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<ul><li><p>Call it</p><p>The Business Magazine For In-House Counsel April 2014</p><p>progress</p><p>Plus: the NLRBs New gc comes out swiNgiNg the LoNg, stRaNge LitigatioN oveR datatReasuRy</p><p>Katherine Kate Adams </p><p>of Honeywell International</p><p>Plus: the NLRBs New gc comes out swiNgiNg the LoNg, stRaNge LitigatioN oveR datatReasuRy</p><p>the number of female toP legal </p><p>officers at big comPanies has grown, </p><p>but slower than some wish</p><p>by sue reisinger</p><p>the number of female toP legal </p><p>officers at big comPanies has grown, </p><p>but slower than some wish</p><p>by sue reisinger</p><p>QG_Cover;17-revoked.indd 1 3/6/14 12:41 PM</p></li><li><p>RESOLVE Faster.</p><p> | 1.800.778.7879</p><p>With other arbitration organizations it can be hard to tell. Your case management fees may be dependent on the length of your case or tied to </p><p>the arbitrators compensationleaving your final case management costs unknown. AAAs fees are transparent. You can learn more </p><p>about our fees at</p><p>2014 American Arbitration Association, Inc. All rights reserved.</p><p>C2pCC0414.indd 2 3/5/14 9:22 AM</p></li><li><p>03pCC0414.indd 3 2/28/14 3:04 PM</p></li><li><p> 2013 Thomson Reuters L-386969/10-13</p><p>Thomson Reuters and the Kinesis logo are trademarks of Thomson Reuters.</p><p>PUTTING YOU AT THE CENTER OF SMARTER, FASTER BUSINESS LAW RESEARCH.</p><p>The Business Law Center on WestlawNext combines unequaled search </p><p>power with best-in-class resources to put everything you need in one place </p><p>so identifying the most accurate, relevant information is faster and easier. </p><p>That puts you right at the center of business law research to help ensure the </p><p>highest quality results. The Business Law Center on WestlawNext delivers:</p><p> Enhanced search capabilities</p><p> Unmatched depth and breadth of information</p><p> Dedicated Experts On-Call support team</p><p>For more information or a demo, call your Thomson Reuters </p><p>representative or visit</p><p>Introducing the Business Law Center on WestlawNext</p><p>REUTERS/Nicky Loh</p><p>004pCC0414.indd 4 3/5/14 9:44 AM</p></li><li><p>5Contents</p><p>MORE: &lt; &lt; &lt; &gt; &gt;</p><p>in the news this month</p><p>13</p><p>Today women are leading the legal departments at 21 percent of fortune 500 companies, compared with 17 percent in 2009 and only 15 percent a decade ago [Womens Work, page 90].</p><p>20171615</p><p>Features</p><p>90 women at the topWomen have made slow but steady progress rising to the top of Fortune 500 legal departments. Until last year, when (for the first time) the number dropped. By Sue Reisinger</p><p>98 the 11-year warAt more than a decade (and counting), few litigations can match the lengthand the strangenessof Data-Treasury Corporations twisted legal saga.</p><p>By Jan Wolfe </p><p>4 2014</p><p>Cover story 90</p><p>inBoX 13 theyre Baaack The new NLRB and its full-fledged GC have taken on Wal-Mart, alleging retaliation. </p><p>By Rebekah Mintzer</p><p>14 GamersIn-house lawyers are playing games and learning about ethics and compliance. By Sue Reisinger</p><p>16 youre out!Against a backdrop of turnover at the top, two high-profile GCs were shown the door. By Sue Reisinger</p><p>17 preet speaksThe U.S. attorney in Manhattan talks about going after banks and bankers. By Julie Triedman</p><p>P05_TOC;14-revoked.indd 5 3/6/14 2:25 PM</p></li><li><p>6&lt; &lt; &lt; &lt; MORE:</p><p>Contents</p><p>april 2014 Corporate Counsel</p><p>4 2014</p><p>DEpartmEnts</p><p>23 deals &amp; suits Suntory gets into bour-bon with Jim Beam; Google dabbles in household products.</p><p>59 canadian deals A Toronto real estate company consolidates control; Fortis looks again at the U.S.