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In-House Leaders in the Law

Ensconced squarely at the intersection of business and law, in-house attorneys do much more than just direct traffic.
The job can be exhilarating, but quite demanding. The balls in the air at any given time are many: Business strategist. Legal advisor. Compliance officer. High-level manager.
And overlaying it all is the unrelenting and daunting pressure to hold the line on legal costs.
For those attorneys who thrive and excel in this kind of environment, we salute you. And for those in-house lawyers who somehow find the time to be active in the community, mentor others and otherwise go above and beyond the demands of the “day job” … well, they’re an In-House Leader in the Law.
New England In-House and its sister publication, Massachusetts Lawyers Weekly, thought it was high time to celebrate all the hard work and accomplishments of in-house lawyers in our region. And so, In-House Leaders in the Law was born.
We put a call out for nominees last fall. The nomination form listed the criteria for a leader in the law. A sampling from the form: “In-House Leaders in the Law demonstrate innovative and practical business and legal skills, either as general counsel or as a staff attorney. These attorneys have an uncanny ability to inspire and lead others. They are role models other lawyers want to emulate, and who are willing to mentor others in the profession. This award is also intended to recognize those who have performed good deeds above and beyond their ‘day’ job.”
We received 37 nominations of highly skilled,
successful in-house counsel in New England. This was a very impressive group of lawyers indeed.
An independent panel of five in-house lawyers with many years of collective experience met in February to review the nominations. The judges did a fine and thorough job of discussing and evaluating the nominees. The panel eventually selected 15
honorees, all of whom are featured below.
Often, in-house counsel work behind the scenes and only get noticed when things go awry. But this section, as well as our event on April 26 celebrating the honorees, puts the spotlight on those in-house lawyers who day after day bring excellence and honor to their jobs.
– Paul D. Boynton, Publisher

* * *

SUSAN H. ALEXANDER
Biogen Idec,
Cambridge, Mass.

Position: General Counsel
Size of legal department: 35-40
Years with company: 1+

It’s not every corporate counsel that has to think about life and death as part of their daily dealings with the law.
But, as general counsel for Biogen Idec, it’s a responsibility Susan Alexander grapples with every day, as her company creates and tests various oncology and neurology drugs in a highly regulated industry under intense scrutiny.
“It’s really nice to realize [when] we’re struggling over this transaction [and with the stringent regulations], in the end it may very well ease human suffering,” says Alexander of her duties at the global biotech company. “It really is, ‘can we save someone’s life or can we give them a much better quality of life?’”
Prior to joining Biogen Idec, Alexander was senior vice president and general counsel at PAREXEL International. She had served from 1995 to 2003 as general counsel at IONA Technologies, and counsel at Cabot Corporation prior to that. Before making the move to in-house, Alexander was a partner at Hinckley, Allen & Snyder and Fine & Ambrogne.
Christopher Mirabile, who worked with Alexander for three years at IONA and now serves as the company’s general counsel, says Alexander is a role model both as an executive and as a person.
“As a fellow parent and a friend, I marvel at her ability to do it all,” says Mirabile.
As a mother of four, including a set of twins, Alexander has managed to juggle a demanding legal career and parenthood, while still possessing an energy that seems contagious among her colleagues.
“It’s a little bit like drinking from a fire hose,” Mirabile says of working with Alexander. “She’s just an enormously high energy, curious and extremely smart person, who is unwilling to settle for good enough.”
Andrea DiFabio, a colleague of Alexander’s at PAREXEL and now associate general counsel at Biogen Idec, says Alexander is the perfect pairing of intellect and practicality, making her a great role model for other women in the law.
“She believes very strongly in mentoring the people that work with her,” says DiFabio. “At the same time, she is demanding, which ultimately makes you a better lawyer, which is a great thing.”
In addition to her legal career, Alexander also serves on Boston University’s Alumni Executive Council, the Boston University School of Management Advisory Panel and on the board of the Episcopal Divinity School in Cambridge.
“I’m not a closet wood carver or anything!” Alexander jokes, when asked if there’s time for much else outside of work and family.
Working to save lives is enough.
“[At other companies], I used to say when we would get ourselves in a twist, ‘Look, guys, we’re not curing cancer here.’ But [at Biogen Idec] we are,” Alexander says enthusiastically.
– Jeannie Greeley

* * *

ALEXIA E. CRUZ
St. Paul Travelers,
Hartford, Conn.

