The FT Global GC 25: Guiding hand of the in-house lawyer

All the general counsel featured here play critical roles both in protecting their companies and enabling them to grow. Those roles are also becoming wider and more complex.

At a time of rapid technological advances and geopolitical uncertainty, the general counsel is often the fulcrum for advice on strategy, dealing with government and steering a sound and ethical course.

Increasingly, general counsel see themselves as champions of sustainability — of profits, people and planet — with a remit to take on social issues.

The legal department is shown here to be a creator of economic value. Many of the general counsel are recognised by their most senior colleagues as sources of competitive advantage. This is reflected in the comments made by the C-Suite executives in these brief profiles.

Above all, these lawyers show how different the in-house branch of the legal profession has become: they are indispensable guides for the chief executive and the board in navigating challenging times.

Accenture

Chad Jerdee
General counsel and chief compliance officer

In 20 years at Accenture, with three in the top legal role, Mr Jerdee has helped drive business growth while maintaining ethical standards. He has converted the company’s code of ethics into a mobile phone app to make training and education more interactive. Under his guidance, levels of inclusivity and diversity have improved, helped by a programme called Persons with Disabilities, which was developed for Accenture’s global workforce of 442,000 people.

Biggest achievement? Helping thousands of people to develop good business judgment and a desire to behave as ethical corporate citizens.

CEO’s view: “[He] is ensuring that our people are aligned to our core values.”

Airbnb

Rob Chesnut
General counsel

Since he became GC in 2016, Mr Chesnut has worked on allaying regulatory concerns that local governments and landlords have about Airbnb’s property rental model. He developed Integrity Belongs Here, an interactive employee programme, to enhance Airbnb’s compliance culture. Mr Chesnut began his legal career as a federal prosecutor in Virginia, where he handled a series of espionage cases, including the prosecution of Aldrich Ames, a CIA officer turned KGB mole.

The GC role in the future? Too many companies have been torn apart by poor ethical behaviour from their leaders: “General counsel [will be] the guardians of an ethical culture.”

CEO’s view: “I can count on him to conquer any challenge I throw at him”.

Amgen

Jonathan Graham
Senior vice-president, general counsel and secretary

Mr Graham is already a leader in the healthcare sector despite being a relative newcomer to the industry, having joined Amgen only three years ago. He navigates a complex set of business, regulatory and intellectual property challenges every day.

Before Amgen, he developed large legal teams as head of litigation and legal policy and head of compliance at General Electric and as general counsel at Danaher Corporation.

What keeps him up at night? The sometimes perplexing conflict of being in one of the most innovative industries, biotechnology, and being excoriated for drug pricing.

CEO’s view: “Jon and I are joined at the hip on virtually every key decision and every significant action at Amgen.”

Andeavor

Kim Rucker
Executive vice-president, general counsel and secretary

Ms Rucker is no stranger to transformative company combinations. As GC at Andeavor, the refining group, she helped in its recent negotiations with Marathon Petroleum to create the biggest crude oil processor in the US. Previously, she helped steer Kraft through its 2015 merger with Heinz. A member of Andeavor’s executive leadership team, she also has responsibility for corporate communications and external affairs. She managed its human resources for a year and provides strategic counselling to the board and chief executive, also playing a key role in its 2017 purchase of Western Refining.

How she sees a GC’s role: Team builder, consigliere and coach.

CEO’s view: What the group “gains from her presence is her ability to elevate the contribution from everyone around her”.

Anglo American

Richard Price
General counsel and company secretary

Mr Price moved last year from private practice law firm Shearman & Sterling into the top legal job at Anglo American, the FTSE 100 company. He has reconfigured the in-house legal function and implemented a strategy that clarifies the roles of in-house lawyers and empowers them to take on more responsibility. He is the first general counsel to serve on the general management committee of the company.

A general counsel’s biggest challenge? The development of practical and user-friendly business advice to a global company in the context of increasing regulation.

Chief financial officer’s view: “Growth in our industry is through the social licence to operate [which] is as much a matter of legal compliance as it is of reputation.”

Associated British Foods

Paul Lister
Director of legal services and company secretary

Mr Lister has led Associated British Food’s 100-plus strong legal team since 2001 and helped increase annual turnover from £4bn in 2000 to more than £15bn in 2017, overseeing 150 acquisitions and disposals. He is responsible for social responsibility activities and led the response to the 2013 Rana Plaza tragedy in Bangladesh when more than 1,100 died, including many workers of a garment supplier to ABF subsidiary Primark.

