Meat of the Matter, and Other Moves

Corporate Counsel

2012-11-01 00:00:00.0

After Sara Lee Corporation com­pleted the spin-off of its international coffee and tea business in June, KENT MAGILL took on the role of executive vice president, general counsel, and corporate secretary of the new entity, known as the Hillshire Brands Company. The company focuses on North American meat sales, including brands such as Hillshire Farm and Jimmy Dean, most famous for their sausages, in addition to its flagship baked goods. (The beverages spin-off is now known as D.E Master Blenders 1753.)

Magill found out about the job through a headhunter and says he immediately knew that "in terms of size and strategy, it just fit me."

The bulk of Magill's experience has been in the corporate world, although he came to Hillshire most recently from a three-month term in private practice at Stinson Morrison Hecker, a firm based in Kansas City, Missouri. Despite its brevity, the experience helped him understand how private practice has changed. "I got a more current understanding of how law firms operate and what their concerns are with respect to their clients," he says.

Prior to his stint at Stinson, Magill spent more than 10 years at Hostess Brands Inc., eventually becoming executive vice president, general counsel, and corporate secretary of the company. He also worked as GC for other companies, including Layne Christensen Company and The Marley Company.

At Hillshire, Magill supervises eight other attorneys, as well as three paralegals and a support staff.

Magill views his GC role as threefold. Board relations and governance constitute the first part, and oversight of all the company's legal matters the second. But it's the third part, Magill says, that can truly lead to success as a GC. He believes that with the role of GC comes a responsibility to really understand the company and figure out what it is trying to accomplish and where it's trying to go. "It's the part of this role that's the hardest to master, but that makes the biggest contribution," he says.

Magill received his bachelor's degree from Kansas State University and his J.D. from the University of Iowa College of Law. He also completed an executive business program at the Fuqua School of Business at Duke University.

—MEGHIN DELANEY

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Reporting for Duty

After a whirlwind career that included stints as general counsel for the U.S. Navy, ITT Corporation, and Xylem Inc., FRANK JIMENEZ has landed in the post of general counsel, secretary, and managing director of government affairs for Bunge Limited, a global agriculture business.

Jimenez took up the position in early July and initially focused on familiarizing himself with his colleagues, the company's rhythm, and adjusting to a brand-new industry. "You may be familiar with the book The First 90 Days, about moving into a new position. Well, in a new industry and in a company with the scope and scale of Bunge, it's more like 'The First 365 Days,' " he says.

The position appealed to Jimenez because there's "no global, geopolitical, or macroeconomic issue that doesn't affect the company in one form or another." Maritime law, tax, antitrust, food regulation, and securities regulations are just a few areas of the law that Jimenez will deal with at Bunge. He will oversee nearly 100 employees in the law department, including almost 80 lawyers. Jimenez says that's a slightly smaller law department than the industry average for a company of Bunge's size.

Jimenez is replacing JONATHAN BILLER, who has moved to a position as senior vice president in the tax and treasury department of Celgene Corporation.

Most recently, Jimenez was the senior vice president, general counsel, and corporate secretary at Xylem, an S&P 500 global water technology company. Prior to working at Xylem, Jimenez worked at ITT, which spun off Xylem in 2011.

Before moving to ITT, Jimenez served as the general counsel of the Navy for three years. His three-year stint encompassed the end of the George W. Bush administration and the beginning of Barack Obama's term in office. "Pound for pound, I've never worked with finer people," he says of his time there.

The challenges of working for the Navy were fascinating, Jimenez says. He oversaw the NCIS, sent civilian attorney volunteers to deployed areas, and took on an environmental case regarding Navy sonar before the U.S. Supreme Court.

Jimenez knows that the challenges he will face in his upcoming post at Bunge are quite different: food safety, energy policies, foreign political risk. "But if anything, the issues are even more varied and interesting," he says.

Jimenez holds a B.S. from the University of Miami, an M.S. from the U.S. Naval War College, a J.D. from Yale Law School, and an MBA from the Wharton School at the University of Pennsylvania.­

—M.D.

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Up to a Challenge

When Donald Layton, the new chief executive of the Federal Home Loan Mortgage Corporation, needed a general counsel, he turned to a familiar face—his former colleague, WILLIAM McDAVID.

McDavid, who had worked with Layton at JPMorgan Chase & Co. and its predecessors, assumed the role of executive vice president, GC, and corporate secretary on July 16.

"Having worked with Bill for over a dozen years, I have enormous respect for his combination of legal acumen and business experience," Layton said in a statement. "Few people have Bill's specific experience of being the general counsel of a large financial institution, and that is why he is perfectly suited to help Freddie Mac navigate an increasingly challenging environment."

McDavid became GC of JPMorgan Chase in 2000 after serving in that role at several predecessor institutions since 1988—including Chemical Banking Corporation, Manufacturers Hanover, and Chase Manhattan. When JPMorgan merged with Bank One in 2004, ­McDavid became co–GC until he retired in 2006.