Position: Senior counsel
Size of legal department: 300+
Years with company: Approximately four

lexia E. Cruz is living proof that busy lawyers can still find the time to give back to their communities in a big way.
Over the past few years, she has balanced the demands of a sophisticated corporate practice with an earnest dedication to doing volunteer work for organizations.
A past-president of the YWCA in New Britain, Conn., she spearheaded the search for a new executive director. Under her inventive leadership, the YWCA hired two highly qualified women to job share and split the responsibilities of the executive director position. She saw this as a way to help the women advance their careers without sacrificing family responsibilities.
Also under her leadership, the YWCA expanded its sexual assault crisis center in New Britain, and the center now serves thousands of victims in the greater Hartford area.
Cruz is currently serving as president of the Connecticut Hispanic Bar Association. In that role, she is working on increasing collaborative networking with other minority bar associations in Connecticut.
Cruz, senior counsel at St. Paul Travelers in Hartford, Conn., is helping her company to strengthen its commitment to diversity efforts as a member of its diversity committee.
Her “day job” is to oversee a coverage litigation team to support Traveler’s subrogation unit. This specialized group provides coverage and litigation advice to the subrogation team – from desk-level file handlers to senior management. Cruz works with all areas of the company to help the subrogation team maximize their recoveries for the company.
“Alexia is the perfect fit for being an In-House Leader in the law,” says Jeffrey F. Gostyla, a partner at Halloran & Sage in Hartford. “She spends great deal of time focusing on her profession and being the best attorney she can be. She also recognizes the importance of giving her time to important community endeavors.”
Cruz attributes her ability to balance the challenges of her in-house job with substantial community work to simple hard work.
“I think it’s just a matter of working hard on a daily basis and making choices on what to do with your free time,” she says.
“I’ve been active in the community ever since I became a lawyer. Organizations need lawyers – both for our experience and the comments we can bring to the table,” Cruz says. “We owe it to our communities to be involved.”
Despite her accomplishments, Cruz remains modest: “In the grand scheme of things, what I’m doing isn’t that big of a commitment. I just want to work with organizations that have a mission I believe in.”
– Paul D. Boynton

* * *

PAUL T. DACIER
EMC Corporation,
Hopkinton, Mass.

Position: General Counsel
Size of legal department: 70 lawyers worldwide
Years with company: 17

Paul Dacier sat down a few years ago to clarify a couple things on his curriculum vitae prior to joining the Massachusetts Judicial Nominating Commission. He was trying to get a handle on the number of cases he’d been involved in as general counsel at EMC.
At 200, he stopped counting.
“Over the years, I’ve had a number of cases, and as we got bigger, each case got bigger,” Dacier says of the now largest IT employer in the Bay State. “I’ve had some outstanding results on a number of cases over the years.”
One of his most memorable cases involved a 2005 settlement in a patent-infringement case with Hewlett-Packard, where a minimum of $325 million is to be paid to EMC over five years.
A remarkable sum of money, yes. Even more so when you consider it was awarded on the counterclaim brought by EMC, not the original suit by HP.
“That’s unheard of!” Dacier exclaims, almost in disbelief.
But to talk to his colleagues and those who know him, it seems nothing is impossible for Dacier, who nearly single-handedly introduced the Business Litigation Session into the Massachusetts state courts.
Emerson College General Counsel Christine Hughes worked with Dacier during her tenure as general counsel for the New England Legal Foundation, of which Dacier is chair.
“A lot of times the measure of someone is on not how they do the big things, but how they do the small things,” says Hughes. “If he does everything like he did at NELF, he truly is pretty extraordinary.”
During EMC’s more modest times, Dacier dealt with even the smallest human resource issues. Now, he oversees everything from the company’s aviation department to the management of its seven million square feet of office space worldwide.
“I’ve always enjoyed the business,” says Dacier. “I love the practice of law, but picking up other non-legal entities takes a lot of analytic skills, questioning, learning. A general counsel can be well equipped to handle that.”
But don’t think Dacier’s business acumen has sapped him of his zeal for a good courtroom showdown.
“I’m very passionate about what I do,” he says. “I believe in my company. I believe in what we’re trying to do, and I like to rock and roll in the competitive world. When you have a direct impact on commerce and the economy and people’s lives every day, to me there’s nothing more exhilarating than that.”
In addition to his legal commitments, Dacier is involved with the Knox Trail Council of the Boy Scouts of America, and is proud father to three children. It is at home with his family when Dacier hangs up his gloves for just a bit.
“I do my work, but most importantly, when I’m at home with my kids and my wife, I’m happy as a clam,” he says. “When I’m home, I like life to be simple.”
– Jeannie Greeley

* * *

BRACKETT B. DENNISTON III
General Electric,
Fairfield, Conn.

Position: General counsel
Size of legal department: 1,300
Years with the company: About 10 years

