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Welcome to ACC Michigan's Quarterly Newsletter
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 A Message from Chapter President Jennifer Neumann
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Welcome to another exciting year with ACC-Michigan! In my almost five years as in-house counsel, I have found the Chapter to be an invaluable resource in terms of networking and educational opportunities. I am thrilled to have the honor of being the 2018-2019 Chapter President and I look forward to meeting many more members throughout the coming year!
The Chapter membership has swelled over the last few years, which is great news. The Board's hope this year is that active members will continue to find their participation in the Chapter both professionally and personally satisfying and that those new to the Chapter or who haven't been to many events will join us more often.
We kicked off the year with record attendance at the long-standing November State of the Law half-day seminar hosted by Foley & Lardner LLP. Seminars such as this highlight how much the law continues to evolve and change and that, even though Michigan attorneys don't have CLE credit obligations, it is important to each of us and the companies for whom we work that we stay abreast of the latest. The Program Committee is in the midst of fine-tuning what promises to be an impressive lineup of educational courses over the coming months.
Beyond helping our members stay on top of the changing legal landscape, an equally important role of the Chapter is helping our members make connections in the in-house community The Winter Social at the Cadieux Café will be a great place to catch up with old friends and make new ones - join us! Keep your eye out for information about the Summer Social and, as always, don't miss the Annual Golf Outing - it is a favorite event among our members. These opportunities to get to know your fellow in-house lawyers make it easy to know who to call with the inevitable "silly question" or to seek recommendations or referrals and are priceless should you find yourself interested in a career move.
Finally, the Chapter plans to continue its efforts to put a bit more focus on Pro Bono opportunities as they don't come as readily in house as they do in private practice.
Please reach out if you are interested in becoming more involved with the Chapter. We have several different Committees, each of which has a different focus and we love the energy and ideas new Committee members add!
Like you, my schedule is increasingly and sometimes impossibly busy - yet, I have never regretted making time for the ACC and look forward to what this year has to bring and to seeing familiar and new faces at our events.
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Sarah Mason
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Contracts and Compliance Administrator,
Arbor
Research Collaborative for Health, Ann Arbor, MI
Interview conducted by Belle Pereira and Pervin R. Taleyarkhan, Legal Counsels, Whirlpool Corporation
Member Spotlights highlight ACC members and their careers. ACC Members are chosen at random to be interviewed.
We welcome Sarah Mason, who joins us at ACC as the Contracts and Compliance Administrator at Arbor Research Collaborative for Health.
Hi Sarah - welcome to the ACC! Can you give us an overview of the Arbor Research Collaborative for Health?
Arbor Research is a non-profit research organization based in Ann Arbor, Michigan with approximately 142 employees. Arbor Research Collaborative for Health is committed to improving patient care through research that shapes medical policies and practice. In particular, Arbor Research conducts health outcomes research on chronic disease and end-stage organ failure, with expertise in biostatistical analysis, clinical practice, health economics, public policy, database management and integration, and project coordination. Through research projects that are national and global in scope, Arbor Research's scientific collaborations provide valuable and timely information to the worldwide health care community.
W
hat is your primary legal focus area at Arbor Research Collaborative for Health and how many people are in your legal department?
Right now, I am focused on contracts and compliance, and I serve as the company's Privacy Officer. Arbor Research conducts observational studies in approximately 25 countries as well as receives a majority of funding from US government contracts. I am responsible for drafting contracts in the diverse areas of health care law, including corporate transactions, regulatory compliance, emerging technology issues, and research (human subjects protection, IRB, biospecimen and data repositories, and federal grant systems). I conduct comprehensive compliance reviews of our organization's adherence to law and policy in general but also with a particular emphasis on both US and international privacy and data security laws along with data management policy issues. GDPR has had a significant impact on our organization and has been a major focus of my short time with Arbor Research. We are also currently undergoing HITRUST certification. At the moment, I'm a legal department of one.
How long have you been in this role, and where were you before?
10 amazing months - I absolutely love my job. Before coming to Arbor Research, I was an Assistant Prosecutor Muskegon County, 6th Circuit Oakland County Research Attorney and I've also been a solo practitioner.
Have you always lived in the Michigan area?
A majority of my life, yes. But I enjoy experiencing different cities and have lived in at least 5 different counties.
If not, how long have you lived here and any highlights from where you were before?
I most recently returned to Michigan in 2014. I have also lived in Phoenix, AZ, Las Cruces, NM, Maumee, OH, Montgomery, AL, and Ramstein, Germany.