Biggest achievement? He points to his challenge to the BBC over footage of child labour in a report about Primark. It resulted in an on-air apology after the BBC Trust found it was “more likely than not” the footage was faked.

CEO’s view: “We can travel at [top speed] because our GC is able to apply his legal expertise to our business requirements.”

Bancolombia

Mauricio Rosillo Rojas
General counsel; vice-president legal, corporate affairs and compliance

Mr Rosillo oversees 350 people in one of the largest corporate law departments in South America. He is a member of Bancolombia’s executive committee and is involved in all its strategic decisions. Mr Rosillo was the director of economic and financial regulation at the Colombian ministry of finance. He has a masters degree in economic and commercial law, awarded by the University of Georgia in the US, and is the director of the postgraduate course in financial and capital market law at Javeriana university in Colombia.

Biggest achievement? Achieving recognition for his lawyers to be seen as strategic allies to the business.

CEO’s view: “A competitive advantage to have one of the most knowledgeable [general counsel] in the industry.”

BHP

Caroline Cox
Group general counsel

Since taking the top legal job in 2016, Ms Cox has improved BHP’s approach to risk management, ensuring decisions now take in diverse and non-expert views. She leads a team of 100 lawyers and has introduced opportunities for secondment as well as initiatives to support flexible working and promote good mental health among staff. Before joining BHP in 2014, she was a disputes partner with Herbert Smith Freehills.

A general counsel’s biggest challenge? Weaving geopolitical and local views into a risk approach in a way that enables general counsel to “be bold about doing things differently”.

Chief external affairs officer’s view: “She takes a holistic approach . . . She understands that black letter law [established legal rules] is just one component of a decision.”

Colgate-Palmolive

Jennifer Daniels
Chief legal officer and secretary

Ms Daniels graduated from Harvard Law School in 1988 and her in-house career began with the IBM legal department in 1990. She was the first general counsel appointed by Barnes & Noble — in 2007 — and served as general counsel at NCR from 2010. At Colgate-Palmolive, which she joined in 2014, she has built a nimble legal department, which helps the consumer goods company adapt to the increasing pace of regulatory and market change. She dedicates time to mentoring women in the legal team and other business units.

On the legal profession: A personal bugbear is how the legal profession is not conducive to women’s careers.

CEO’s view: “She understands that our success happens on the ground in the countries where we operate.”

Crown Estate

Rob Booth
General counsel and company secretary

Mr Booth has a broad role at the Crown Estate, from managing the delicate devolution of the Scottish part of the Crown Estate to rolling out the organisation’s Total Contribution methodology, which helps measure its impact on the community. Mr Booth has overhauled the organisation’s executive governance framework and is now refreshing its non-executive governance.

One idea to improve the sector: “Given the real estate industry’s well-publicised diversity problems, tackling them with more vigour would unlock better performance.”

CEO’s view: “Our small (but perfectly formed) in-house legal team is a core part of our business success, governance and brain power.”

DXC Technology

William Deckelman
Executive vice-president, general counsel and secretary

Mr Deckelman oversaw the consolidation of the legal department of Computer Sciences Corp with that of the enterprise services business of HPE when the companies merged to become DXC Technology in 2017. Mr Deckelman, who joined CSC in 2008, has pioneered a system to create and manage commercial contracts.

How the GC role will develop: General counsel will have to create strategies to digitise their legal departments so that they are “agile, lean, learning organisations”.

View of senior vice-president for global sales: “He is an enabler of innovative solutions and capability. You would not find many chief sales officers who would say that about their legal departments in Fortune 100 companies.”

HSBC

Stuart Levey
Chief legal officer

Gamekeeper turned poacher, Mr Levey’s background as a former Department of Justice and US Treasury official has made him determined to “do what’s right”. He joined HSBC in 2012 and led the delicate negotiation of the bank’s deferred prosecution agreement with the US authorities after it was fined for money laundering and sanctions breaches involving a Mexican affiliate.

On maintaining a sense of purpose: “The contribution, however small, that we are able to make to the integrity of the financial system and our national security is an important one.”

CEO’s view: “His creativity and perseverance in addressing the bank’s challenges and his ability to draw on his experience and reputation in and out of government to position HSBC with our stakeholders are an enormous asset to the institution.”