s general counsel for the largest public company in the world, Brackett B. Denniston III has a national prominence that few other New England in-house lawyers do. General Electric’s legal department alone has 1,300 lawyers.
In the post-Enron corporate era, Denniston has made risk control and regulatory compliance key issues for the global company that employs 300,000 workers.
For example, Denniston established an early dispute resolution program that helped dramatically lower litigation costs for the company by analyzing cases early and getting into mediation as much as possible.
“We’re confident that it’s saved us hundreds of millions – even billions – of dollars. The case load and litigation spend is down dramatically,” he says.
As chair of the company’s compliance review board, Denniston also initiated a program to look at unanticipated risks and resolve them before they are red flagged by a regulator.
“We pretty much completely revamped our compliance organization which at one time was amateurish given the far flung and complicated nature of GE. We’ve made it more professional and helped bring our businesses up to higher standards,” he says.
He even enlisted creative professionals from NBC, a GE subsidiary, to film an educational video on “aiding and abetting financial improprieties” – a trendy but somewhat vague accounting fraud allegation.
“A lot of our businesses are involved in providing financial solutions. In order to educate our people, we created a great video. It even won a movie award,” says Denniston.
Despite his enormous responsibilities, Denniston makes himself available to members of the legal community for advice and guidance. He goes out of his way to mentor and help others.
“One really unique thing about him – as successful as he has been and as busy as he is – is that he is always available to talk to people and counsel them on their careers. He stays in touch with other lawyers,” says Jane Sender, a legal recruiter in Boston who met Denniston over 10 years ago while he served as chief counsel to then Massachusetts Gov. William Weld.
Recently, Denniston stood up for pro bono legal work publicly when he spoke out against the Pentagon’s suggestion that major law firms representing Guantánamo Bay detainees could face a backlash from companies that hire them for legal work.
“We would not discriminate against law firms because of pro bono opportunities they pursue, including their choice to represent Guantánamo detainees. We have a proud and long tradition in the United States of pro bono service and of defending even the most unpopular causes,” he tells In-House. Jenner & Block and Covington & Burling, two firms involved in representing detainees, have done legal work for GE.
– Sylvia Hseih

* * *

MARK R. DiORIO
The Bulfinch Companies, Inc.
Needham, Mass.

Position: General Counsel
Years with the company: Nine
Size of legal department: 1 lawyer, 2 paralegals

modern day Renaissance man” is how one of Mark R. DiOrio’s peers describes him. The man seemingly does it all.
He’s at the peak of his profession as general counsel of The Bulfinch Companies Inc., a leading New England real estate management investment and development firm headquartered in Needham, Mass. that owns and manages over $500 million in real estate assets in seven states. At the same time he is maintaining a rich family life with his wife and three children, and lending his other talents to raise money for good causes, playing keyboards in two rock bands and twice has run in the Boston marathon.
And he wins friends along the way.
“He’s the whole package. He is able to lead by example and listen to all sides to see a project to success, while always maintaining a calm demeanor,” says Boston attorney Eric R. Allon. “A lot of people are bright, but are really offensive to deal with. He’s the opposite.”
There’s no better example of DiOrio’s coalition-building talent than his leadership on the Cambridge Discovery Project, a 26-acre development project in Cambridge, Mass. DiOrio worked with 40 team members, including lawyers, architects, engineers, development consultants – all while balancing regulatory and community concerns about the 10- plus acres of wetlands on site.
His approach proved to be a successful strategy. By reaching a compromise with community groups in which the company left intact the wetlands and reverted an existing parking lot to green space, the project was still able to double the number of existing buildings, concentrating them in approximately one-third of the total space.
“We got creative and talked to folks to say: ‘We understand the existing zoning allows us to build close to two million square feet, but practically we know it’s not going to happen with the wetlands, and the local people won’t stand for it. We want a win-win situation,’” recalls DiOrio.
As a result of engaging the community early on, the project sailed through the permitting process with little opposition and enabled construction of the first building in little over a year – a 130,000 square foot laboratory and research development space for the Smithsonian Institution Astrophysical Observatory.
“We minimized opposition,” DiOrio says. “And the bigger picture is everyone was pretty pleased with an arrangement that satisfied a lot of their main concerns.”
DiOrio is the only in-house attorney at his company, which owns properties in seven states.
He still finds time to volunteer in his community, such as reading to children on his lunch break and raising money for good causes. He plays keyboards in two bands that have played for fundraisers in Boston, the South Shore and New Hampshire – an all-lawyer folk-rock band called “White Collar Crime,” and a rock bank called “Despite Dwight,” which his son, a drummer, sometimes joins.
DiOrio has twice run the Boston Marathon for charity.
– Sylvia Hseih

* * *

MICHELE S. GATTO
National Life Group,
Montpelier, Vermont

Position: General Counsel
Years with the company: Seven
Size of legal department: Seven

Michele Gatto is a shining example of someone who has truly risen through the in-house ranks – evolving from staff attorney to general counsel to overall business leader.
She joined National Life Group in Montpelier, Vt. in 1999 as senior vice president and general counsel, then was promoted to executive vice president of corporate services four years later.
Gatto essentially functions as the chief administrative officer of National Life, overseeing the company’s administrative areas – law, human resources, compliance, corporate secretary, policy forms, facilities, and building security. She also oversees general services, which includes purchasing, the print shop, mail center, and records management.
Prior to joining National Life, she worked for a number of years in Worcester, Mass. serving in a number of positions for The Paul Revere Corporation. She also played an integral role in helping to turn around a financially troubled Boston-based insurance carrier, Massachusetts Casualty Insurance Co.
She credits her rise to a willingness to continually take on new and different projects. For example, she readily volunteered to handle the securities work for Massachusetts Casualty when it was a private carrier seeking to go public. No other staff attorney stepped forward.
“No one was really interested at the senior level on the legal staff. They had their areas of expertise and really didn’t want to start over learning a new area,” Gatto recalls.
A few years later, the company was sold, and because of her prior securities work, Gatto worked on the merger details.
“This was a fascinating project,” she says. “One assignment sometimes leads to another and to another and another. You have to be open to take on new challenges – even when you don’t know where they may take you.”
Gatto says the role of in-house counsel has dramatically expanded in recent years.
“The role is so much more expansive now. You need to understand the culture and business of the company,” she says. “Otherwise, you do your work in a vacuum. You need to anticipate, evaluate and mitigate risks before the fact.”
While advancing her own in-house career, Gatto has molded a highly skilled and valuable legal department. “I work with the staff, both informally and formally, to create a process within the confines of the organization where they are developing professionally. I want to help them reach their goals,” she explains.
“Michele is an extraordinary manager,” says Jane Sender, a Boston legal recruiter. “She has a real knack for understanding organizational behavior. She gives honest feedback and tries to help people grow professionally. She’s unusual that way. You really need more of this in companies.”
– Paul D. Boynton