You have a pretty awesome company bio - can we share it with our fellow ACC members?
Sure!
"Sarah grew up in the 80's and admits to being a Michael Jackson fan and a Trekkie. She saw E.T. at the drive-in movie theater 13 times and studied International Relations at Michigan State University. During her studies, she enjoyed a 6-week program in Mayen, Germany to study culture, language, and beer. After college, Sarah blazed her trail to Phoenix, AZ where she discovered scorpions and dry heat like a mid-westerner girl never knew existed. Next up, was a brief stint in Las Cruces, NM to build a new gourmet coffee sandwich shop from scratch named the, "Red Mountain Café". After that, she jumped into her next logical career choice: Law School (insert chuckle). With a love for public service, Sarah dove into law school on the weekends and worked full-time during the week at the 6th Circuit Courthouse in Pontiac, Michigan as a law clerk. She worked for the court 10+ years specializing in domestic violence and Civil Personal Protection Order enforcement. Sport-wise, Sarah's played tennis, softball, volleyball, rugby with the University of Michigan's women's club team and then became hooked on ice hockey as a goalie for the last 14+ years."
14+ years playing ice hockey is quite a hockey career - tell us more about that!
Ice hockey is my favorite hobby. I play goalie in both men's and women's leagues 2-3 times a week. I started playing after law school in 2004 at the young age of 32 and hope to play another 20 years. I was president for two years for one of the largest adult women hockey leagues in the nation with over 40 teams and 700 hundred members.
You also have another very interesting hobby...
I also started a Stand Up Paddle boarding company before the sport was big in Michigan. I became fired up about SUP after reading a 2010 Outside magazine article about a guy named Bucky McMahon who travelled between islands in North Carolina's Outer Banks on a SUP board. It seemed crazy to me at that time that it was possible to paddle 10 miles a day on just a board between islands. I have since travelled all over the state giving lessons to over a 1000+ people. I've been lucky enough to paddle in places like Costa Rica, Scotland, Switzerland, Germany, Sicily, and Holland. I SUP any chance I can even in the winter! One of my best paddles was on the Detroit River in the middle of February all by myself with 20 knot winds, water temps in the low 50's and swells 3-5 four feet high with the Coast Guard circling over wondering what kook was out on the water.
That sounds amazing! Finally, why did you join ACC - and are there any ACC initiatives or specific committees in which you plan on playing a role?
Working as the only in-house lawyer is new for me and ACC is the most trusted association for not only resources but also connecting members. Right now I am focused on mastering the complexities of my work but I hope to become more active in the near future with the Compliance and Ethics, Information Governance and IT, Privacy, and eCommerce committees.
ACC members, make sure to keep an eye out for Sarah at future events. We think she makes a great addition to the group!
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Our leader spotlight shines brightly on Jennifer Neumann, who has been a member of the ACC Michigan Board of Directors since 2018 and is our new President of the ACC Michigan Chapter. She has also served as co-chair of the Program Committee and been instrumental in providing both fun and educational activities for our members.
Jennifer is Assistant General Counsel at American Axle & Manufacturing, Inc., a global Tier 1 automotive supplier. In this role, she is responsible for managing litigation and employment matters company-wide as division counsel for Driveline Business Unit - AAM's largest Business unit - where she ensures that her stakeholders' global needs are met, providing support as a generalist. Before working at AAM, Jennifer was in private practice focusing on employment counseling and litigation.
What has been your most interesting project?
AAM acquired MPG in April 2017. Working on that and other acquisitions has been exciting, from getting to know the targets through due diligence to then being part of the integration team, all the while working collaboratively with global, cross-functional colleagues.
What has been the most surprising part about being in-house?
Every day I am astounded by the volume and variety of topics that I address. In private practice, it is customary to specialize in a particular area. At AAM, while I maintain some specialization in certain areas, the majority of each day is spent moving from one topic to issue to another - ranging the gamut from, for example, commercial contracting issues to supplier disputes.
What is the best advice that you have received regarding your role as in-house counsel?
The best advice is to keep the interests of the company and its goals in mind when assessing, analyzing, and providing legal advice. It is critical that you understand the strategic goals of your organization so that you are meeting its needs while ensuring compliance with law. As in-house counsel, you are better situated to understand the direction of your corporation than outside counsel.
How have you benefited by being a member of the Michigan ACC Chapter?
ACC Michigan provides the opportunity to network with and gain insight from other in-house counsel. Making those connections has made my professional life as an in-house attorney more fulfilling. Plus, it's nice to have a group of professionals to go to with the "silly" questions.
