsors provide enriched experiences for our for professional and continuing education. They attendees. They receive complimentary registrations receive group rates and marketing benefits. and marketing benefits.

For more information on becoming a sponsor or affiliate, contact [email protected].

Planning Committee

CHAIR Kathleen M. Cronin, Senior Managing Thomas S. O’Neill, SVP and General Director, General Counsel, and Counsel, Exelon Corporation Suzanne S. Bettman, Chief Corporate Secretary, CME Group Administrative Officer and General Andrew Polovin, General Counsel Counsel, LSC Communications, Inc. Angelique A. David, Executive and Corporate Secretary, Uptake Managing Director, Chief Operating Technologies, Inc. VICE CHAIR Officer, and General Counsel, B.C. Diane E. Ratekin, EVP and General Victoria L. Donati, SVP, General Ziegler and Co. Counsel, Huron Consulting Counsel, & Corporate Secretary, D. Cameron Findlay*, SVP, General Group LLC Crate & Barrel Holdings, Inc. Counsel, and Secretary, Archer Eric A. Reeves*, Managing Director MEMBERS Daniels Midland Company and Chief Administrative Officer, Christopher G. Athas, VP, General Nicholas L. Giampietro*, EVP, Duchossois Capital Management Counsel, and Secretary, Chief Legal Officer, and Corporate Matthew J. Revord, SVP, Chief Amsted Industries Secretary, Reyes Holdings, LLC Legal Officer, Chief People Colleen Batcheler, EVP, General Kara Harchuck, EVP and General Officer, and Secretary, Potbelly Counsel, and Corporate Secretary, Counsel, Hunt Companies, Inc. Corporation Legal and Government Affairs, Carrie J. Hightman*, EVP and Chief David S. Ruder, Professor of Law Conagra Brands, Inc. Legal Officer, NiSource Inc. Emeritus, Northwestern Pritzker Walter D. Bay, VP, General Counsel, School of Law John L. Howard*, SVP and General and Secretary, Arthur J. Counsel, W.W. Grainger, Inc. Robert N. Sacks*, EVP, General Gallagher & Co. Counsel, and Secretary, SP Plus Cristen Kogl, SVP, General Counsel, Denise R. Cade, SVP, General Corporation and Corporate Secretary, Zebra Counsel, and Corporate Secretary, Technologies Alan K. Tse, Global Chief Legal IDEX Corporation Officer and Corporate Secretary, Elena Kraus, SVP and General Jodi J. Caro, General Counsel, Chief Jones Lang LaSalle Counsel, Walgreen Co. Compliance Officer, and Corporate Michelle M. Warner, Former SVP, Secretary, ULTA Beauty, Inc. Rick J. Kulevich, SVP, General General Counsel, and Corporate Counsel, and Corporate Secretary, Juliann Cecchi, Assistant Secretary, USG Corporation CDW Corporation Dean, External Partnerships, PLANNING DIRECTOR Northwestern Pritzker Susan C. Levy, EVP and General School of Law Counsel, Northern Trust Corporation George A. Miller, Director, Professional and Continuing Legal Kristin M. Coleman, EVP and Thomas E. O’Neill*, EVP, General Education, Northwestern Pritzker General Counsel, US Foods Counsel, Chief Administrative School of Law Holding Corp. Officer, and Corporate Secretary, TreeHouse Foods, Inc. *Indicates Past Institute Chair Nonprofit Organization U.S. Postage PAID Permit No. 9937 Chicago, IL 60611

375 East Chicago Avenue Chicago, Illinois 60611‑3069

58TH ANNUAL Corporate Counsel Institute

September 26–27, 2019 | Chicago, Illinois

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