</p><p>63 moves Halliburton snags a Big Law litigation chief. Scheck Industries hires a woman who knows construction law. And a former TV Guide Network lawyer goes home.</p><p>87 dc WatchFive agencies are sup-posed to implement the new Volcker Rule. Whos in charge?</p><p>Columns 71 from the expertsAs companies expand globally, managing their workforces across borders grows ever more complicated. </p><p>By Bill Wright </p><p>and Celia Joseph</p><p>77 in-house tech The state of the art of e-discovery, at least how its seen by the courts.</p><p>By Cecil Lynn and Lauren </p><p>Schwartzreich</p><p>110 outboxThe Bitcoin Founda-tions general counsel has had a wild ride this year. And its not over.</p><p>By Marlisse Silver Sweeney</p><p>&gt; &gt; &gt;</p><p>also</p><p>10 Editors NotE </p><p>cover photo by jordan hollender 87 63 63</p><p>2323</p><p>71</p><p>Call it</p><p>The Business Magazine For In-House Counsel April 2014</p><p>progress</p><p>Plus: the NLRBs New gc comes out swiNgiNg the LoNg, stRaNge LitigatioN oveR datatReasuRy</p><p>Katherine Kate Adams </p><p>of Honeywell International</p><p>Plus: the NLRBs New gc comes out swiNgiNg the LoNg, stRaNge LitigatioN oveR datatReasuRy</p><p>the number of female toP legal </p><p>officers at big comPanies has grown, </p><p>but slower than some wish</p><p>by sue reisinger</p><p>the number of female toP legal </p><p>officers at big comPanies has grown, </p><p>but slower than some wish</p><p>by sue reisinger</p><p>QG_Cover;17-revoked.indd 1 3/6/14 12:41 PM</p><p>Corporate Counsel (ISSN 1524-7597) is published monthly by ALM Media, LLC. Chief Executive Officer: Bill Carter. Main office: 120 Broadway, New York, NY 10271, (212) 457-9400; Subscription rates: free to general counsel and staff attorneys upon direct request; all others $169 for one year (12 issues). For Canadian and foreign subscriptions, the rate is $245. The publisher reserves the right to determine qualification for free subscriptions. Periodicals postage paid at New York, NY, and additional mail-ing offices. POSTMASTER: Send address changes to: Corporate Counsel, Subscription Department, P.O. Box 5080, Brentwood, TN 37024. Please allow 46 weeks for address changes. Subscription inquiries: Subscription Department, (615) 850-5320 or Advertising inquiries: Mike Medwig,; (212) 457-9470; fax (646) 822-5035. Current and back issues are available exclusively from this office.</p><p>Vol. XXI, No. 4, April 2014. Copyright 2014 ALM Media Properties, LLC. All rights reserved. Further duplication without permission is prohibited. The Copyright Act of 1976 prohibits the reproduction by photocopy machine or any other means of any portion of this issue except with the permission of the publisher. For permission to photocopy or to use material from Corporate Counsel electronically, please contact Syndia Torres, director of reprints, at (347) 227-3382 or, or the Copyright Clearance Center, Inc., at (978) 646-2777 or CCC is a not-for-profit organization that provides licenses or registration for a variety of users.</p><p>P05_TOC;15.indd 6 3/6/14 2:55 PM</p></li><li><p></p><p>Even the biggest crisis can be contained.In business, labor and employment problems can be devastating. Which is why, for decades, our attorneys have led clients through the most complex workplace matters. We provide calm and direction, no matter how great the challenge.</p><p>Keep your business moving forward.