The Texas General Counsel Forum - Making Texas GCs The Best

Saturday, September 1, 2007 - 01:00

The Editor interviews Lee M. Emery, CEO, Texas General Counsel Forum (Forum) and Ron K. Barger, Chairman, Forum, and General Counsel, Archon Group.

Editor: Please tell our readers about your background and professional experience.

Emery: I am the Chief Executive Officer, a new position I filled in 2005 when it was created. I have been an executive in a number of settings, include private companies, non-profits and government. When I joined the Forum, we had a small paid staff and the leadership consisted entirely of volunteers. My role is to integrate the organization and strengthen the infrastructure so we are positioned to continue our great success in Texas and expand outside the state.

Barger: I am the general counsel of Archon Group, a real estate subsidiary of The Goldman Sachs Group, Inc. I became statewide chairman of the Forum in 2007 after serving in 2006 as vice-chair and for a number of years prior to that, as a member of the statewide board. In 2005, I co-chaired the annual conference. I have also been an active member of the Dallas Chapter and previously served as that chapter's Programming Committee chair.

Editor: What were the origins of the Forum?

Emery: In 1997 Roland Castaeda left private practice and became the general counsel of the Dallas Area Rapid Transit Authority, with a law department of about 15 attorneys. Although Roland was an experienced practitioner, he faced a new challenge - running a law department. He had to learn how to manage a staff and interrelate with other executives in his organization.

Roland realized that his experience was similar to that of every new general counsel who has not previously worked in-house. He recognized that in-house attorneys who had moved up through the ranks to become general counsel also needed help as they took on chief legal officer duties. Roland also understood that even seasoned general counsel need help as new technologies and business practices emerge and as the business environment within their companies change.

From that perspective, Roland saw the need for an organization that would provide an opportunity for the leadership of in-house departments to learn from each other about leadership and best management practices. His vision was that the Forum would not only grow in Texas, but would one day become an international organization.

Editor: What is the Forum's mission?

Emery: The Forum's mission is to facilitate communication and information sharing of best practices for legal department management among general counsel, outside counsel and service and product providers, and for improving communication between the legal department and executive management.

Barger: The Forum's success is attributable to the fact that its membership includes so many innovative and dynamic people. It delves into management practices and the dynamics of leadership as opposed to focusing solely on legal issues. Its goal is to distill out of the collective experience of its membership the best management practices for legal departments.

Editor: What is the size of the Forum?

Emery: Over the past two years, we have added about 100 new members each year, and we now have a total membership of 425 general and managing counsel. They meet across the state for peer-to-peer sharing of best practices, networking, leadership training and education in best management practices. These meetings are conducted over breakfast, lunch, dinner and drinks, at sporting and other events, and in a six-day leadership and management institute designed by the Forum leadership in cooperation with SMU's Cox School of Business (Forum Institute for Leadership in the Law).

Editor: Ron, you are the current chairman. What is the governance process?

Barger: We have a statewide board, comprised of members and 35 underwriters. We also have a general counsel, secretary and treasurer. The state board is responsible for the oversight of the Forum in the state of Texas. My vice-chair is Jeff Carr, general counsel for FMC Technologies in Houston. Our leadership has attracted top talent from companies throughout the state. Last year, the Chairman was Rick Plaeger, who was at the time general counsel of Burlington Resources and now is general counsel of EOG Resources. In 2005, Craig Glidden, who is the general counsel of Chevron Phillips Chemical Company, was the chairman. The state board functions through a number of committees that are responsible for various aspects of the organization, such as finance, membership, strategic programming, branding and growth, and nominations.

Each of the chapters has its own board and those boards also have committees that are responsible for some of the local chapter events. For example, in Dallas, we have the Robert H. Dedman Award for Ethics and Law dinner that honors a business leader who has demonstrated the highest ethical standards during his or her career. It is named after Bob Dedman who was the founder of Dallas-based ClubCorp, which is the world leader in private clubs.

The dinners have recently honored such people as Ernie Nye, former CEO of TXU Corporation, Charles Matthews, the General Counsel of ExxonMobil and Ron Taylor, Vice President and General Counsel of Blue Cross and Blue Shield of Texas. This October we will honor Anne McNamara, former general counsel of American Airlines.

Emery: Each of our chapter boards includes not only general counsel and some senior managing counsel, but also our underwriters, which are law firms and legal service and product providers. From my experience, it is unusual to include outside service providers in the formal governance structure of a trade association; however, for us it makes eminent good sense because law firms and other professional service firms play an essential role in the successful operation of a law department.

Editor: Are general counsel from companies of all sizes represented?

Emery: We have a mix. One member has about 530 in his legal department and there are a number of solo general counsel. We are now in the process of surveying our members to determine the demographics of our membership. From anecdotal information, I would guess that the median is four to six attorneys.

Barger: Our membership also includes the general counsel of governmental agencies as well as nonprofit organizations. Most of the management issues that we address are similar for all general counsel.

Emery: For example, the general counsel of the major universities in Texas are members. The governor's general counsel is a member. Our members include the general counsel of ExxonMobil, Conoco Phillips, FMC Technologies, and Chevron Phillips Chemical, as well those from small organizations. Our membership is a mix of leaders interested in the business of law, therefore the organizational setting in which they are involved is less important to us than the functions they perform.