International Finance Corporation

Ethiopis Tafara
General counsel and vice-president

Mr Tafara created a new compliance and integrity unit at the IFC, which sets ethical standards for borrowers. The lender, backed by the World Bank, has provided $265bn for businesses in developing countries since its inception in 1956. He created a global code of conduct that is a template for regulating rating agencies while at the US Securities and Exchange Commission, which he left in 2013.

A general counsel’s biggest challenge? “Convincing business colleagues that the best decisions are not just grounded in legality but must also be guided by morality.”

CEO’s view: “He promotes innovation that enables IFC to develop financial structures and products to create markets for private sector finance across emerging economies.”

Landsec

Tim Ashby
Group general counsel and company secretary

Since Mr Ashby joined Landsec the FTSE 100 commercial property company in 2015, he has steered it through the sale of its stake in the London building 20 Fenchurch Street (the “Walkie Talkie”). Landsec has a strong reputation for corporate governance, which is largely steered by Mr Ashby. He was previously the group general counsel for Mothercare, where he advised the retailer during an insolvency crisis, a hostile bid by its US rival Destination Maternity and changes to the Mothercare management team.

A general counsel’s biggest challenge? To be considered as suitable material for chief executive positions.

CEO’s view: “[His] commercial and legal experience enables us to transact with more speed and certainty than our rivals.”

ManpowerGroup

Richard Buchband
Senior vice-president, general counsel, secretary

The US company ManpowerGroup supplies 3m staff for 400,000 clients and is one of the few recruitment groups to be consistently ranked in Ethisphere, the index of ethical businesses. This is in part because of Mr Buchband. The company holds a large amount of personal data on the people it helps find jobs for and has retained the trust of its stakeholders through its corporate governance, security and risk approaches.

One idea to improve his industry? “Recruiters need to better communicate the contribution they make to the economy and to society through helping people find work.”

CEO’s view: “[He] is our eyes and ears to anticipate issues, and manage risk, bringing decades of listed company experience to our executive leadership team.”

Mercari

Anri Okamoto
General counsel

Ms Okamoto is the youngest general counsel on the list at the age of 33 and is a rising legal star in Japan. She has an integral role in Mercari, an online marketplace where consumers buy and sell second-hand goods. She managed the legal process and many other aspects of the company’s stock market debut in Tokyo this month. She helped Mercari develop from a start-up to become a rare Japanese unicorn — a start-up with a valuation above $1bn.

Biggest achievement? Managing Mercari’s global IPO process. One big challenge was the legal interpretation of the business model, which required negotiations with relevant authorities.

Chief financial officer’s view: “Her contributions allow us to release new products and services in a timely manner and give us competitive edge.”

Procter & Gamble

Deborah Majoras
Chief legal officer and corporate secretary

Ms Majoras has responsibility for a team of 500 and for all legal, government relations and brand protection functions for Procter & Gamble, the multinational consumer group. Ms Majoras joined P&G in 2008 from the US Federal Trade Commission, where she served as chairman, She served at the US Department of Justice antitrust division from 2001-03.

A question for a CEO she admires: Mary Barra, General Motors: “How does she see norms changing around mobility and property ownership and how that will change the transportation industry?”

CEO’s view: “It’s easy to pigeonhole legal as . . . focused on compliance, but that is a myopic view. When legal is truly integrated the possibilities are so much more.”

PTT

Peangpanor Boonklum
Senior executive ­vice-president, general counsel

Ms Boonklum joined PTT, the state-owned energy conglomerate and one of Thailand’s biggest businesses in 2016, after 16 years in private practice. She manages her own team of 60 lawyers and another 60 at other group companies. Her role includes advising the chief executive on strategic growth and acquisitions as well as reputation management. Ms Boonklum, previously a partner at White & Case, sees her role as general counsel akin to doing public service.

Greatest contribution to PTT? Gradually turning the in-house role as an end-process adviser and “regulator” into a business partner.

CEO’s view: “In-depth knowledge and experience along with business acumen.”

Rolls-Royce

Mark Gregory
Global general counsel

During Mr Gregory’s time at Rolls-Royce, the aero-engine maker faced a challenging five-year period of corruption investigations that culminated in a deferred prosecution agreement and fines totalling £671m. After 10 years at Rolls-Royce, Mr Gregory became global GC in 2015 and now takes the lead on challenges from advising on product safety to handling profit warnings and shareholder activism. Rolls-Royce was one of the first FTSE 100 companies to give its largest shareholder, ValueAct, a seat on its board.