* * *

EDWARD J. GODDARD
Kindred Healthcare

Position: National Director of Labor Relations
Years with the company: About eight
Size of legal department: Member of human resources department, with two direct reports and 30 “dotted-line” reports

Looking for Ed Goddard? Just look to the sky.
Goddard, the national director of labor relations for Kindred Healthcare, logs close to 100,000 miles a year in flight time.
“Like a firefighter, I go where the fires are, so I’m headed out to the field all the time,” says Goddard, noting that labor disputes, collective bargaining negotiations and employee training activities consume the vast majority of his time.
He says there’s never a dull moment working for the nation’s second largest nursing home operator and largest long-term acute care provider with 53,000 employees in 40 states, including Massachusetts.
“With 80 hospitals, 242 nursing centers, 560 rehabilitation centers, and 45 pharmacies [serving Kindred and other health care facilities] there is a lot to do,” Goddard remarks. Many certified nursing assistants, housekeepers, laundry workers and dietary workers employed by the company belong to unions.
“I am often sitting at a table opposite a union rep and as many as 60 employees, and I have negotiated for up to 30 hours straight to get an agreement,” Goddard says.
The work is hard, but it is memorable.
“I remember one time when 70 Haitians broke out in [cultural] song and dance after a long, hard negotiation, and other times I have heard my name chanted loudly on picket lines – and not in a good way,” he says laughing.
That would be difficult enough, but there is an added layer of complexity in health care. “We have to approach labor relations differently because we have a higher duty to maintain the care of our patients, and we incorporate that duty into everything we do, including labor relations,” he says.
Goddard adds that he performs successfully because of the support he gets from his boss, Executive Vice President, CIO and CAO Rick Chapman, as well as CEO Paul Diaz. “They make it clear to everyone that our product is taking care of those who can’t care for themselves,” says the labor specialist.
Christopher A. Kenney of Boston’s Kenney & Sams says his former law partner has always looked out for others.
“Ed shares legal tips and operational advice with his professional peer group [in the bar] to improve labor relations and the quality of health care generally,” he says, noting that Goddard is founder and chairman of the Long Term Care Labor Relations Group.
The professionalism and courtesy to others is part of Kenney’s first memory of Goddard when they were classmates in law school. “Ed was running for office in the student legal association and he was handing out nomination sheets to everybody, even the candidates running against him and their supporters,” Kenney recalls.
He adds that Goddard has “an unusual ability to balance principles and pragmatism, achieving [the goal] of profitable health care while maintaining rapport and goodwill with his union counterparts.”
Kenney says that ability likely stems in part from Goddard’s own heritage. “Both his father and his brother were union truck drivers, so Ed understands what it means to be in a union,” he says.
– John Cunningham

* * *

BRENT L. HENRY
Partners HealthCare,
Boston

Position: General Counsel
Size of legal department: 20
Years with company: Five

Brent Henry is a key member of the executive management team at one of the most complex health care systems in the country – an enterprise of more than 35,000 employees that generates over $6 billion in annual revenues.
Not only does Partners HealthCare run Massachusetts General Hospital and Brigham & Women’s Hospital, it oversees a network of community hospitals, rehabilitation facilities, and physicians while also performing medical research and managed care activities.
Steve Weiner, chairman of Mintz Levin’s health care section and one of Henry’s outside counsel, says “Brent is quiet and understated, but he makes things happen with his vision, creativity and judgment.” He adds that Henry “makes people comfortable with his grace and sense of humor.”
Weiner also credits Henry for building a multi-faceted, sophisticated law department that capably tackles an array of issues related to anti-trust law, Medicare and Medicaid reimbursements, clinical trial work, employment law, intellectual property matters and real estate work.
“Brent has produced a uniform level of legal excellence inside and outside of his law department,” says Weiner, crediting much of that excellence to Henry’s feedback program for outside counsel. “It is a great method of insuring that outside firms are partnering with the client.”
Henry started his career with Jones Day more than 30 years ago before heading to New York City to run the city’s Medicaid program. From there, he was plucked by the president of a small health care system to be his chief of staff in Washington D.C.
“It was a good deal. He offered to teach me everything I needed to know,” says Henry, who jokes that meeting his wife – now a vice president at Johnson & Johnson – was an added bonus of that job.
Henry says one of his key concerns is the challenge of providing profitable health care in the face of heavy regulation. Indeed, a labyrinth of rules entangles government reimbursements, and complex regulations govern patient referrals made between physicians and health care facilities with which they’re affiliated.
“It is a real challenge to know all of these rules,” says Henry. Adding to his demands, Henry says he also has to stay on top of “cutting-edge medical care that always presents new exposures.”
But he is quick to add that “my parents raised me to be involved in my community as much as my profession.” So he looks after social justice and community service issues at Partners HealthCare, and he co-chairs a diversity task force for the Boston Bar Association. “We want to focus on diversity in government, [corporations] and law firms,” he says.
Henry credits his father for his sense of social justice, recalling that “he had me on the picket line at age 10 to protest housing discrimination in Florence, N.J.” Henry later attended the 1963 civil rights “March on Washington” with his dad as well.
– John Cunningham