McDavid began his career as an associate at Debevoise & Plimpton in New York, practicing corporate law from 1972 to 1981. From 1981 to 1988 he practiced banking and financial law at Bankers Trust Company in New York and London, including two years in London as head of its European legal division.

McDavid joins Freddie Mac as it faces an uncertain future. Since the economic collapse of 2008, the legal department's 105 lawyers have been coping with being forced into a conservatorship, federal probes, an explosion of litigation, revolving-door leadership, an angry public, and politicians who threaten to kill the government-sponsored agency.

—SUE REISINGER

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In Good Hands

After spending her entire law career with the company, SUSIE LEES has risen to the top. In June, Lees was named executive vice president and general counsel of The Allstate Corporation, a promotion from her position as senior vice president and deputy general counsel for Allstate Financial.

Lees replaces MICHELE COLEMAN MAYES, who retired from the position to become the GC of the New York Public Library. Since Lees was promoted, she's gotten a new appreciation of how busy her predecessor was, she says.

"When I first got the job, people told me the transition experience was going to be like drinking from a fire hose," Lees says. "I think that appropriately describes it."

Allstate covers about 16 million households through its various brand names. Being so large brings many legal challenges, but Lees says she is very focused on a few key issues. Chief among them is staying on top of any changes in agendas or legislation, particularly in the wake of the Dodd-Frank Wall Street Reform and Consumer Protection Act.

Lees is also retrofitting a project Mayes kicked off before leaving the Allstate law department. The initiative is called "Law Department of the Future," and Lees has decided to rethink some of its business objectives, while retaining Mayes's focus on community service and pro bono work.

Prior to her GC role, Lees worked in the business unit at Allstate. She says her role there helped her prepare for her promotion, because it was a microcosm of the GC role. She had oversight of a broad range of legal work, was on a senior leadership team, and advised the CEO. Her new role is similar, she says, but is more all-encompassing. "It's a bigger focus, and it's a far more public position," she says.

Lees joined Allstate as a part-time attorney directly out of law school in the late 1980s. "It was the first time they'd hired a part-time lawyer," she says, but it worked for her because she had two young children at the time. After four years and the birth of her third child, she went full-time with the company and has held various legal roles at Allstate ever since.

Lees earned a political science degree from Brown University and her J.D. from the University of Oklahoma College of Law.

—M.D.

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Can We Have a Little Privacy?

Who you gonna call when you need help tracking the intelligence of the intelligence trackers? MAGNOLIA MANSOURKIA MOBLEY, that's who. Tech company Carrier IQ got the message that they needed an experienced top legal operator, and hired Mobley to be chief privacy officer and general counsel.

Carrier provides smartphone data to carriers for the purpose of diagnosing service problems such as dropped calls and undelivered messages. The company was embroiled in controversy for months by the time it brought Mobley on. In November 2011 a software researcher with a YouTube account aired the scoop on just what kinds of data it was collecting, and there was an eruption of outrage. The company has since defended its technology as wholly compliant with the law.

Mobley had a considerable reputation for work in the privacy arena by the time a recruiter tracked her down "just when I felt like listening." The company has been discussing its privacy approach since the start-up launched in 2005, Mobley says, adding that public attention only brought the issue to the forefront.

"When I came on, I let them know that I wasn't going to bet my career and my integrity on a PR move," Mobley says. "So we talked about how I could play a very specific role within the company."

Since her arrival from telecommunications giant Verizon Communications Inc., Mobley has taken on a broad range of responsibilities with her new employer. She makes the calls on all legal matters, in addition to working on a total overhaul of Carrier's data protection and privacy program.

Mobley got her J.D. from California Western School of Law after studying economics at George Mason University. In 2000 she joined the legal department of MCI Communications Corp. She continued to work with MCI when it merged with WorldCom and after it was acquired by Verizon. When she began with MCI, privacy was just one of many legal areas she was assigned. At Verizon, however, Mobley was appointed to lead the privacy division of its corporate legal department. That's when she became a specialist. Mobley is a certified information privacy professional and a member of the International Association of Privacy Professionals.

"This type of work is growing and changing minute by minute, hour by hour," she says. "Depending on where you are in the world, there's a very different paradigm in place. In the U.S. we don't have an overarching policy." That means that in deciphering regulation, she has to consider factors including age, types of devices, and region. "To be aware of all those and to understand the impact they have on an organization is pretty rare," she says. "It's challenging and fun for me, to have my hand in all of that."

Mobley also advocates for her company and its customers. While Carrier is based in Mountain View, California, Mobley calls it a "virtual" business. Right now, she lives outside Washington, D.C., where she can dial in to discussions and lobby for or against legislature when she feels it's appropriate.

Bringing her institutional expertise to a small, growing company is exciting, Mobley says. "There's a lot to be learned from starting with something that's a small business and helping it grow," she says.

