Second Quarter Committee Newsletter
Upcoming ACC Meetings
ACC's Corporate Counsel University®
May 21-23, 2008, San Francisco, CA
New to in-house? ACC's Corporate Counsel University is for you! We know that providing legal services inside an organization, becoming deeply engaged in meeting business needs, and thriving in a new corporate culture poses a whole different set of challenges. Open only to in-house counsel, Corporate Counsel University® will give you the tools to excel in this new environment. For more information, or to register for this conference, please visit http://ccu.acc.com/.
ACC Europe's 2008 Annual Conference
June 1-3, 2008, Madrid, Spain
ACC Europe's 2008 Annual Conference represents an unparalleled opportunity for in-house counsel to exchange valuable knowledge and expertise among peers and continue the dialogue that allows our association to strengthen the in-house profession in a pan-European and global perspective. For more information, or to register for this conference, please visit http://www.tcp-events.co.uk/accmadrid/.
Mini MBA for In-house Counsel
June 9-11, 2008, Boston University’s Executive Leadership Center, MA
The Mini MBA for lawyers explores the essential business skills that enhance and sharpen a lawyer’s management knowledge in critical MBA disciplines: Accounting, Finance, Strategy, and Organizational Behavior.
For more information, or to register for this conference, please visit http://www.acc.com/minimba/.
ACC's 2008 Annual Meeting
October 19-22, Washington State Convention & Trade Center, Seattle, WA. For more information, or to register for this conference, visit http://am.acc.com/conference_program.cfm.
New Resources:
2007 Association of Corporate Counsel Chief Legal Officer Survey
Description: Chief legal officers and general counsel continue to spend the majority of their time on corporate transactional work as one of their top three areas of focus, followed by compliance When asked to identify the next “big issue” they will face, respondents identified “document/records management issues,” and “staff recruiting/retentions/training” as the two most important ones. To read the entire survey, please visit http://www.acc.com/resource/v9690.
ACC Blog
Read our bloggers' posting, express your own opinions, or merely peruse the dialogue. ACC's blog is the place for you to jump in and reallyhelp us make it by in-house counsel, for in-house counsel. Check it out at acc.com/blog
ACC Green-house Counsel
Green-house Counsel - ACC's Green Tip of the Week
Greener homes and lifestyles are in the spotlight these days, but what about the other place most of us spend so much of our time--our offices? Some simple changes in our routines could save not only energy and resources, but also money in the workplace. Every ACC member can implement these small steps and the rewards could be huge. ACC's new online feature, Green-house Counsel, will provide weekly resources, tips and facts to help you persuade your company to adopt environmentally friendly (and often cost-effective) policies. acc.com/gogreen
ACC’s International Practice Almanac
For in-house attorneys who need information on practice requirements in over 30 countries around the world, the International Practice Almanac is a catalog of certified digests that answer twelve important questions for each of over 100 jurisdictions. Rather than expending large amounts of time and money researching global practice regulations, the IPA offers a quick, easy reference in an electronic, downloadable format. www.acc.com/ipa
New InfoPAKSM: Small Law Department Human Resources Manual
Meritas, a sponsor of the Small Law Departments Committee, has developed this InfoPAK to help ACC members be aware of some of the differences in employment law in different states in the United States, Provinces in Canada, Europe, Mexico, and the United States. Recently added sections include: Austria, Bulgaria, Czech Republic, Denmark, Poland, Spain, Sweden, and the United Kingdom.
Updated InfoPAKSM: Homeland Security
Produced by Piper Rudnick LLP, this InfoPAK is intended to raise the in-house counsel’s awareness of the legal issues that have arisen in light of the nation's heightened attention to home land security.
Two new attorneys in the legal resources department:
Sabrina Bosse joined ACC in April 2007, and currently serves as assistant general counsel in the legal resources department. Sabrina received her BA in 2000 from Gettysburg College where she graduated Magna Cum Laude and was a member of Phi Beta Kappa. After college, Sabrina joined the Department of Justice’s Antitrust Division in Washington, DC where she served as a paralegal specialist, followed by two years as a litigation paralegal with Ropes & Gray, LLP.
In 2006, Sabrina received her JD from Villanova Law School. During her second and third years of law school, Sabrina clerked at a small law firm specializing in insurance litigation. She also clerked at the Environmental Protection Agency, Office of Legal Counsel for a semester-long externship. Finally, Sabrina was a member of the Villanova Sports & Entertainment Law Journal and wrote a case-note that was published in the spring of 2006. Sabrina is licensed to practice in Virginia.
