Practical knowledge, innovative solutions and best practices for the in-house bar.
Each year hundreds of general counsel and other in-house lawyers from around the country gather in Chicago for the InsideCounsel SuperConference. At SuperConference attendees share strategies and best practices, get insight into how their peers are handling emerging legal, regulatory and management challenges, and network. The 7th annual SuperConference, which took place May 15 and 16, featured 30 breakout sessions on topics from privilege to FCPA compliance, a plenary panel about how companies should respond to global warming and a keynote address from former Sen. Paul Sarbanes. What follows are some highlights from the two-day event.
Be the gatekeeper
"Breathe life into your code of conduct," said panelist Marti Little, general counsel of Legion Insurance Co.
Check your greed
Panelists pointed to Rite Aid's former CLO Franklin Brown as an example of what can go wrong when GCs fail to leave their personal interests at the door. Brown's compensation was tied to Rite Aid's stock performance when he engaged in a scheme to inflate the company's earnings. He was convicted of criminal fraud and settled civil fraud charges in 2003.
In short, complexity is a tough adversary.
But in the fight against it, companies are gaining a better understanding of their compensation policies. For example, they are learning more about the perks their executives get and, in the process, are getting non-standard perks under control.
Nevertheless any reasonable concern about cost needs to be carefully considered. Obviously, you don't want to impose an unnecessary burden, so there's been an effort to examine the situation very carefully.
The new auditing standard for 404, together with the SEC's new guidance to management, should make the internal
control review and audit more efficient, by focusing the effort on what truly matters to the integrity of the financial statements.
"Your trial lawyers should never be distracted by a settlement strategy," Dacier says. "They should be prepared to go all the way. That is the message you need to send to the other side."
Ross Bricker, a partner with Jenner & Block and a panelist on the session, agreed with Dacier on this point. "If you decide to move forward you should budget accordingly," he said. "If it doesn't make sense financially, then don't do it."