How has the ACC Michigan Chapter benefited the in-house practice of law?
It provides a forum for educational opportunities and creates a collegial and collaborative environment for Michigan in-house counsel.
What do you do when you are not working?
I like to spend time up north at my family's cottage - my kids are fifth generation up there so it's nice to watch them grow and learn to love it as I do. I also fit in exercise by getting up way too early and either going to Syphus Training, which is high intensity interval training, or on a run with my local running group. I have quite a few half marathons under my belt and two marathons completed - Detroit and NYC - with Chicago next on the list.
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Welcome to the Newest
Members!
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2018 has been a phenomenal year for our member. We've had over 90 new members since April! We want to thank you all for joining and welcome you to the ACC Michigan family!
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Upcoming Events
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ACC MI
Winter Social
December 19, 2018 5:00 PM - 8:00 PM
Cadieux Cafe in Detroit
Let's celebrate another great year for the Chapter and members alike. This will be a great night of food, drinks, and feather bowling - an event you won't want to miss!
What is Feather Bowling?
The game originally was a Belgian pastime akin to horseshoes and bocce. These games have many similarities among them. Though little is known about the exact origin of feather bowling, it is probable that the resemblance of the balls to wheels of cheese is no mistake. The goal is to get more of your team's "wheels" close to the feather than those of your opponents.
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Recent Events
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Annual Golf Outing - A Good Time for a Good Cause
Dawn Reamer
The
21st annual ACC MI golf outing was held on September 17, 2018 at a new location - the beautiful Plum Hollow golf course in Southfield. After golfing on a challenging and picturesque golf course, attendees were able to enjoy a massage, dinner and raffle. There was something for everyone.
The event provided an excellent opportunity to network while raising money for ACC Scholarship Fund. Congratulations to this year's scholarship winners.
- Alexandra Stafford, Michigan State University College of Law
- Catherine Ferguson, Wayne State University Law School
- Giovanna Campagna, University of Detroit Mercy School of Law
- Lawrence T. Hoff, Western Michigan University Cooley Law School
There was one other winner who enjoyed the new venue. Congratulations to
Kiel Smith who won the putting contest. This was the first time that anyone has been able to sink the putt in the history of the event.
Thank you to everyone for contributing to a great cause and a great event.
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West Michigan Symposium
Chris Haven, Meijer
In the early afternoon of Thursday, May 10, nearly 40 in-house attorneys from over a dozen local companies gathered at a venue known as Grid70, a unique collaborative design hub located in the heart of downtown Grand Rapids.
As the program unfolded, the attendees first participated in a session sponsored by HighQ, who facilitated an interactive dialogue with Whirlpool's Chief Patent Counsel, Kirk Goodwin, focusing on the use of technology in legal departments. Later in the afternoon, Warner Norcross and Judd provided substantive guidance on document management and software contracting issues, followed by interactive breakout sessions facilitated by the speakers.
The program culminated with a panel discussion, where chief legal officers from Gordon Food Service, Meijer, Spectrum Health, and Whirlpool fielded questions related to their own personal journeys to the top legal positions within their respective companies. After the formal program concluded, a number of attendees headed down the street to a nearby establishment, Bistro Bella Vita, for a few drinks and appetizers.
Information will be coming soon on the fall West Michigan Symposium. We'll be coordinating the event around Art Prize, so you won't want to miss it!
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Our spring social was held at the new Penguin House at the Detroit Zoo.
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National Article
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ACC Advocates for a Seat at the Table: General Counsel at the Executive Table and the Boardroom
Authors: Mary Blatch, Director of Government and Regulatory Affairs, ACC Stephanie Johnson, Manager, Public Policy and Advocacy, ACC
ACC has launched an exciting new initiative to ensure that general counsel have a seat at the executive table and in the boardroom. Based on our 2013 research report,
Skills for the 21st Century General Counsel, it is clear that CEOs and boards of directors increasingly want the general counsel to contribute to corporate strategy. Additionally, when the general counsel has a seat at the executive leadership table, it shows that a company considers ethics, compliance, and other legal risk considerations to be top of mind.
Despite the clear benefits of securing a seat at the table for general counsel,
ACC's Chief Legal Officers 2018 Survey (CLO Survey) indicates too many general counsel do not have a direct reporting relationship with the CEO and do not regularly attend board meetings. Globally, only 64 percent of general counsel report directly to the CEO, and 73 percent "almost always" attend board meetings.