Lillian Moyano Yob is a new ACC assistant general counsel in the legal resources department. Prior to joining ACC fulltime, Lillian provided consulting services to ACC, authoring several Leading Practices Profiles and InfoPAKSSM, as well as providing other legal services. As an attorney-editor for LexisNexis, Lillian drafted caselaw summaries designed to expedite caselaw research. Lillian also served as team leader and staff attorney at the US Commission on Civil Rights where she lead the production of fact finding hearings and reports on racial and ethnic tensions in the United States.
After graduating from Notre Dame Law School, Lillian practiced commercial law with Phillips McFall in Oklahoma City, and worked at both the Judge Advocate General’s Office and at the Equal Employment Opportunity Office of the US Army's Southern European Task Force in Vicenza, Italy.
Both Sabrina and Lillian will work with Karen Palmer, associate general counsel, on the development of InfoPAKs, Leading Practices Profiles, surveys and other legal resources, and serve as liaison between ACC committees and the legal resources department.
ACC Alliance Partner Spotlight – Trusted Solution Providers for ACC Members
IntraLinks – Secure Online Workspaces
IntraLinks offers corporate legal departments a better way to manage the exchange and storage of their company’s most confidential and sensitive information. An IntraLinks On-Demand Workspace™ is a flexible virtual environment where you control and monitor access to your confidential information.
WeComply – Online Compliance Training
WeComply’s ever-expanding library of online compliance training programs includes new programs on “Fraud Awareness and Detection,” “Information Security,” “Healthcare Fraud and Abuse,” and “Whistleblowing.” WeComply is pleased to offer ACC members either 100 free training credits to apply to any WeComply training program, or $1,500 in content-customization services on any purchase of 500 or more credits.
Visit www.acc.com/alliance for information on these and other ACC Alliance Partners.
Tap into ACC’s Global Network through MemberToMember
You’re invited to join the nearly 3,000 ACC members who have volunteered to share their knowledge on more than 100 substantive law issues with other members in ACC’s MemberToMember network. This unique online peer-to-peer community links you to other members seeking guidance by learning best practices from real-world applications. Participate as a volunteer expert or use MemberToMember the next time you run into an issue where advice from another in-house attorney might prove to be beneficial. Tap into ACC’s global network today for practical solutions and ideas to better serve your company. Questions and/or recommendations can be sent to ACC Membership.
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New Committee Alert: ACC Welcomes the Real Estate Law Committee
NOTE FROM THE COMMITTEE CHAIR
We are now officially a committee! I am pleased to announce that ACC has officially approved the establishment of the Real Estate Law Committee, and I am happy to serve as its initial chair. Our committee leaders helped draft and prepare a charter, which was recently approved by ACC and is available on our committee’s website.
We held our first official meeting in March, and we elected officers and chairs of each of our subcommittees. The initial officers of the committee are: chair, Jason Maxwell (corporate counsel of Hines); vice chair, Scott Carter (senior vice president and general counsel of Franklin Street Properties); and secretary, Jeff Kaiser (vice president and assistant general counsel of Trefoil LP). We expect that the leadership will soon have the committee up and running like a fine-tuned machine.
Please join a subcommittee. I encourage everyone interested in doing so to contact one of the following subcommittee chairs directly via email:
• REITs: Mark M. Liu
• Real Estate Investment Funds (Non-REIT): Elizabeth A. Whitman
• Acquisitions, Dispositions, and Financing: Alan Adamson, Tracey P. Rice, and Bernard Bittner
• Construction and Development: Sherry M. Terrell-Webb, Russ Toates, and Charles W. Cobb
• Leasing: Richard C. Belthoff and William E. Myers
• Environmental, Government Regulation, and Land Use: Ann-Lewise Shaw
• Membership: Adelle K. Mize
Each of these subcommittees has held, or will soon be holding, their initial organizational meetings. They will also be working on ideas for programs and InfoPAKsSM and would welcome new members or additional input.
Survey
One of our first actions in connection with the formation of the committee was to prepare and distribute a member survey. We had a good response rate, and the initial interest shows that ACC’s membership has desired a Real Estate Law Committee to serve its needs. We have had significant early interest, and we hope to convert this interest into excellent programs and other activities very soon.
Ideas for Programs/Webcasts/InfoPAKs?
While we will be looking to each of our substantive subcommittees to generate ideas and programs for the committee in each of their respective areas, we are actively seeking suggestions and offers of assistance to put together new programs, webcasts, InfoPAKs, checklists, and other items of interest. If you have any suggestions, please contact our vice chair, Scott Carter, who is responsible for the committee’s programs.
Annual Meeting Program
We are also pleased to announce that the committee will be sponsoring its initial Annual Meeting program this year in Seattle, entitled, “Negotiation of Commercial Real Estate Leases.” Jeff Kaiser has volunteered to serve as the organizer and coordinator for the program. Please contact Jeff directly if you wish to assist in preparing this program. We think that it is a topic of interest not just to committee members, but that it will also be well received and well attended by the ACC membership as a whole.
