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Over 350 Things I Wish I'd Known My First Year As General Counsel

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Over 350 Things I Wish I'd Known My First Year As General Counsel CLO Club Insight #4 – Leadership and Best Practices Things I Wish I’d Known My First Year as General Counsel Ø Click here to learn over 350 tips on contracts, employment, intellectual property, Sarbanes-Oxley, litigation, and corporate dynamics, to help guide you through that thrilling-but difficult-first year in the chief legal officer's chair. A Perspective of Value: Forging New Connections Between Law Departments and Law Firms Ø Today, more than ever, corporate law departments are focusing on the notion of what constitutes “value” and how to enhance it to support their organizations. Not surprisingly, law firms are also increasingly focused on creating “value” for their clients as well. While both say “value” is their prime objective, the definitions differ. Click here to learn more. Top Ten Ways to Juggle Your Many Roles without Dropping the Ball Ø Click here to learn ten tips for attorneys in small law departments of closely-held corporations to balance their role as counsel, proficient advisor, skilled negotiator or zealous advocate and corporate employee officer, board member or director. Motivating In-House Lawyers So They Thrive and Don’t ‘”Die-on-the-Vine”: Insights Ø Lawyers are often viewed as great thinkers but not great managers—and legal successes can be significantly minimized or obliterated by leaving carnage along that road to case resolution or project completion. “Quite simply, the ‘softer side’ of managing people can be a defining skill for how successful a lawyer can be as she or he progresses within the organization. Click here to learn what management and leadership skills need to be actively cultivated in many in-house lawyers. A Ten-Point Checklist for Avoiding and Resolving Workplace Conflict Ø Conflict at work is inevitable. Despite this reality, there are many steps that employers can and should take to avoid and resolve workplace strife. Click here to learn more. Written Resources (see attachments) Ø GC Rules: Over 350 Things I Wish I’d Known My First Year as General Counsel Ø A Perspective of Value: Forging New Connections Between Law Departments and Law Firms Ø Counsel for Closely-Held Corporations: Top Ten Ways to Juggle Your Many Roles without Dropping the Ball Ø Motivating In-House Lawyers So They Thrive and Don’t “Die-on-the-Vine”: Insights of Michele Mays, [former] CLO Pitney Bowes, Inc. [and currently vice president, general counsel and secretary of The New York Public Library] Ø Check the Drama at the Door: A Ten-Point Checklist for Avoiding and Resolving Workplace Conflict GC Rules: ER V O 350 By D. C. Toedt III and Robert R. Robinson and Randy S. Segal Reprinted with Permission from the Association of Corporate Counsel. ©2013, the Association of Corporate Counsel. All rights reserved. www.acc.com GC Rules: ER OV 35Things I Wish I’d Known 0 My First Year as General Counsel t’s been four years since the original draft of this article appeared in what was then the ACCA Docket. Fastforward a bit, the association has a new name and an increased focus on the global aspects of in-house lawyering. And the legal landscape for in-house counsel Inow has a large and looming new fixture, called the Sarbanes-Oxley Act of 2002. Yet nearly all of the original advice we offered to more effective at all aspects of the job. new GCs in 2001 remains relevant and useful. What Of course, even those who aren’t GCs can benefit should you do to get up to speed? What do you from the wisdom we’ve collected here. And we hope need to know about contracts? How do you handle you do. employment matters? Where are the traps for the We would be delighted to hear from unwary in intellectual property? What about for secu- you when you want to add your own wisdom rities filings? How do you correctly assess corporate from the trenches for the next update. Please dynamics? These are only some of the topics that we send them to D. C. Toedt at dc.toedt@bind hit on last time, and (dare we say it) those tips have view.com (with a copy to dc@toedt. com). We will stood the test of time. try to use all contributions, but we can’t make any With the help of several new contributors, we promises. If you don’t indicate otherwise, we will have added dozens more tips and from-the-street wis- assume that you are willing to have your name listed dom. Surprisingly, while many contributions covered as a contributor. Sarbanes-Oxley, most focused on how best to build Any views expressed here are the present, per- the right relationships within the company and to be sonal views of the respective contributors and not By D. C. Toedt III, Robert R. Robinson and Randy S. Segal Reprinted with Permission from the Association of Corporate Counsel. ©2013, the Association