On sustainability: General counsel should draw a clearer link between sustainable business and shareholder value.

CEO’s view: “A thought partner for the CEO as we modernise the company . . . A rock for me as we’ve addressed historical issues around [the] SFO investigation and fine.”

Salesforce

Amy Weaver
President of legal, general counsel

Under Ms Weaver’s leadership, US business software company Salesforce’s legal team has developed state of the art privacy programs to protect customer data. On social justice and equality, Ms Weaver and her team successfully lobbied against bills in Indiana and Georgia that would in effect have allowed discrimination against LGBT+ people. Her team has played an important role in the introduction of initiatives to improve the working environment, such as work on equal pay.

What would she improve about lawyers? “Retire the idea that ‘nice’ people cannot be aggressive or effective lawyers. You should never mistake niceness or civility for a lack of strength.”

Chief operating officer’s view: “The legal team have created a culture of integrity, which underpins all of our customer relationships.”

Sempra Energy

Martha Wyrsch
Executive vice-president and general counsel

Ms Wyrsch is one of the most senior executives in Sempra, the energy holding company. She serves on the board of four subsidiary companies and has been a chief executive. Since her arrival in 2013, Sempra has expanded outside its operating sphere of natural gas as well as its base in California, with acquisitions that include the purchase of Oncor, the Texan utility. This expansion has been criticised by an activist investor, although Ms Wyrsch says she welcomes their ideas.

Biggest achievement? “Over 25 per cent of the lawyers who were on the team when I arrived are now serving in business management roles across the company.”

Ex-CEO says: “Her industry experience, business acumen and legal expertise all help give [Sempra] a competitive advantage.”

Silk Road Fund

Hannah Cao
General counsel

Ms Cao, who has worked as a lawyer in private practice and as a banker at the Industrial and Commercial Bank of China (ICBC), straddles a legal and commercial role at the Silk Road Fund. The Chinese sovereign wealth fund has $40bn under management and is focused on infrastructure investment in China, its geographical neighbours and its political allies. The Yamal project, Silk Road’s $27bn flagship deal, saw the fund invest in one of the world’s largest liquefied natural gas (LNG) fields.

A general counsel’s biggest challenge? The inherent tension between acting as gatekeeper and as strategic adviser.

CEO’s view: “The [legal] team proactively takes part in every phase of investments, from the initial strategic planning and structuring to completion and post-closing management.”

Specsavers Optical Group

Srechko Kontelj
Group legal director

Mr Kontelj is an example of a lawyer leading a drive for efficiency that has a wider influence across a company. He introduced automation and technology tools into the legal department of Specsavers Optical Group, the international optical company which have been adopted by other business departments including human resources, finance and marketing. Mr Kontelj considers the legal department an effective incubator for technologies before they are scaled up for use across the business.

How will the GC’s role develop? General counsel “need to take themselves out of their comfort zones” and be willing to take on roles outside their legal responsibilities.

CEO’s view: “He finds creative, entrepreneurial and sustainable ways to drive the business’s ambition and growth.”

Veon

Scott Dresser
Group general counsel and corporate secretary

Mr Dresser was brought in as part of a new executive management team for the telecoms group in 2014 and has helped facilitate its rapid growth and transformation through mergers and acquisitions, such as the merger between Veon’s subsidiary Wind and 3 Italia. Mr Dresser oversaw a complex settlement with Dutch and US authorities over bribery and corruption in Uzbekistan and has changed the way the company approaches litigation, making it active and strategic.

What would improve his sector? The telecoms industry must respond better to a “quantum shift in customer expectations”.

Chairman’s view? “He bundles his knowledge of the law with an excellent business sense, the courage to speak up, and excellent judgment regarding people.”

Virgin Group

Ian Woods
General counsel and chief operating officer

Mr Woods has been with Virgin since 2005, after working as a corporate lawyer at law firm Slaughter and May, and is now responsible for a broad range of functions including people and facilities.

He is part of the executive management committee, and sits on the boards of a number of group companies including Virgin Management, Virgin Enterprise and Virgin Atlantic.

What would he improve about lawyers? All private practice lawyers should spend time working in company law departments in a way that could be part of their formal training.

CEO view: “The organisation, focus and responsiveness of our legal team led by our GC is the best I have seen.”