* * *

THOMAS A. HIPPLER
The Stop & Shop Supermarket Co.,
Quincy, Mass.

Position: General Counsel
Size of legal department: 19 lawyers
Years with the company: Six

In 2000, when Thomas A. Hippler joined Stop & Shop as general counsel after running the real estate law group at Sherin & Lodgen, the supermarket retailer only employed one other in-house real estate attorney.
Hippler spearheaded the growth of the in-house real estate team at Stop & Shop from two to 12 attorneys, and the total number of in-house attorneys has grown from nine to 19 in his six years at the company.
In addition to being the largest private employer in Massachusetts (and Connecticut), Stop & Shop is also one of the largest developers and owners of real estate in New England.
But real estate law is not Hippler’s only talent.
In 2003, a sister company of Stop & Shop, US Foodservice, was embroiled in fraud allegations that its executives had systematically inflated promotional allowances to meet earnings targets.
Hippler stepped in and was the company’s point person in dealing with the Securities and Exchange Commission over the alleged accounting fraud.
“We created a retail accounting task force, which I was a member of, and we proactively addressed all of our accounting issues and created a much stronger control framework around our financial records,” Hippler recalls.
As a result of the company’s cooperation with the SEC and Department of Justice, Stop & Shop and its parent company, Ahold Inc., walked away without any fines or prosecution.
“This was an extraordinary result for a company, especially in the post-Enron climate,” observes Josh Alper of Sherin and Lodgen in Boston. “This was cited over and over again as what companies have to do if they’ve got bad apples.”
Alper and Hippler are former partners and colleagues. “Tom has exceptional analytical skills and the ability to work in a range of subject matters in addition to real estate,” Alper says. “He has developed as a corporate lawyer and is able to work in large scale complex acquisitions, dispositions, and bankruptcy arrangements at the highest level.”
In 2002 and 2003, Hippler embarked on a cutting-edge strategy for mitigating his company’s liability during bankruptcy proceedings for over 100 stores of the retail chain Bradlees.
Stop & Shop had contingent liability for about 90 percent of the Bradlees leases, so Hippler arranged for his company to purchase the leases up front and own the right to sell them to other retailers such as Wal-Mart, Kohls, Target and Home Depot.
“It took almost a year to complete, but it was in our interest to find good buyers and maximize the proceeds of the sale to mitigate our liability,” Hippler says.
– Sylvia Hseih

* * *

SANDRA L. JESSE
Blue Cross and Blue Shield,
Boston

Position: Chief Legal Counsel
Years with company: 11
Size of legal department: 17 lawyers

s chief legal counsel for Blue Cross and Blue Shield, one of the heavyweights in the medical insurance industry in Massachusetts, Sandra Jesse oversees a legal department of 17 lawyers that handles about 60 percent of the work in-house.
Jesse counts as one of her proudest achievements during her 11 years at the company a campaign to change the company’s corporate form – a change that saved over $10 million.
The company was formed 60 years ago under a unique Massachusetts state statute and was liable for federal income taxes, while other newer insurers such as Harvard Pilgrim and Tufts were formed as tax-exempt HMOs.
“It was a seven-year battle to figure out a structure that could put the material part of our business into a subsidiary that really changed our corporate form dramatically. It was an extraordinarily complicated transaction, but it saves money that our subscribers don’t have to pay in premiums,” Jesse explains.
The project required not only sharp legal skills but political savvy.
“We had to get approval of the Attorney General, the Division of Insurance and work with the IRS,” she recalls.
Despite her busy schedule overseeing a staff now swamped with questions about the new Massachusetts Health Care Reform Act, Jesse often makes herself available to help new lawyers find professional opportunities.
“I’ve had a fair amount of contact with people who work for her, and people think very, very highly of her. She’s thought of as a leader in mentoring other lawyers,” says Jane Sender, a Boston legal recruiter.
In 2006, Jesse was elected president of the Boston Bar Foundation, the charitable arm of the Boston Bar Association, for a two-year term.
She is passionate about raising money for legal access programs for people in need, such as battered women, crime victims, asylum seekers and indigenous criminal defendants.
“It’s a fabulous organization,” says Jesse. “We give out hundreds of thousands of dollars a year to organizations for people who don’t have access to the legal system. When you think of lawyers giving back to the community, this is the main way it happens.”
– Sylvia Hseih

* * *

CHRISTOPHER M. MIRABILE
IONA Technologies PLC,
Waltham, Mass.