of Corporate Counsel. All rights reserved. www.acc.com The authors also wish to thank the following people who made D. C. Toedt III is vice president and general valuable contributions to this article: counsel of a publicly-traded software company based in Houston, TX. He can be reached at [email protected]. • Steven T. Atneosen, CarParts Technologies™ • James Bellerjeau, Mettler-Toledo International, Inc. • Richard L. Bernacchi, Irell & Manella, Los Angeles • Jodie Brokowski, Team Health Anesthesia Management Services, Inc. • Richard W. Bohan, Senior Counsel, Shell Oil Co., Houston • Deborah Butler, Unisys Corp. • Carlton S. Chen, Colt Defense LLC Robert R. Robinson is senior vice president and • Elisa Garcia, Domino’s Pizza group counsel–International with Affiliated Computer Services, Inc., a FORTUNE 500 business • Marc E. Grossberg, Thompson & Knight, Houston process and information technology outsourcing • Ann M. Hamilton, Fuel-Tech N.V. company with more than 43,000 people serving • Mark E. Harrington, Guidance Software, Inc. client operations around the world. He can be • William N. Hulsey III, Hulsey, Grether, & Fortkort LLP reached at [email protected]. • Charles D. (Chad) Huston, Thompson & Knight, Austin (former in-house at Schlumberger) • Robert W. Johnson, ExxonMobil Production Company • Henry W. (Hank) Jones III, Law Offices of Henry W. (Hank) Jones III Randy S. Segal is senior vice president and (former general counsel, Ashton-Tate) general counsel for Mobile Satellite Ventures, • Bruce M. Levy, Rice Foodmarkets, Houston developing the next generation hybrid wireless • Philip C. Maynard, FileNet Corporation networks. • Pete McCorkell, Senior Counsel, Wells Fargo She can be reached at [email protected]. • James Patton, New England Tech • Michael Pillow, Siemens Power Generation • Christopher R. Ryan, iCode, Inc. • Joseph Schohl, DaVita Inc. • S. Caroline Schroder, Law Offices of S. Caroline Schroder, PLLC • Sandy Shepard, General Counsel, President and CEO, Good Solutions, Inc., San Rafael, CA. • Stephen E. Stein, Thompson & Knight, Dallas necessarily those of other contributors nor of any • Claude M. Stern, Fenwick & West, Palo Alto contributor’s organization and/or clients. • Nick Thakar, Tower Records • Vivian Tseng, General Counsel, Welch Foods Inc. • Tim Wahl, Citigroup • Bass C. Wallace, Jr., TETRA Technologies, Inc. GETTING UP TO SPEED • the description of the business and of risk factors Documents to Review in the above documents 1. Read the following documents to the extent • employment contracts, stock-option agreements, they are applicable to your company (use a site and change-of-control agreements for key execu- such as www.10kwizard.com to retrieve/download tives SEC filings easily). If you can do so before your • the last few proxy statements first day on the job, it can help you hit the ground • the exhibits to your SEC filings (are they up to running. Also, your questions about the documents date?) can serve as the basis for introductory meetings • press releases from the last year or so (available with the important people who can answer those at, e.g., www.yahoo.com) questions. • the legal-matters responses to the auditors in the • the articles of incorporation and any last couple of audits. amendments thereto • pension plans • the audit-committee charter • stock-option plans • the by-laws and amendments thereto • separation agreements for recently-departed • the company’s last few 10-K, 10-Q, and 8-K executives reports 2. Consider creating a rough timeline/document • the S-1 registration statement (if the company index for some of the significant events described did an IPO within the past few years) in the above documents—product releases, person- By D. C. Toedt III, Robert R. Robinson and Randy S. Segal ACC Docket 3 Reprinted with Permission from the Association of Corporate Counsel. ©2013, the Association of Corporate Counsel. All rights reserved. www.acc.com nel changes, etc. It can be a valuable learning exer- People To Talk to First cise, and the timeline/index can be a useful tool. 14. Talk to the CEO. Understand what his/her and 3. Make yourself a crib sheet of significant corpo- the company’s goals are, and what the key issues are rate data such as: facing the company. Start to think about how you can • current estimates for quarterly and annual revenue help the company meet its goals. and earnings-per-share (EPS) 15. Talk to the heads of departments. Find out what • historical numbers for revenue and EPS for the past they would like to see by way of legal support. Ask quarter and year whether there are any immediate issues or problems • number of shares of stock issued and outstanding they would like to have addressed, and whether any • number of shares available for employee/ are already being worked on. Ask if they see any issues executive stock options or problems on the horizon.
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