Listserv
The Real Estate Committee also offers a Listserv, where you can communicate with the rest of the committee for such purposes as posing questions, asking for referrals, or obtaining lessons learned from your peers. In addition, ACC uses the Listserv to provide reminders and other valuable communication regarding the committee’s activities to its members. The information is not shared with any vendor or non-ACC members, and it should be used with discretion. If you are not already a member, I encourage you to use this resource. Follow this link to subscribe to the committee listserv. Please contact myself or Sabrina Bosse at ACC if you have any questions.
Regular Monthly Meetings
Legal Quickie presentations (short presentations on emerging trends and decisions) are offered as part of the agenda for the ACC Real Estate Law Committee’s regular monthly teleconference, scheduled every third Thursday at 3:00 PM Eastern.
The next teleconference will be held on Thursday, May 15, at 3:00 PM Eastern.
To join the Real Estate Committee teleconference, please dial toll-free 866.846.3997. To obtain pass code information, please access the teleconference schedule. Please contact Sherrese Williams or Sabrina Bosse at ACC if you have additional questions.
Best regards,
Jason Maxwell
Chair, ACC Real Estate Law Committee
Past Legal Quickie
A committee meeting was held on April 17 at 3:00PM Eastern. Luckey McDowell, of the Dallas office of Baker Botts LLP, presented a Legal Quickie on “Tenant Bankruptcy Issues,” which was a very timely topic given today’s uncertain economic environment.
Archived Webcasts
Managing International Real Estate Portfolios
Additional ACC Resources from the Virtual LibrarySM
Real Estate Transactions for Corporate Counsel
Real estate is a basic part of doing business, whether your employer owns, leases, or subleases facilities. Learn the law from your in-house peers who have of necessity become real estate law experts, and discover the key considerations and potential traps that every in-house attorney must know for basic real estate transactions and managing your company’s real property assets.
The following sample forms, addressing a number of different topics, are available in ACC's Virtual Library:
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New Committee Alert: ACC Welcomes the Corporate Compliance & Ethics Committee
NOTE FROM THE COMMITTEE CHAIR
In February 2008, the ACC Board approved the Charter of the Corporate Compliance & Ethics Committee. The CCEC’s goal is to explore and promote current approaches to corporate ethics and compliance, and to be a resource for ACC members whose practice involves domestic or international corporate compliance and business ethics issues. Monthly meetings are held on the 3rd Tuesday of every month at 1:30 PM Eastern time. Our next meeting will be on Tuesday, April 15, 2008 at 1:30 PM Eastern time.
On May 15, CCEC will present a webcast, “Mitigating Risk”, sponsored by Intralinks, an ACC Alliance Partner. The webcast will explore various aspects of analyzing risk and risk mitigation, including a look at risk analysis in the current regulatory environment and its affect on the general counsel’s role. We will also look at a case study of an in-house counsel’s experience on mitigating risks within their organization. Anyone interested in more details or in participating as a speaker in the webcast should email Kimberly White, chair, or call 847. 664.3029.
ACC Practice Profiles are a helpful resource to in-house counsel. A profile currently in development of interest to our committee is on the topic of "Corporate Political Activity." The profile will feature successful practices in use by various ACC member companies and will focus on campaign finance, lobbyist relations and registration, and public sector gifts and entertainment. If you are interested in sharing your company's story as part of the compilation of successful practices (which can be either for attribution or not), please email Jack Hansen, vice-chair, for further details or call 781.784.3972.
Upcoming Webcasts
Adding Value by Mitigation Risk
Please visit http://webcasts.acc.com for the date and time.
This webcast will focus on:
- How to evaluate the cost of risk, and what risk is worth mitigating;
- The regulatory environment, particularly as relates to the Sarbanes-Oxley discussion of having control in place and how this affects the GC role;
- Audit Trails. Keeping track of who touches which documents at what time;
- Document Lock-Down. Ensure only appropriate individuals have access to certain documents;
- Central Repository. Documents can be filed all over an office. Know where your documents are, be able to find the most up-to-date version, and ensure "institutional knowledge" does leave when an employee does; and
- Case Studies. Find out how two in-house counsel teams changed the way they do business and helped lower risk within their organization.
Archived Webcasts
Benchmarking Compliance, Risk and Anti-corruption Efforts – How Does Your Company Compare?
Every company has its own approach to ethics, compliance, risk, and anti-corruption. How does your company compare? During this one-hour webcast the presenters discussed and compared companies both within their industries as well as by company size, governance structure, and where they operate.