Position: General Counsel
Years with company: Over nine
Size of legal department: Six

Lawyers who know Christopher Mirabile describe him as a rare person – a superb communicator and teacher with a technological mind and a passion for understanding how things fit together.
That makes him a perfect lawyer for IONA Technologies, the international software and consulting company that services the biggest, most complex computer systems in the world. Mirabile understands and can explain the customer demands of governments, telecom operators and financial companies that thrive on constant technological expansions.
“A CIO might have 400 new applications to roll out globally, while 70 percent of his data is still on mainframes, so it’s critical for legacy systems to work together with new applications,” says Mirabile, adding that “we make the [technological] glue that binds the systems, allowing a [customer] to modernize and expand.”
He laughingly says “management expects you to know everything, so the defining characteristic of a good general counsel is the ability to be quick on your feet.” Mirabile actually loves figuring out how a product works or how product marketing interacts with distribution and accounting, so he can answer questions in business contexts.
His outside employment counsel, Jay Shepherd of Shepherd Law Group, says comprehending how the pieces fit together is one of Mirabile’s biggest assets. “He is an accomplished lawyer with an excellent handle on all the different practice areas that affect his company.”
Shepherd adds, “Christopher always asks how things work and why. This is part of what makes him an excellent speaker and a natural teacher [for CLE panels and other forums].”
Mirabile is also a “connector,” according to Shepherd. “He works to connect people with others who can help them,” he says, noting Mirabile once introduced him to a lawyer who inspired him to start his own firm nearly a decade ago.
Shepherd also points to another recent example involving a total stranger. “At a Boston College Law Day dinner, he spent nearly an hour talking to a young lawyer about career options and even followed up with contacts that led her to a better job,” he recalls.
Mirabile says taking a sincere interest in others and understanding their needs is important for an executive lawyer. “To keep up with what’s happening, a good GC needs eyes in the back of his head, and your people will be looking out for you if you are looking out for them.”
He credits the support of a “fiercely loyal team” that likes to laugh and joke around while taking their jobs seriously. “they respect the fact that I don’t pretend to have all the answers and I ask a lot of questions,” Mirabile says.
In his “off” hours, the passionate squash player and biker doesn’t exactly gear down. This year, he is riding in the 160-mile Pan Mass challenge for cancer research in memory of his wife’s recently departed father.
– John Cunningham

* * *

ANNE K. MORRILL
Boston Scientific Corporation,
Natick, Mass.

Position: Chief Employment Counsel, employment law group
Size of legal department: Approximately 60
Years with company: 10

nne Morrill’s catalyst for heading off to law school was a dead end in her professional life as an employment manager at Mt. Auburn Hospital in Cambridge, Mass.
“My boss told me in my annual review the hospital was very credential conscious, and I had gone as far as I could go without an advanced degree,” she recalls.
That was more than 25 years ago, and Anne Morrill has gone a long way since then. Now she is a key executive leader with Boston Scientific, a global developer of high-tech products for minimally invasive surgeries. She and her staff of three other lawyers are responsible for handling all U.S. employment matters for an enterprise with 29,000 employees and $7.8 billion in annual revenue.
Noting that the company has operations in several states, Morrill says one of her biggest challenges is “trying to be consistent with our workplace rules [and management] while still conforming to the different rules of each state.”
This was certainly put to the test following Boston Scientific’s $27.2 billion acquisition of Guidant Corp. last year. Morrill spearheaded employment support for the company during the complex acquisition and integration of Guidant.
She credits her staff for being “technically proficient and very autonomous while knowing when to interrupt me with a [major] issue.” She also says they are adept at doing “the preventive work that keeps us out of trouble.”
Morrill – who has built Boston Scientific’s employment law group from the ground up – developed a “critical management training module” of all-day seminars to train in-house clients in employment law as part of a preventive program.
“We produced a video on what makes a respectful workplace, and we got to be the directors and scriptwriters,” she recalls. “It was a fun way to teach and learn.”
But programmed prevention is just the starting point for Morrill’s job.
“Our days are unpredictable. Often I am in the cafeteria getting oatmeal when someone runs up and says, ‘Oh, you’re just the person I want to see,’ and then my entire day’s focus is re-shifted. But I still have to attend to my originally scheduled matters as well,” she says.
Susan Lipsitz, one of Morrill’s staff attorneys, says “Anne inspires and garners respect from clients, colleagues, staff, management and even opposing counsel” in part because of her “wise and graceful approach” to critical problem-solving.
“Anne is one of a few lawyers selected for the company’s internal leadership program, and she has spearheaded support for [human resource] issues associated with many complex acquisitions and integrations. She is the consummate professional,” Lipsitz says.
Lipsitz notes that Morrill has co-chaired the labor and employment law conference of the Massachusetts Bar Association, written articles and given lectures about employment issues for other bar associations, and been admitted to the selective College of Labor and Employment Lawyers.
“Anne is generous with her charitable work, as well as her profession, in countless ways,” adds Lipsitz.
How does Morrill do it all with such an even temperament?
“I do yoga and a lot of swimming and running. It helps me to decompress,” she says, adding that she is up before dawn each day to pursue her exercise regimen.
– John Cunningham

* * *

MARSHA J. RABITEAU
The Hartford Financial Services Company,
Hartford, Conn.