The CLO Survey includes companies across the globe and of all sizes, but the statistics don't change greatly for US companies or even public companies. In the United States, 70 percent of general counsel report directly to the CEO and 76 percent almost always attend board meetings. Among public companies, 70 percent of general counsel report directly to the CEO and 80 percent almost always attend board meetings.
ACC believes that these numbers are too low. They indicate that too many general counsel find themselves without the information, access, and influence they need to fully contribute in order to ensure their company stays ahead of risk and maintains a healthy corporate culture. By advocating on this issue, particularly to boards of directors and institutional investors, we aim to improve the role and status of general counsel and promote ethics and compliance as vital aspects of corporate culture.
Starting a Movement
Last year, when the National Association of Corporate Directors (NACD) announced that the focus of its annual Blue Ribbon Commission Report would be corporate culture, ACC submitted a white paper detailing how executive reporting and board access for general counsel is a corporate governance matter. In "Leveraging Legal Leadership: The General Counsel as a Corporate Culture Influencer," ACC identifies five key indicators of a general counsel who is well positioned as a key ally in establishing a corporate culture of compliance and ethics:
- The GC reports directly to the CEO and is considered part of the executive management team;
- The GC has regular contact with the board;
- The GC is viewed as independent from the management team;
- The GC advises on issues outside the traditional legal realm, including ethics, reputation management, and public policy; and,
- Business units regularly include the legal department in decision-making.
The ideas in ACC's white paper served as the basis for Recommendation #5 in the NACD Blue Ribbon Commission Report on Culture as a Corporate Asset, which instructs directors to assess whether the chief legal officer or general counsel is well positioned within management and in relation to the board.
In addition to having the role of the general counsel included as a recommendation in the NACD report, ACC has been creating other thought leadership on this subject. ACC partnered with the John L. Weinberg Center for Corporate Governance at the University of Delaware to film a video on the Seat at the Table topic. In addition to ACC President and CEO Veta T. Richardson, the video featured Gloria Santona, former McDonald's general counsel and current board member at Aon plc, and Weinberg Center Associate Director Ann Mulé. The Weinberg Center distributed the video to thousands of influencers in the corporate governance space.
ACC and the Weinberg Center also worked together to interview Kenneth C. Frazier, president and CEO of Merck. Frazier highlighted the significance of a direct reporting line between the general counsel and the chief executive officer, stating that, "If the CEO isn't listening to the lawyers, neither will anyone else in the organization. Setting the appropriate tone from the top is essential."
In response to a public consultation of the United Kingdom Financial Reporting Council (FRC), ACC submitted comments urging a recommendation that general counsel report directly to the CEO and regularly attend board meetings. According to the Chief Legal Officers 2018 Survey, only 47 percent of general counsel in the UK report directly to the chief executive officer.
ACC staff have also engaged in speaking opportunities on the topic of general counsel influence. These include presentations at the SMU Dedman School of Law Corporate Counsel Symposium, NACD Philadelphia, the ABA Business Law Section Fall Meeting, and Ethisphere's Global Ethics Summit.
Most recently, we interviewed Teri Plummer McClure, chief human resources officer and senior vice president of labor for UPS. The Weinberg Center video, the interviews, and more are available at
www.acc.com/governance. Also available on the website are a number of our media placements on this topic, including articles in Law360, Ethisphere Magazine, The Global Legal Post, Le Monde Du Droit, and the Financial Times.
What's Next?
As ACC seeks to further support our positions on the importance of the general counsel, we will be looking to leverage the wealth of data that comes from our annual CLO Survey and other research projects. We are also looking to take the initiative globally. Most areas outside of the United States have lower levels of direct-to-CEO reporting and board attendance among general counsel.
As an ACC member, you can help as well. We would love to hear from general counsel who do not currently report to the CEO or who did not report to the CEO in a prior role. Any stories that illustrate potential pitfalls of reporting arrangements where the general counsel does not have access to the CEO is helpful to us in creating case studies, and of course, we value your privacy and treat this information as confidential. Finally, if you have connections in the company directory or institutional investor communities, you can be of assistance as we look for additional avenues of communicating our message to these constituencies.
Be sure to check out our activities at
www.acc.com/governance
. For more information about ACC's Seat at the Table initiative or if you would like to discuss other issues relevant to ACC advocacy, please feel free to contact the author at
[email protected] or 202-677-4775 or email our team at
[email protected].
