Brand Protector

When Candace Cummings tells people she's the general counsel of VF Corp. they often stare at her with a blank look on their faces. But after she rattles off the names of the brands VF owns, that blank look quickly turns to one of instant recognition. And most likely, that person is wearing something made by VF.

Based in Greensboro, N.C., VF owns an impressive line of popular clothing brands, including Lee, Wrangler, Rustler, The North Face and JanSport. It also produces clothing under license from the NFL, NBA, MLB, NHL, Nascar and Harley-Davidson. It's Cummings' job, along with her team of 12 lawyers, to protect these brands and provide VF with the usual gamut of legal services--which is no easy task. The company is currently on a buying binge, having recently acquired Reef, Nautica and Vans. At press time rumors were swirling that VF was looking to buy Eddie Bauer. On top of that, the company has unveiled an aggressive strategy to expand into markets in Russia, India and China.

Cummings, who joined VF in 1995 after a long and successful career at Dechert Price & Rhoads in Philadelphia, seems unfazed by the rapid evolution of the business. Part of the reason, she says, is that she spent most of her childhood on the move.

Q: Where did you grow up?

A: I lived all over the world. As a matter of fact, I went to six high schools. I ended up graduating from high school in Spain. My dad was a submariner in the Navy.

Q: Did you enjoy being a Navy brat?

A: I liked the Navy. I feel very attached to it. I was able to see and do things that most people never get a chance to do or see. It also has been a tremendous

advantage in my legal career because I am able to adjust to change fairly easily.

Q: You joined Dechert in Philadelphia in 1972 and stayed until 1995. Was it hard for you as woman to break into the legal profession back then?

A: My timing was pretty good. Only 17 of the 340 members of my law school class were women. When I joined Dechert there was one other woman who worked for the firm. But after the firm hired me, it started hiring women on a regular basis. I never had a problem feeling that I was part of the firm. I guess I was used to being the only woman because of my law class. I also never felt as though not having any other women around was a terrible detriment.

Q: You were at Dechert for 23 years. What attracted you to VF?

A: At that point in my career I was missing the sense of regular participation in the business of our clients. I was spending more and more time on transactions and less time with the clients. The other thing that attracted me to VF was that it had no internal lawyers at the time.

Q: Why did the company decide it needed a legal department?

A: The company had been doing a good bit of growing. It also had faced some litigation challenges and some other things, and management decided it was time to have an internal legal advocate.

Q: You now oversee 14 lawyers. Do those lawyers all work at VF headquarters or does each brand company have its own set of lawyers?

A: Our businesses are grouped according to coalitions. For instance our Jeanswear coalition consists principally of our Lee and Wrangler brands. And our outdoor coalition consists of The North Face, Vans and Reef. Only our Imagewear coalition, which is our licensing unit, and our Sportswear coalition [Nautica and John Varvatos brands] have their own lawyers. They report to me but they also are very much a part of the businesses and report on a dotted line basis to people within those businesses. There is also one lawyer at Jeanswear who we view as part of our group but does not report to me.

Q: What was the toughest aspect of going from a law firm to an in-house position?

A: That I was suddenly alone. I went from having about 300 colleagues to no other lawyers. And if I wanted to talk to a lawyer, I had to pay them.

Q: What is your biggest legal challenge?

A: Intellectual property is a huge part of what our legal department handles. Our brands are the essence of our business. So we have a trademark holding company in Delaware where we have two lawyers and six paralegals at the moment. And they manage a huge portfolio of trademarks for us.

Q: I assume counterfeiting is a huge problem for you guys, right?

A: It is. We have a good team and a good group of outside investigators who help us manage the problem. And the best you can do is manage it. You can't stop it. You could spend countless amounts of money trying to defend your brands from counterfeiters.

Q: It doesn't seem like you have much significant litigation to deal with. Why is that?

A: We've been very fortunate that we have not had major litigation issues. First of all we have good corporate governance and a very good ethical tone at the top. Secondly, we don't make a lot of products that cause personal injury.

Q: Which is your favorite clothing brand that VF owns?

A: I like them all, but a favorite is The North Face.

Q: You have a big licensing business and I understand you printed all the shirts with name of the winning Super Bowl team on them. How do you get those shirts to market so quickly? Do you pre-print or wait to the end of the game to start printing?

A: It is an incredible process. The Imagewear group has the blanks located at printers all over the country and as soon as the game is over they start rolling the printing presses. And then they are able to deliver to the retailers the next day or within 48 hours. They work all night to get it done.

Q: What's the strangest legal issue you have ever had to deal with at VF?

A: I had a woman who called to tell me that her face had been scratched when the under-wire of her bra shot out. We had a difficult time envisioning that.

Q: Are you allowed to wear jeans to work?

A: We are. Somebody asked me the other day if they could wear sandals now that we acquired Reef. I don't think anyone would object to that. They might feel at little strange. A lot of employees do wear Vans, though.

Q: What advice do you have for female lawyers who are aspiring to be GCs?

A: It's important that you have a fairly thick skin, maintain a sense of humor and be willing to relax a little bit and not look for ways that you might feel that you are not being treated equally.

Q: My last question: Any truth to the rumors that VF is looking to buy Eddie Bauer?

A: We never comment on rumors.

Staff Writer

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