</p><p>No matter what stands in your way. </p><p>07pCC0414.indd 7 2/28/14 3:09 PM</p></li><li><p>How To Reach Corporate Counsel Letters to the Editor: To respond to an article, write: Corporate Counsel, 120 Broadway, Fifth Floor, New York, NY 10271; fax: (646) 822-5140; email: </p><p>Press Releases: Send press releases to Editorial Assistant, Corporate Counsel, 120 Broadway, Fifth Floor, New York, NY 10271; fax: (646) 822-5140; email: To subscribe or to inquire about your subscription, call (877) 256-2472; </p><p>write: Corporate Counsel, Subscription Department, 4 Metrotech, Brooklyn, NY 11201; email: Advertising/Media Kits/Calendars: To advertise or to receive information, call Scott Pierce at (212) 457-7930; fax: (646) 822-5109; </p><p>write: Corporate Counsel, Advertising Department, 120 Broadway, Fifth Floor, New York, NY 10271; email:</p><p> Editor in ChiEf Anthony Paonita ExECutivE Editor David Hechler Art dirECtor, Alm Tegist Legesse SEnior EditorS Brian Glaser, Judy Lopatin SEnior dirECtor of rESEArCh Jennifer Tonti SEnior rEportEr Sue Reisinger StAff rEportErS Rebekah Mintzer, Andrew Ramonas, Lisa Shuchman ASiA Editor Anthony Lin photo EditorS Alden Gewirtz, Maggie Soladay (on leave) ASSiStAnt Art dirECtorS Paul Dilakian, Roberto Jimenez dAtA AnAlyStS Tom Broucksou, Russell Miskiewicz rESEArCh ASSoCiAtES Elaine Miraglia, Craig Savitzky Contributing WritErS Chelsea Allison, Jenna Greene, Celia Joseph, Cecil Lynn, Lauren Schwartzreich, Marlisse Silver Sweeney, Ross Todd, Julie Triedman, Jan Wolfe, Bill Wright </p><p>* * * * * *</p><p> viCE prESidEnt/Alm Editor in ChiEf David Brown EditoriAl ASSiStAnt Tasha Norman</p><p>* * * * * *</p><p> viCE prESidEnt/group publiShEr Scott Pierce viCE prESidEnt, CorporAtE AdvErtiSing Eric Biener CorporAtE ACCount mAnAgErS Barrie Harmelin, Brian Klunk, Marnie Maroney, Joe Pavone, Jai Wallace lAW firm ACCount mAnAgErS Suzanne Craven, Tracey Goldvarg, Jennifer Jones lAW SChoolS/lEgAl rECruitErS ACCount mAnAgEr Roseann Agostino AdvErtiSing CoordinAtor Nikita Parikh</p><p>London office mAnAging dirECtor/intErnAtionAl lAW firm diviSion Danny Collins, London office ( tEl: 44 (0) 207 766 5241 fAx: 44 (0) 207 766 5244</p><p>* * * * * *</p><p> buSinESS mAnAgEr Lou Finocchiaro CirCulAtion dirECtor Shane Molloy group ACCount mAnAgEr Judy Weiss (347) 227-3140 ( SubSCription CuStomEr SErviCE (800) 755-2773 ( rEprintS Syndia J. Torres (347) 227-3382 ( liSt rEntAl informAtion Danny Grubert (914) 925-2400</p><p>* * * * * *</p><p> SEnior produCtion mAnAgEr John Cusmano produCtion CoordinAtor Sam Wong</p><p>* * * * * *</p><p> viCE prESidEnt/opErAtionS Abby De Millo viCE prESidEnt/EvEntS Henry Dicker viCE prESidEnt/rESEArCh And Continuing EduCAtion produCtS Kevin Iredell</p><p>ALM SenioR MAnAGeMenT prESidEnt/CEo Bill Carter SEnior viCE prESidEnt/ChiEf opErAting offiCEr Kevin H. Michielsen SEnior viCE prESidEnt/ChiEf finAnCiAl offiCEr Eric F. Lundberg SEnior viCE prESidEnt/ChiEf mArkEting offiCEr Lenny Izzo SEnior viCE prESidEnt/digitAl Jeff Litvack SEnior viCE prESidEnt of SAlES Kevin J. Vermeulen SEnior viCE prESidEnt/Editor in ChiEf Aric Press viCE prESidEnt/rEAl EStAtE mEdiA Michael Desiato</p><p>P08_Masthead.indd 8 3/3/14 3:30 PM</p></li><li><p>09pCC0414.indd 9 2/28/14 3:03 PM</p></li><li><p>It dawned on me a few years ago. a couple of In- house lawyers from a large company in the Midwest were in town. They were regular readers of the maga-zine (this was before our website was a daily news oper-ation), and they wanted to meet for lunch.</p><p>We went to a new Italian place near our offices in Manhattan and had a terrific meal: sleek atmosphere, good food and intelligent conversation. Now Ill confess. We New Yorkers grow up with certain preconceptions about people from cities smaller and supposedly less cosmopolitan. Its wrong, I know. And I was shown just how wrong I was when these lawyers talked about how the global nature of their company influences how they do their jobs. As the meal progressed, I found out that one of them was involved in a dual-national marriage, shuttling back and forth to Italy every couple of weeks. And the other had lived in more places than Id ever hope to visit.