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Featured Article
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Jackson Lewis Has A Rich History Of Giving Back To The Community
Marlo Johnson Roebuck, Managing Principal of Detroit/Grand Rapids Offices
Jackson Lewis, founded in 1958, is a preeminent workplace law firm dedicated to its clients and passionate about providing the highest quality, creative and effective representation of employers on the full range of employment and labor law matters, through offices strategically located throughout the country. We provide a rewarding and collegial work environment for the leading attorneys in our field. Our diverse group of 850+ attorneys across the country shares a commitment to teamwork, collegiality and client-first solutions-a commitment that is reinforced by firm leadership.
Giving back is an important component of what makes Jackson Lewis different from the rest. Every three years, in June, we host a weekend of social events for all of our attorneys, their significant others, and their children. This weekend has fondly become known as "June Weekend," and is an opportunity for attorneys and their families to connect with attorneys from other offices as well as give back to community organizations. For the past few June Weekends, we have come together to fundraise and support the following initiatives:
- "A Few Good Bikes": Leading up to the 2011 June Weekend, Jackson Lewis attorneys, staff and their families raised $100,000 as part of a fundraiser called "A Few Good Bikes," which took place in each of the firm's local offices. The funds were used to buy bicycles and to provide assistance to families of the service men and women stationed at Camp Pendleton in San Diego, including those in the First Marine Division. The donation took place at the firm's family weekend event held at La Costa Resort in Carlsbad, California in late June 2011.
- LLS: Leading up to the 2014 June Weekend, the Jackson Lewis family raised $185,000 through a firm-wide fundraising contest to help The Leukemia & Lymphoma Society (LLS) in its mission to cure leukemia, lymphoma, Hodgkin's disease and myeloma, and improve the quality of life of patients and their families. At the end of the weekend, attendees joined together in a replication of LLS's "Light The Night" Walk, which brings together families and communities to honor blood cancer survivors, as well as those lost to the diseases, and to shine a light on the importance of finding cures and providing access to treatments for blood cancer patients.
- LitWorld: The firm raised over $270,000 in support of LitWorld, a global literacy initiative serving children across the United States and in more than 60 countries. LitWorld, which aims to better children's lives through the power of literacy, was founded by Pam Allyn, daughter of the late William Krupman who served as Jackson Lewis Managing Principal from 1975 to 2006. Jackson Lewis announced the launch of its LitWorld fundraising initiative in October 2016 in anticipation of the firm's 2017 "June Weekend" retreat in San Diego.
On a national leave, Jackson Lewis attorneys also provide pro bono support to Wounded Warriors and Susan G. Komen Foundation, to name a few.
Locally, our attorneys in Detroit and Grand Rapids are active in community-based organizations. For example, Marlo Johnson Roebuck has co-chaired a Legal Counseling Ministry at a local church, providing referrals to attorneys for church members with legal needs. She has also been on the Board of Mosaic Youth Theatre, a non-profit performing arts company for youth. Mosaic reports that even though Mosaic students are disproportionately minority and from low-income families, over 95% of Mosaic alumni have been admitted to college, dramatically above the national average for young people of similar backgrounds. Ms. Roebuck is also active with the Wolverine Bar Association's Scholarship Committee. In addition, Tiffany Buckley-Norwood is the current President of the D. Augustus Straker Bar Association (a National Bar Association affiliate), an organization of diverse attorneys, with a mission of promoting legal practice opportunities for minorities and women and to facilitate equal justice for all citizens in Oakland County. She also volunteers with the Legal Aid and Defenders Association and Lakeshore Legal Aid as a pro bono attorney for expungements. She, along with other attorneys in the Detroit office, also regularly participates in "Law Day" sponsored by the Federal Judges of the Eastern District of Michigan each year. Other Jackson Lewis Detroit and Grand Rapids attorneys have held leadership roles in organizations, including but not limited to, Black Family Development (Maurice Jenkins), Invest Detroit and Charles H. Wright Museum of African American History (Roderick Gillum), Family Outreach Council (Timothy Ryan), and Seedlings Braille Books for Children (Emily Petroski).
As you can see, Jackson Lewis recognizes the impact attorneys can have in their communities and is committed to fostering an environment where attorneys are not only encouraged to get involved, but are supported in doing so.
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Thank You to Our 2018 Sponsors
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CHIEF LEGAL OFFICER SPONSOR
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Get Active In ACC Michigan
Get more value from your ACC membership. By participating in a committee, or serving on the Board of Directors, you will meet other Michigan in-house counsel, work on areas of interest, and create a wonderful network of colleagues and friends. Committee meetings are generally by telephone and take only a small amount of time and effort. Please join us!
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