John Camperlengo says he prefers to use outside firms that employ “people I have learned to trust through their dealings with me and my team, their responsiveness, their acumen and their success.” (John Disney/Daily Report)
John Camperlengo was named in May 2010 as general counsel and secretary of Gentiva Health Services, which provides home health and hospice services to more than 350,000 patients across the country.
Camperlengo joined Gentiva in 2000 as senior counsel and has held several legal positions. He also served as chief compliance officer from 2005 to 2012. From November 2007 to May 2008, he left Gentiva briefly to be vice president and chief compliance officer of Duane Reade Holdings Inc., a retail pharmacy chain, and from 1992 to 2000, he held various legal and compliance positions with The Prudential Insurance Co. of America and its subsidiaries, where he rose to become first vice president and associate general counsel. He is a retired lieutenant colonel in the U.S. Marine Corps Reserves.
Describe your department and your role.
I am the general counsel of a five-attorney department (including me) that also includes two paralegals and two support staff. I am also responsible for an eight-member contracts team and a six-person licensing team. We support the business and legal needs of a large, publicly traded home-care and hospice company operating more than 520 licensed locations in over 40 states.
What outside law firms do you use, and for what purposes?
I use a combination of national and regional firms, whether for labor and employment litigation, securities litigation, mergers and acquisitions, corporate work and health care regulatory work.
The firms my team has used most often include Littler Mendelson for labor and employment matters, McKenna Long & Aldridge for corporate and litigation, Greenberg Traurig for M&A, Weil Gotshal and Manges for securities litigation and a number of regional firms for regulatory work.
How do you hire a law firm? Do you accept cold calls?
Most of the firms I have selected have been either legacy or firms I have worked with at previous companies. When I engage a firm for a particular matter, it is important for me to know that I am using a business partner and I expect that I am a partner before I am a client.
I have never looked at engaging an outside firm as someone would purchase a “commodity.” The practice of law sometimes seems to regress to commoditization, but I really do not look at it in that manner. The firms I use employ people I have learned to trust through their dealings with me and my team, their responsiveness, their acumen and their success.
Most important, I need my firms to communicate with me so I can keep my executive team/board of directors up to date. If I do need to hire a new firm, I conduct extensive research and contact references and do what due diligence I can through as many sources as are available.
I do accept cold calls, but I have my entire team meet with any prospective firm we may utilize. They must have a solid reputation and provide references to us. I lay out my expectations and ask them whether they are willing to meet those expectations. I have signed on a few new firms, but admittedly I am quite selective.
What is the biggest legal challenge facing your industry?
Ensuring that every member of the company understands the importance of operating within the bounds set forth by federal and state governments is our greatest challenge, as failure to abide by these rules has painted a less than bright picture about the providers who provide such great care to millions of Americans.
Our industry has received a great deal of negative press because of a few bad actors who have engaged in fraud. As a result of a few bad actors, the entire industry now is facing increased audits, which result in the recoupment of funds for the services we provide.
What keeps you up at night?
The ever-present fear of a large cyberbreach. We spend significant resources on cybersecurity, conduct assessments regularly and hire people to conduct mock attacks. However, no company can be 100 percent immune and as we saw what happened recently to a large retailer, the aftermath will be problematic.
If you could ask other general counsels a question, what would it be?
Knowing that each GC is judged on the value they add, when you look back at the conclusion of each year, how do you measure whether the preceding year has been successful for your company (not just financially), your team and you?
In 2005 you were named the chief compliance officer. What was your biggest challenge back then and, although you no longer have that title, how has it changed over the years? Five years from now, what do you think will be the biggest compliance legal challenges?
Shortly after [I was] named chief compliance officer, Gentiva purchased a large, regional home care company located in the Southeast. While there were a great deal of cultural similarities, bringing the Gentiva compliance program, which was admittedly very conservative because of prior regulatory problem, to a company that did not have as stringent a program as Gentiva’s was a great challenge.
I personally visited every area, presented the mandates of our program and did my best to win the hearts and minds of the new acquisition. It took almost a year, but the results were gratifying and I was well received.
Today, our business has evolved. We are now a very large hospice provider and have just completed another acquisition that had a large personal care line of business that compliance must get familiar with quickly. Also, getting the compliance message out to the sheer number of employees (47,000) is probably the largest challenge by far.
You testified in the Casey Anthony case [Anthony was tried and acquitted in the murder of her 2-year-old daughter, Caylee]. What was that experience like? What were your takeaways about the law, lawyers or the media?
Testifying in a case that had national media attention was somewhat intimidating. While I have a great deal of trial experience, I had never been a witness at a trial of any type so I have a whole new appreciation for the people I cross examined at the court-martials I participated in as a judge advocate in the Marine Corps.
As an officer of a public company, I really wanted as little exposure as possible for me and the company, since the risk of such negative publicity was great given the unfortunate circumstances surrounding the facts of that case and the extensive media coverage.
The 44 minutes I testified on the stand seemed like an eternity, since every few minutes I realized that my testimony would be broadcast around the globe and I was contradicting the testimony of a key witness for the defense team and my entire company was watching.
Takeaways: 1) Be respectful of the power of the media. While I had always known it was a powerful force, I learned how powerful it can be firsthand. By the time I arrived at the airport, about 30 minutes after testifying, my face was on every television in the Orlando airport! 2) Be prepared for potential questions from the media. As a public company officer, stumbling over questions would not have been a good reflection of my company or its employees. 3) As for the law, our judicial system is not perfect, but I have not seen a better one in any other venue. 4) As for the lawyers, I did not follow the case very much until I was called. Both sides treated me with professionalism and respect.
What are some best practices in dealing with boards of directors?
Be prepared when communicating with them and anticipate what they are likely to ask you for on a given subject. Be open and honest with your responses. “I don’t know the answer to that question” is generally an acceptable response, so long as you agree to get back to them with a correct response.
Keep your board informed. If the issue is one that could attract significant attention to the company or has a potential to be a great risk (e.g., the company’s GC is going to testify at a nationally covered murder trial), it is best that they not see it on CNN or Fox News first.
The GC is usually a great conduit to conduct that outreach as most directors are used to dealing with the GC if they are on boards of other companies. Be a resource for industry news or trends impacting other companies. I keep my directors up to date on issues affecting home care, hospice and corporate governance/board related matters weekly.
What is your biggest legal issue that would fall into the category of “health care” and into “insurance?” Which category do you devote more of your time to?
We have a risk management section that handles all of our “insurance” matters and my team is only called on to advise during mediation. Less than 2 percent of all the work we do is insurance related. Health care is about 75 percent of what we do.
Of that amount, 50 percent is supporting our 500-plus branches on patient and branch operations issues. The other 50 percent is dealing with regulatory matters such as audits, interpretations of existing regulations, determining whether new business models are compliant, etc. The remaining is securities/litigation/board-related/mergers and acquisitions.
JOHN N. CAMPERLENGO
Senior vice president and general counsel, Gentiva
Education: St. John’s University, New York City, bachelor of arts in history; Seton Hall University School of Law, 1988
Hometown: Amityville, N.Y.
Hobbies: Guitar, running, reading
If I weren’t an attorney I would have been: A pilot.