Position: Assistant general counsel
Years with company: Six
Size of legal department: Over 200

Many lawyers dwell in a world of minutiae. But for Marsha Rabiteau, it really is about the big picture.
Rabiteau has a true passion for law and public policy, and she has been at the forefront of major legislative and rule making battles in recent years.
Spearheading national efforts to reform class action and mass tort litigation, Rabiteau has devoted much of her career to advocating change in the way courts handle these cases.
Perhaps her crowning achievement was her work as co-chair of the Civil Justice Reform Group – a coalition of Fortune 500 companies and the U.S. Chamber of Commerce working on class action reform. The group worked long and hard for eight years on federal legislation, playing an instrumental role in securing passage of the landmark 2005 federal Class Action Fairness Act.
Rabiteau is also active in various tort reform initiatives, acting as a “thought leader” by organizing educational programs, writing articles and participating nationwide as a speaker on these topics.
“Ideas are very important to Marsha,” says Peggy Little, a Connecticut attorney who has worked with Rabiteau on public policy issues. “She really believes in the rule of law. Marsha adds a voice of reason and balance that takes into account not only the interests of the business community, but the importance of working towards greater safety, fairness, ethical business practices and access to sound justice in our courts.”
Rabiteau was first launched into the world of civil justice reform as an in-house lawyer for Dow Chemical, first as head of the company’s multi-district litigation on breast implants, then later as a leader on policy advocacy efforts on behalf of the company.
While at Dow Chemical, she helped coordinate a major international symposium in 2000 on mass tort and class action matters, bringing together business, judicial and academic leaders.
As an assistant general counsel at The Hartford Financial Services Group in Hartford, Conn., Rabiteau was the company’s director of Civil Justice Policy from 2001 until earlier this year. She recently joined Koch Industries as an assistant general counsel, and will continue in a policy advocacy role.
In her role as co-chair of the coalition on class action fairness, Rabiteau worked tirelessly to keep the business community on track to get the legislation it wanted. This was no easy trick, she says.
“When you work eight years on a campaign, it’s not easy to keep corporate America focused. Everyone has their own idea on how to fix the problems. My task was to keep the coalition together and oriented toward the end goal,” Rabiteau recalls.
This meant educating and working with lobbyists in Washington, D.C., to interact effectively with legislators, preparing Congressional testimony, and making sure the bill wasn’t watered down during the inevitable horse trading that goes into crafting any bill.
Some of her current projects include judicial education programs and efforts to improve the jury system.
“I fundamentally believe that these policy initiatives are truly about balancing the civil justice system, and not about giving business an advantage,” Rabiteau says. “I’m just real passionate about protecting the civil justice system. I think it’s my duty as a lawyer. What I do is not just about one company’s interests, but it’s about strengthening the law and protecting the great system of laws we have in our country. It’s our heritage.”
“Marsha so richly deserves being honored as an In-House Leader in the Law,” says Little. “She’s worked hard over the years on these issues. You don’t always get recognition for that in this world.”
– Paul D. Boynton

* * *

PEGGY SHUKUR
Lionbridge Technologies, Inc.,
Waltham, Mass.

Position: General Counsel
Years with company: Five
Size of legal department: Three

