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Ronald M. Loeb Title: Senior vice president and general counsel Age: 68 Chief Responsibilities: When Ronald M. Loeb was hired at San Francisco-based Williams-Sonoma in 1999, his first task was to create a legal department from scratch. He hired the Somerset, N.J.-based consulting firm Hildebrandt International to advise him on organizational and technical issues. Then he drafted a detailed outline establishing the department’s priorities and goals. He hired Nancy Himmelfarb, a former colleague of his at Century City, Calif.’s Irell & Manella, to be assistant general counsel. He hired two more attorneys the following year, both of whom had worked for Williams-Sonoma in other capacities. One works primarily on intellectual property while the other handles product recalls and product safety. Nevertheless, Loeb says, there’s enough work that all four attorneys end up “doing a little bit of everything.” Day To Day: Loeb’s day-to-day duties include negotiating and drafting contracts on everything from an agreement to publish Williams-Sonoma’s Taste magazine to contracts with trucking companies. He handles business and corporate matters as a member of the executive committee and as an adviser to the board of directors. He has helped the compensation committee set up a new stock option plan, and he also oversees the intellectual property work his staff does to protect Williams-Sonoma’s brand and trademarks. Employee Training Programs: Williams-Sonoma hired Loeb in an effort to lower its legal costs. He estimates the company has cut its outside legal bill by about 40 percent since he joined, though he refused to discuss dollar amounts. He has introduced a number of employee training programs to keep legal problems from arising. Aimed at diverse groups of employees throughout the company, the programs cover such subjects as copyright and trademark, documentation, contracts, independent contractors, product safety, confidentiality, misrepresentation and securities law. Loeb and Himmelfarb decide together which training programs to offer and what their content should be. Litigation: Williams-Sonoma’s litigation generally falls into three categories: contract disputes, intellectual property rights and employment matters. Loeb’s efforts at reducing litigation has paid off. Aside from a few employment cases, which are handled by the company’s human resources department, Williams-Sonoma has only one suit pending. The company is among 135 retailers who are defendants in Lemelson v. CompUSA, where the plaintiff claims that the scanning technology retailers use to read bar codes violates the patents of inventor Jerome Lemelson. Loeb says the case, which has been stayed pending the outcome of another lawsuit involving Lemelson, is without merit. Himmelfarb oversees outside counsel on the case and monitors the other Lemelson litigation pending against more than 400 companies. ADR: “I’m a great believer in the [alternate dispute resolution] process,” Loeb says, because it saves time and reduces costs. “We put clauses in many of our contracts that require alternative dispute resolution in one of its forms,” either mediation or arbitration, he says. Williams-Sonoma has settled three lawsuits through mediation since Loeb joined the company. One lawsuit, settled earlier this year, was filed in California Superior Court by six wheelchair-bound individuals who alleged that several of Williams-Sonoma’s San Francisco stores violated a California statute guaranteeing equal access to public buildings for the disabled. Under the settlement, the company paid an undisclosed sum and agreed to lower some of the stores’ countertops and move merchandise out of some of the aisles. Loeb suggested that the case go to mediation and represented the company during the process. Global Compliance, Workers’ Rights: Loeb is deeply concerned about working conditions in factories where Williams-Sonoma products are made. As a result, he is developing a program to ensure that its foreign manufacturers comply with local laws, and in some cases with an even higher standard regarding wages, hours, working conditions and minimum work ages. Loeb has hired an outside business consultant, Professor Prakash Sethi from the Zicklin School of Business at Baruch College in New York, to help with the project. Loeb, another Williams-Sonoma executive and Prakash recently returned from a 10-day trip to India, where they observed working conditions at five factories that produce goods for Williams-Sonoma. He took a similar trip to China last summer. Expanding Abroad: The company plans to open two stores later this year in Toronto, the company’s first stores outside the United States. Loeb and the attorneys in his department are helping to advise the company on customs issues, product labeling and corporate matters. Outside Counsel: Williams-Sonoma has two primary outside counsel: While Irell & Manella handles corporate matters, San Francisco’s Owen, Wickersham & Erickson handles intellectual property matters. Toronto-based Goodman is advising on the Canada expansion. Williams-Sonoma is among a group of plaintiffs in the Lemelson case being represented by the Los Angeles and Washington, D.C. offices of Pillsbury Winthrop. The company is also getting separate legal advice on the Lemelson case from the Los Angeles office of Squire, Sanders & Dempsey. Route To The Top: Loeb earned his bachelor’s degree from UCLA in 1954, then spent two years in the Army before attending Harvard Law School. In 1959, he took his first job at Irell & Manella. A few years later, he started the firm’s corporate practice and, in 1964, made partner. Williams-Sonoma was among his clients from the late 1980s until he retired from the firm in September 1997. Loeb also taught continuing legal education courses while he practiced, including a seminar on corporate governance in India. Loeb had been retired for nearly two years when the chief executive officer at Williams-Sonoma, Howard Lester, asked him to join the company as its general counsel. “I missed the intensity of working,” he says. So in July 1999, he joined the company. Loeb had taught courses on corporate ethics and corporate social responsibility while he was retired. With the new job, he had his first opportunity to implement certain policies from the inside, he says. Loeb also had a second job for several months last year. He was named acting CEO at Mattel, where he’s a board member, until a permanent replacement could be found. “It was crazy,” he says. “I kept going back and forth frequently” between Williams-Sonoma’s headquarters in San Francisco and Mattel’s headquarters in Los Angeles. Family: Loeb’s wife, Shirley, is pursuing a graduate degree in psychology at Pacifica Graduate Institute in Santa Barbara, Calif. The couple have two sons: Joshua, an aspiring screenwriter; and Gabriel, a college student. Loeb also has three children from a previous marriage: Daniel, who runs a hedge fund; Shulamit, who teaches English as a second language; and Rachel, who stays home taking care of Loeb’s first grandchild. Last Book Read: “Memoirs of a Geisha,” by Arthur Golden.

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