Posted: Jan 29, 2010

Curtis L. Schehr has begun his one-year term as the 29th President of WMACCA, succeeding Manik K. Rath, Senior Vice President, General Counsel and Secretary of LMI, as chief executive officer of the association. Curtis plans to build on WMACCA’s strengths by enhancing efforts to recruit and retain members, continue to raise the profile of in-house counsel in the legal profession and the business community, and partner more effectively with law firms and other service providers that work with in-house counsel.  

“Against the relatively stark backdrop of these tough economic times, the importance and value of WMACCA to the in-house bar, and the broader legal community, has never been stronger,” said Curtis.  “We are committed to ensuring that we bring value to our membership by meeting their professional needs and interests.”

The Annual Meeting luncheon program featured the regulatory priorities and initiatives of the Antitrust Division of the U.S. Department of Justice, the U.S. Equal Employment Opportunity Commission, and the Division of Corporation Finance at the U.S. Securities and Exchange Commission, and how those priorities affect private-sector businesses.

William F. Cavanaugh, Jr., Deputy Assistant Attorney General for Civil Matters, Antitrust Division, U.S. Department of Justice, entertained the audience with his "aggressive but reasonable" style (actually, that's how some have described his Division following the recently approved merger of Live Nation and Ticketmaster). Mr. Cavanaugh provided a brief history lesson illustrating the lesson that competition policy does not run counter to economic recovery efforts, and reminded WMACCA members in attendance of the wise old adage, "Recessions come and go, but mergers never die." (No mention of AOL and Time Warner, however, or Conan O'Brien and the Tonight Show, for that matter.) He discussed the substantial gaps between DOJ Antitrust and FTC current practices compared to the Antitrust Guidelines, which are long overdue for revision since the last time, 1982.  They will be striving for "a product that serves both competition and consumers well."

Stuart J. Ishimaru, Acting Chairman, U.S. Equal Employment Opportunity Commission, played the part of the Wizard of Oz, as he confessed that he now knows what's "behind the curtain" at the EEOC, since his appointment as Acting Chair. After his initial reaction to the EEOC as a bipartisan commission ("This is Nuts!"), Commissioner Ishimaru has grown to appreciate the various points of view brought to the table and has found consensus has been built in certain areas where politics do not come into play. In particular, he expressed the Commission's desire for increased training of its people, as well as continued emphasis on systemic litigation for the EEOC in the future (good news for our outside defense counsel!), as well as confirmation of three new Commissioners (including a new Chair) and General Counsel in the coming year. He noted that the "nooses in the locker" cases still occur, but those cases have always been easy pickin' for the EEOC - it's the more subtle cases (pre-employment testing? mixed motive cases?) that will tend to generate additional interest from the EEOC's enforcement branch in the future. EEOC will also look to "Fair Chance to Advance" issues (our phrase, not his - but kinda catchy, no?), as fair pay cases in the aftermath of the Lilly Ledbetter Fair Pay Act come to light.

Shelley E. Parratt, Deputy Director, Division of Corporation Finance, U.S. Securities and Exchange Commission, noted that 2010 Executive Compensation disclosure requirements have two focuses: (1) how much did the company pay its executives, and (2) how did the company decide to pay those executives those amounts? In focusing on the latter of those two questions, she sent a strong message (note: solely her opinion, not the SEC's) that Corporate Disclosure and Analysis (CD&A) statements should really focus on quality, not quantity (stop the unhelpful boilerplate language!), and can't just describe tools and methodologies for how executive pay was calculated that year. The analysis must describe how those tools produced the specific results that they did. In other words, cut to the chase and be specific! Finally, Deputy Director Parratt left us with one last reminder that "we are all investors!" (If she saw our 401k's these past couple of years, she'd know that we don't want to be reminded of that!)