</p><p>In fact, in one short afternoon I got the impression that our readership was widely traveled and had con-cerns far beyond the borders of the United States. And by now, its become a clich. Todays corporate counsel needs to keep track of different privacy regimes, anti-bribery laws, and European Commission directives, as well as how sourcing concerns might blow up the next </p><p>shareholder conference.So this past winter it was interesting </p><p>to see how our across-the-pond friends live and work. The occasion was a conference given by the U.K.based law firm Eversheds for their Euro-pean clients in Copenhagen. In some ways, theyre remarkably like their </p><p>American counterparts. They fret about costs, theyre look-</p><p>ing for ways to trim expenses and theyre trying to think about novel ways of deliver-ing their services.</p><p>In other ways, though, theyre not as far along as an established corporate institution as their </p><p>American versions. Part of it is cultural: Few countries are as lawyered-up as the United States. So theres less litigation risk, there are fewer go-to-the-mats lawsuits, and class actions are not much of a concern. And big, established corporate legal departments are a newer phenomenon.</p><p>A lot of the conference was devoted to, for want of a better term, internal press relations. How to show your worth to the corner office. How to condition your business-side colleagues to rely on your advice. How to communicate to the company what exactly the depart-ment is there for in the first place. As a legal journalist who sees the legal departments worth as every day as ATMs and the Internet, it was a enlightening to me to see how much Americans have evolved, and how much our ever-smaller world still doesnt move in lockstep.</p><p>THIS MoNTHS CovEr STorY, HoWEvEr, SHoWS A facet of the U.S. corporate legal department thats seen slow evolution. Women now account for about one in five top company lawyers in the U.S., but women have been almost half of American law school classes for decades. Theres a disconnect there.</p><p>Progress had been steady, but stalled recently. Theres an interesting theory behind that, though. Some analysts see it as a sign of progress for the legal depart-ment in general. once the province of lawyers seeking a gentler work/life balance, going in-house has become just as prestigious, and perhaps as much of a pressure cooker, as life in Big Firm law. So more men are pouring into the top slots.</p><p>Check out Sue reisingers story, with her profiles of women attorneys who have made it to the top. You can find it on page 94.</p><p>ViVe la Diffrence</p><p>4 2014eDitorsnote</p><p>Anthony</p><p>ton</p><p>y g</p><p>ale</p><p>P10_Ed Notes;6-revoked.indd 10 3/4/14 1:47 PM</p></li><li><p>011pCC0414.indd 11 3/5/14 12:11 PM</p></li><li><p>SEDGWICKRULE #72</p><p>At Sedgwick, we take the time to know our clients as people, whats going on with their company, and the impact a case can haveon them, their people and their business. First, we listen to our clients. Then, we become their voice.</p><p>ITS IMPOSSIBLE</p><p>TO BE AGREAT </p><p>LAWYERAND A</p><p>LOUSYLISTENER.</p><p>12pCC0413.indd 12 2/28/14 2:41 PM</p></li><li><p>13</p><p>InBoxMORE: &lt; &lt; &lt; &gt; &gt;</p><p>P13_Inbox;18-revoked.indd 14 3/4/14 1:43 PM</p></li><li><p>15</p><p>INBox</p><p>Corporate Counsel april 2014</p><p>4 2014d</p><p>av</p><p>id l</p><p>ivin</p><p>gs</p><p>ton</p><p>/ge</p><p>tt</p><p>y i</p><p>ma</p><p>ge</p><p>s</p><p>In the end It was the Los angeLes County Health Departmentnot intellectual property lawthat forced Dumb Starbucks to close.</p><p>The satirical pop-up coffee shop opened in Los Angeles in February, garnering tons of media attention because it had the look and feel of a real Starbucksbut the word Dumb preceded the name on everything from a Dumb Frappuccino to a Dumb Venti. The shop turned out to be a publicity stunt by Comedy Central TV show host Nathan Fielder, whose show, Nathan for You, revolves around Fielder giving prank advi...</p></li></ul>