The two lawyers who work with Peggy Shukur on a daily basis at Lionbridge Technologies have more than 40 years of legal experience combined, and they jointly name her as “the most efficient, hard-working and best business lawyer we’ve ever worked with.”
One of those lawyers, Mary Regan, says “Peggy is accessible almost around the clock, but at the same time, she is a sea of calm, appreciative of our efforts, and a gentle voice of reason in meetings with management or customers.”
Regan adds that “it is great she is being honored as an In-House Leader in the Law,” calling Shukur’s selection “one for the good guys.”
Shukur conversely credits her legal team – both of whom were former general counsel – for being “self-starters who are smart at dealing with clients and understand the importance of responsiveness.”
A lesser GC might be afraid of looking over her shoulder at two high-powered lawyers, but Shukur says she feels confident in delegating work to them, saying “you get just one chance to impress [an in-house] client sometimes, and you have to make the most of it. People need to feel their questions have been heard by someone who is prompt and capable.”
At Lionbridge, there are more than 4,000 people producing $419 million per year in revenue by providing content and translation for technical systems support around the globe. “When Microsoft Vista rolls out in 50 different languages, or Hewlett-Packard needs to produce technical writing for its printers in multiple translations, Lionbridge is there,” says Shukur.
“One of our unique challenges is that we are in more than 25 countries and need an understanding of those cultures to conduct our business,” she remarks, noting “Tom Friedman’s ‘The World is Flat’ is practically required reading around here.”
Shukur and her team spend most of their time on sales support, compliance activities and acquisition work that flows steadily in a growing company. She jokes that “on a good day what we do is a non-event,” adding that “your company is in trouble if the lawyers or IT people become the focus.”
Regan says Shukur is that rare high-powered person who doesn’t have to take a lot of bows. “We did a huge acquisition recently and Peggy had a major role in negotiations, but she was soulful and decent to everyone, while functioning as a type-A lawyer.” Regan adds that “Peggy always finds time to help others in need – in and out of the workplace – and you don’t have to be one of her best friends to get that treatment.”
In fact, Shukur is an active member and former director of the Lexington Educational Foundation, supporting fundraising activities for the mentoring of young teachers and diversity initiatives in Lexington schools. She also serves as a trustee of the governing board of her college alma mater’s student union, and performs community services for her local temple.
But her favorite activity is doing the Walk for Hunger every year with her two daughters. Shukur humbly says she leads “an ordinary life,” joking that her most noteworthy oddity may be her son’s name. “We named him Benjamin Jerry, like the ice cream, and his nickname is ‘Scoop.’”
Like everything else about her, it’s not ordinary.
– John Cunningham

* * *

MARTHA J. ZACKIN
Keane, Inc.,
Boston

Position: General Counsel
Years with company: 13
Size of legal department: Four

“Grace under fire” is an apt description of Martha Zackin, who recently led the highly-public sexual harassment investigation against her company’s president, Brian T. Keane, and guided the corporate governance actions that resulted in his resignation this past summer.
At a company where the accused’s family was the company’s major stockholder and still active in the company, Zackin had to perform a tightrope act.
The accused president was the son of the company founder and chairman, and his brother is a director on the board. With three family members on the board, Zackin not only had to guide the board through difficult decisions, but also successfully directed the negotiation and settlement with the accuser, a vice president.
The fact that her company is a public company with attendant disclosure obligations made her work even more complicated.
The company was praised in newspaper editorials for its handling of the highly visible and sensitive matter, and Zackin’s peers credit her integrity, focus and judgment in the pressure cooker situation.
“Martha was a rock,” said John Welsh of Boston, outside counsel who worked with Zackin on the case. “It was her integrity that got us through. She kept her eye on the ball and performed magnificently under most the difficult circumstances any in-house counsel could be handed.”
Zackin, who has known the Keane family for the 13 years she has been with the company, said the case ranked as one of the most challenging of her career.
“It’s very difficult to deal with such serious allegations against people you know and have known for a long time,” she said. “I knew the accuser and the accused for years and years. It was very difficult, on a professional and personal level. It’s been a challenging year, and continues to be on some levels.”
The Boston-based technology consulting company continues to face turmoil in the aftermath of the president’s departure – including two class action suits against the company’s definitive agreement to be acquired by Caritor Inc.
Zackin, who has a master’s in psychology and counseled abused children before going to law school, volunteers with Big Sisters and relieves stress by blowing glass.
After signing up for a weekend glass-blowing class ten years ago while visiting Keane’s office in Corning, N.Y., Zackin was hooked.
“It’s very peaceful and a wonderful stress reliever. When you’re blowing glass, there are no distractions – it’s just you and the glass, and maybe the music blaring in the background. It’s all a matter or timing, motion, heat and gravity,” she said.
Zackin has a glass-blowing studio in her home and has exhibited and sold her pieces in local galleries.
– Sylvia Hseih

* * *

PANEL OF JUDGES
A five-member panel of attorneys evaluated the 37 nominees for In-House Leaders in the Law. They brought a wealth of experience as in-house lawyers to the evaluation process, and we thank them heartily for donating their time to selecting our honorees.

Our panel of judges was comprised of:

Peter DeFeo, general counsel of VetCor, a national provider of veterinary services. VetCor is based in Hingham, Mass. Peter previously worked at Goodwin Proctor and Hinckley Allen, focusing on corporate law.

John Dudek, associate general counsel at Steinway Musical, based in Waltham, Mass. John was previously general counsel at Applied Extrusion Technologies and associate general counsel at Thermo Electron.

Steven Gans, general counsel and chief operating officer at New England Mobile Book Fair in Newton, Mass. Steven is vice-president of the New England Corporate Counsel Association.

Michael Malamut, deputy general counsel at the New England Legal Foundation, which works on legal cases affecting the business community throughout New England. NELF focuses primarily on filing amicus briefs in appellate cases and working on impact litigation. (Note: Michael abstained from voting on nominees who serve on NELF’s board of directors.)

Gabriel Miller, general counsel for the Law Offices of James Sokolove. Gabriel was previously general counsel at STORS Digital Retail Networks, and general counsel at Captivate Network, Inc.

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