—JULIE McMAHON

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Fluids Situation

Pall Corporation has a new senior vice president, general counsel, and corporate secretary: ROYA BEHNIA.

Behnia joined the company from a position as senior vice president, general counsel, and secretary at Rewards Network Inc. She replaces ROBERT KUHBACH, who retired at the end of June.

Pall is a fluids filtration, separation, and purification company that works with companies in the life science industries. Behnia heard about the job opening through a network of colleagues in the sector and was immediately attracted to the company because it is well positioned for potentially significant growth, she says.

Pall employs 11,000 people worldwide and had a total of $2.7 billion in revenues for the 2011 fiscal year. Behnia calls the company unusual because of its global reach—it has a presence in 43 countries—despite its relatively modest size. Globally, the law department is made up of about 35–40 people.

While Behnia was still familiarizing herself with her team and other members of the company, she hit the ground running, helping to close the sale of a blood transfusion product line in June.

Behnia came to Pall most recently from Rewards Network Inc., a business services company. The work she did there, she says, was dramatically different from what she is now doing at Pall.

After earning her bachelor's degree at Harvard University and her J.D. from University of Chicago Law School, Behnia worked at Kirkland & Ellis as an associate and rose to partner. She also worked at Brunswick Corporation as the director of litigation, and as assistant general counsel at SPX Corporation.

In taking on her new job at Pall Corporation, Behnia moved to a new city too. After graduating from law school in Chicago, she had stayed there since. In June she made the move out to New York City to work at Pall. The move wasn't a big hardship, she says, because she has a lot of friends in New York who helped her out. "For me, it's been a very easy transition," she says.

—M.D.

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The Best Policy

To paraphrase an old adage, honest business is good business. So it's not surprising that Wall Street's biggest self-regulator would look to a veteran federal regulator for its top lawyer.

ROBERT COLBY, who spent nearly three decades at the Securities and Exchange Commission, joined the Financial Industry Regulatory Agency in June, becoming the agency's first official chief legal officer. Colby will oversee the office of general counsel and the regulatory policy group, combining two jobs left behind by FINRA's longtime general counsel, GRANT CALLERY, and by MARC MENCHEL, general counsel for regulation. Callery retires in October, and Menchel is moving on to private practice.

Colby returns to government work from Davis Polk & Wardwell's Washington, D.C., office, where for the last three years he had been a partner working on regulatory and compliance matters involving securities and derivatives for broker-dealers, financial institutions, and markets and clearing organizations.

But before that, Colby had spent a full 28 years with the Securities and Exchange Commission, with 16 years as deputy director of the division of trading and markets. Prior to taking that role, he also served as chief counsel of trading and markets and chief of the division's branch of market structure.

FINRA is the largest of the self-regulatory organizations, groups in which industry players govern themselves. It was formed when the National Association of Securities Dealers merged with the regulatory and enforcement arms of the New York Stock Exchange. FINRA oversees more than 4,000 brokers, brokerage firms, and investment ­companies.

Colby received his J.D. from Harvard and his bachelor's degree in history and economics from Bowdoin College.

—ELIZABETH DILTS

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Getting Comfortable

The head lawyer at Furniture Brands International Inc. is settling into her new role at the company, after making herself at home there as deputy general counsel over the last four years.

MEREDITH GRAHAM has been named general counsel, senior vice president, and corporate secretary of the home furnishings designer, manufacturer, and retailer. She serves the company's legal and management teams across a broad spectrum, including real estate, environmental, and antitrust matters. "I'm now in charge of a lot more individuals than before, and I'm learning about employment and our international legal issues, too," she says. "I'll be involved in all aspects of the company. It's my job to understand the strategic goals of the company and to help them achieve those goals."

Graham says that despite a growing workload, the legal department has not hired additional staff. "I know the attorneys here have taken on additional responsibilities and are working hard," she says.

Graham declined to comment on why the company's former general counsel, JON BOTSFORD, had resigned in May following four years in the top legal slot. Chief financial officer Steven Rolls left at the same time. Neither the former employees nor the company made public statements about the ­departures, but the company had recently experienced a period of slow sales.

Graham is optimistic about the opportunity to help Furniture Brands going forward. "The company is in an interesting place right now," she says. "The economy isn't great. But I'm excited to help them grow."

Before joining Furniture Brands as associate general counsel, Graham worked in the legal department at technology company Savvis Inc. As assistant general counsel there, she covered a broad array of legal areas, including securities law, corporate governance, and human resources. Prior to that, Graham was in private practice at Armstrong Teasdale, a regional law firm in St. Louis. "I'm definitely glad I moved to working in corporate legal departments," she says. "It's much more interesting, and I get to do a little bit of everything. I also get to know my clients really well."

Graham earned her law degree from the University of Missouri–Columbia, and her bachelor's degree from the University of Central Oklahoma.

—J.M.