Editor: Does the format of including law firms and legal service providers on chapter boards grow out of the partnering concept?

Barger: In an organization of our size there are a number of different reasons why people are involved. It is a partnership because there are mutual benefits as well as obligations. General counsel want information about how to manage the legal function better and need to exchange ideas not only with other general counsel, but also with those who support the legal function by supplying services and products of various kinds. Law firms want to get to know senior level people in legal departments and network with them. Most importantly, our underwriters appreciate the opportunity to understand in-house counsels' needs and how they can better meet those needs. To the extent that they have a better understanding of the drivers of our business, they can serve us better.

Emery: The most effective underwriters that participate with us in board governance and attend our meetings follow the old IBM model demonstrated by an ad of two men walking down an assembly line of a truck manufacturer. The IBM salesman said, "Let's not talk about computers, let's talk about trucks." Like the IBM salesman, our underwriters want to talk about the business of in-house practice to learn how they can meet members' needs. Their deep involvement in our activities gives them the opportunity to crawl into the minds of our members and understand what makes them tick.

Barger: That is right. It gives outside counsel and service providers a snapshot of where companies are going, what their needs may be, and what the challenges are for in-house counsel.

Tom Sager and the people at DuPont have done an excellent job of setting up a model for the partnering among in-house counsel, outside counsel and legal service providers. As you go higher in an organization and become general counsel, the skills that help define your ultimate success are your leadership skills, management skills and your ability to act as a member of the executive team.

Our focus as general counsel is on creating a legal function that can marshal the legal skills and other services that will enable the law department to provide the full range of legal services required by your corporation. We need to assemble the best team to provide those skills, both inside and outside the law department.

Editor: Do the most important activities of the Forum take place at a chapter level?

Barger: At the local level, the Forum offers multiple opportunities for people to interact. The chapters have quarterly educational events, which include networking opportunities. The chapters offer regular General Counsel Roundtable Luncheons, where 15-20 general counsel meet to discuss best practices in a confidential setting. We also have an event called Forum After Hours. The Forum After Hours tends to be more of a casual event. For example, we will hold one at my home next month and there will be 25 general counsel getting together to talk and visit in a more relaxed environment. A vigorous exchange of ideas and concepts takes place at all of these events as well as casual conversation.

Emery: At the chapter level there is an intimacy of sitting across the table from someone who may be able to help you solve a problem, but there are also exciting things happening at the state level. The sharing of information at our annual conference sets the stage for discussions of an important aspect of general counsel's role by our chapters for the months that follow.

The focus of this year's annual conference, at Westin La Cantera in San Antonio on November 1 and 2, will be on the general counsel's role as "The Trusted Advisor." David Maister, author of the best selling book by that name, will deliver the keynote address on the subject. Other presentations will look at various aspects of that role. For example, Mark Chandler, the general counsel of Cisco, will talk about the general counsel as gatekeeper and the responsibilities and tensions that come with that responsibility. Mark will offer suggestions as to how to be the conscience of the corporation without being branded as the "Vice President of No." We want to springboard from the presentations at the November Conference to have our chapters dig deeper into those issues next year. Those members who miss the conference can come to a chapter meeting next year and discuss the issues.

Another important annual meeting event is the award of the Forum's annual Magna Stella awards. The nine 2007 winners will be announced. This event recognizes the accomplishments of general and managing counsel (whether or not Forum members) from a variety of companies, government agencies, and nonprofits in achieving the highest standards of leadership and excellence in management skills.

Editor: What are the future plans of the Forum?

Emery: Over the next year we plan to explore with our underwriters and members how and when we will expand outside the state. At the same time we are examining what we are doing in Texas to determine what features of our activities here would be of greatest value to general counsel in other states. Over time we hope to blanket the country with chapters having the dynamism of those in Texas and thereafter look at how we can cross borders and begin to develop chapters in other countries.

Barger: In addition, we have an ad hoc committee that includes Craig Glidden and others, and is considering an informal partnership with Legal OnRamp, an innovative computer application that has the ability to create networking opportunities and disseminate legal knowledge. We see this as a possible way to serve members internationally.

Editor: What accounts for the great respect for the Forum?

Barger: We occupy a unique niche by emphasizing the development of management and leadership skills and practices - the very types of things which are critical to the success of general counsel. The quality of the people who make up our membership is outstanding - they have a passion for this organization and its mission.

Emery: In 2005 I met a number of general counsel who had not heard about the Forum. We hear far less of that now. As our membership grows and our programming expands, more and more Texas general counsel know about us. There are a number of wonderful organizations available to general counsel, but their missions are usually much broader than ours. We focus on the top legal leadership of organizations-general counsel and senior managing counsel. Even with that narrow focus, we work very hard to meet all members' needs, because we have general counsel as solo practitioners and general counsel of some of the largest corporations in America. As we focus our programming on the management and leadership needs of that group, people naturally come to us. We get calls from general counsel across the country who would like to start chapters in their cities. We have opened our annual conference to people from outside the state, and have received visitors from as close as Oklahoma, and as far away as California and New York. It goes back to Roland's vision - and you cannot stop a great idea.