A Guide to Wage and Hour Compliance in 2007: Cutting-Edge Strategies
Wage and hour class actions have emerged as one of the most significant employment law trends of this decade. They out number all other employment class actions combined, and with more than 80 percent of employers out of compliance with federal and state laws, this trend will likely continue.
May 2008 Teleconference
Please join ACC's Corporate Compliance & Ethics Committee for the monthly teleconference on Tuesday, May 20, 2008 at 1:30 PM Eastern.
If you are interested in participating on these monthly calls, or if you wish to assist the committee with planning activities and resources, contact the chair of the Corporate Compliance and Ethics Committee. This committee’s strategic planning council teleconferences are held on the third Tuesday of each month at 1:30 PM Eastern.
To join the Corporate Compliance & Ethics Committee teleconference, please dial toll-free 1.866.846.3997. To obtain pass code information, please access the teleconference schedule. Please contact Sherrese Williams or Lillian Moyano Yob at ACC if you have additional questions.
2008 Annual Meeting
A slate of proposed programs was submitted on behalf of the committee and the following are the sessions that were accepted and which the committee is solely or jointly responsible for:
• A Practical Approach to Compliance Challenges in the International Arena;
• Gotcha! Top Ten Employer Compliance Mistakes; and
• The Government Investigator is Knocking: Now What?
Developments and Trends in Corporate Compliance and Ethics
N.J. Court Rules Lawyers Must Report Colleagues' Known Misdeeds
A lawyer has a duty to blow the whistle on another lawyer's wrongdoing of which he has knowledge, even if the victim is not a client, a New Jersey appeals court recently ruled. But the panel stopped short of deciding whether something less than actual knowledge can trigger a duty to report misconduct to ethics authorities. The ruling allows a claim to go forward against a lawyer who is alleged to have known that another lawyer stole money from estates for which he served as the executor/administrator.
GCs Get Optioned Out Over Backdating
The backdating scandal –– which covered a decade starting in the late 1990s –– shook in-house lawyers with unprecedented force. The Recorder surveyed 39 Silicon Valley companies that restated financial results because of backdating and found that just three general counsel still remain in their positions at those companies. "I can't think of another industry–wide crisis that hit so hard on general counsel," observed a white-collar defense lawyer who is set to join the US Attorney's Office.
AGs Tell Companies: Shred It, or Regret It
Shred it, or regret it: that's the message that attorneys, and state and federal authorities, are sending out to companies that throw sensitive and confidential information into the trash, an illegal yet widespread practice that has triggered litigation and legislation in several states.
For example, Texas Attorney General Greg Abbott has filed six lawsuits against companies in the past year, including CVS Caremark Corp., RadioShack Corp., and Select Medical Corp. alleging illegal disposal of records. Most recently, Abbott announced a judgment on March 26 against CVS, which will pay $315,000 and overhaul its information security program to settle claims that hundreds of customer records were dumped behind a CVS store in Liberty, Texas.
Corporate Counsel Fight IRS on Key Work Product Protection Case
The Association of Corporate Counsel and the US Chamber of Commerce have joined an aerospace defense company in its court fight with the Internal Revenue Service in a closely watched tax case with work product protection at its core.
Strategy Society The Link Between Competitive Advantage and Corporate Social Responsibility
In this article, the authors propose a new way to look at the
relationship between business and society that does not treat corporate
success and social welfare as a zero-sum game. They introduce a
framework companies can use to identify all of the effects, both
positive and negative, they have on society determine which one
to address; and suggest effective ways to do so.
New ACC Docket Articles
I Tell Them, I Tell Them Not: Deciding When and How to Disclose False Claims Act Lawsuits to Shareholders
Receiving a letter from the US government stating that a qui tam action has been filed against your company can be a nightmare for the in-house attorney ordered to stay quiet about the case. With shareholder litigation on the rise, companies subject to the False Claims Acts need to consider all options and in-house counsel need to prepare themselves for a tug of war between the laws and penalties that exist for violating a seal and those that require the disclosure of information to publicly traded companies.
Business Ethics: Defining the CECOs Role
Jim Nortz discusses the role a chief ethics and compliance officer should play.
Corporate Strategies for Reducing Ediscovery Costs
Legal departments that have been required to comply with the Federal Rules of Civil Procedure concerning ediscovery over the past year have discovered something else the need to focus on the business side of things. In-house attorneys need to figure out ways to balance compliance with the cost of thorough reviews.
Additional ACC Resources from the Virtual LibrarySM
Law, Compliance, and Business Ethics – 2008 Information Technology
Sample law department technology survey.
Record Retention and Disposal Guidelines
This document establishes periods for disposal and retention of business records for internal use. These Guidelines apply to all Records irrespective of the medium in which they exist (e.g. paper, video or audio tape, microfilm or microfiche, or hard drive, disk or other electronic storage device).
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