2018 Corporate Counsel Awards
In-house attorneys have it easy, right? They don’t have to track billable hours and they can craft a work schedule that’s closer to 9 to 5—at least in theory. The truth is that in-house counselors have a tough job that requires a broad spectrum of legal expertise that encompasses employment, real estate, contracts, securities, government relations, compliance, cybersecurity and much, much more. So please join us as we pay tribute to our first annual Corporate Counsel Award honorees—exceptional attorneys who are invaluable assets within their companies.
Working for what George Adondakis calls a “growing, family-owned company” for 15 years has allowed Adondakis to wear many hats—he’s served in other roles, including VP of human resources, before his current position of president and legal counsel at Nicholas & Company.
In order to take proper care of the company’s team members, Adondakis says he’s committed to “creating a safety culture at Nicholas. We feel a strong commitment to our team members, customers and community, and about eight years ago we made a firm decision that we were going to be ‘best in class’ in safety,” he says. That decision led to a decrease of workplace injury from eight incidents per 20,000 hours worked to the current standard of 1.43 injuries per 20,000 hours.
Adondakis also drives Nicholas & Company to invest in IT and cutting-edge technology in order to automate processes, leading to reduced costs and increasing growth initiatives.
“Nicholas has always valued team member engagement and company culture,” says Adondakis. “I feel my employment law background has helped Nicholas hire, train, coach and, when needed, terminate team members in the right way. I have been involved at the ground level in this and have helped shape the culture and attract great talent.”
Randall Benson became Bank of American Fork’s first in-house counsel in 2006—just before the Great Recession hit. While the financial industry was coping with a grim economic situation, Congress enacted the Dodd Frank Act, which led to the creation of the Consumer Financial Protection Bureau and many, many new banking regulations.
But instead of falling into a defensive position, the bank took aggressive steps to survive and grow in the new landscape. Benson helped the bank acquire two other community banks and the Utah branches of a third bank. Then the bank’s parent company went public as People’s Utah Bancorp and is now traded on the Nasdaq.
Benson says his biggest challenge has been to “preserve and growth community banking, with real small town service, in a time of constant change, with ever-increasing legal, regulatory and technological challenges.”
Through Benson’s legal guidance, Bank of American Fork has transformed from a privately held bank with 10 locations and $638 million in assets to a publicly traded company with five divisions, 25 banking locations and $2.1 billion in assets.
Benson says he is a teacher at heart, adding, “The best part of my position is providing legal training for bank executives, managers and staff, which has helped develop institutional knowledge and capacity for significant growth.”
For C. Dan Black, there’s nothing more enjoyable in his work than “solving problems, working on complex transactions, and doing everything I can to knock down legal obstacles that stand in the way of our business goals.”
For having such interests, Black has certainly chosen a perfect profession. As the chief legal officer, executive vice president and secretary for Vivint Solar, Black serves as a strategist that oversees tax equity, structured finance transactions, energy and consumer regulatory matters, among other responsibilities. He has to stay on his proverbial toes as he works in an industry that is constantly changing.
Black and Vivint Solar have worked hard to help raise over $2.5 billion for the company and to establish training programs for Vivint Solar employees that have resulted in dramatic decreases in customer escalations—and, importantly, to keep rooftop solar affordable for Utah customers.
“Vivint Solar—and the residential solar industry in general—faces a lot of external headwinds, including federal trade issues, tax reform and state energy policies. Rooftop solar is disrupting the traditional utility energy model,” says Black. “Much like the automobile vs. the horse and buggy, we are on the forefront of this nascent industry that is challenging a hundred-year-old paradigm—giving consumers the ability to choose their energy provider.”
Working in the real estate business, Roman Groesbeck sees a wide and colorful array of people, from small “Mom and Pop” clients to large companies to sophisticated investment buyers. The common thread between them? Groesbeck’s commitment to helping their transactions go through as smoothly and efficiently as possible. It’s just one of a slew of things that drive him to success.
“Fortunately, the list of things I enjoy about my work is long, but chief among them is having the opportunity to associate every day with dynamic, sharp and hardworking people, who have fun along the way to boot,” he says. “Another thing on that list, particularly because we are in the real estate business, is being able to see the tangible fruits of my labor—taking shape predominantly in the form of our developments rising from raw land into vibrant centers of activity and commerce across the entire western U.S.”
Groesbeck has helped things work more smoothly for the company as a whole through establishing diverse third-party vendor networks, modernizing the corporate organizational structure for the more than 125 company entities, finalizing and effecting the company’s expansion of its largest lending facility with a national bank, and creating and implementing formal company-wide policies and procedures to address key legal aspects of every step of doing business at Wadsworth.
The biggest difference between being at a firm and being an in-house attorney, says Jeremy Hansen, is that outside counsel is called in to put out fires—while in-house counsel is able to make sure the fire doesn’t happen to begin with.
“Being on the outside of the client company, there wasn’t always an opportunity to help prevent problems before they arose or to make sure that the same problem didn’t continue to arise. The picture is much different from the inside,” says Hansen. “From my vantage point as general counsel, I’m not only able to help ensure that a problem doesn’t arise more than once, but I’m able to help foresee and prevent a problem before it ever arises. It’s very satisfying to prevent a problem from ever arising, saving a lot of time, money and frustration.”
Hansen is the first in-house attorney for Young Automotive Group, a 92-year-old company that’s experienced tremendous growth over the past several years, with employee headcount quadrupling over that time. In his role, Hanson has been able to streamline legal processes, update policies and procedures, and untangle the knots of the company’s complex holdings. It’s the varied nature of his work—being able to negotiate deals, research case laws or legislative updates, or draft agreements—that keeps Hansen busy and motivated.
Recursion Pharmaceuticals, Inc., is a true hybrid of a company, which means, in a sense, that it has all the traditional challenges of a tech company and those of a pharmaceutical company to boot. It’s tricky to balance the two, says Nathan Hatfield, but it is also a thrilling and engaging combination to navigate.
“Recursion has developed a unique culture where data scientists, PhD biologists and business executives work together to solve incredibly difficult and important problems,” he says. “I deeply enjoy both the team-focused nature of the work, and even more importantly, the potential impact that our work could have on patients’ lives.”
Being over Recursion’s financial dealings has added another challenge and opportunity for Hatfield, and he has found himself taking on multiple roles and successfully juggling responsibilities as the company grows.
“I have helped Recursion design and execute its preferred stock financings, focusing on cost of capital, financial analysis and control issues,” he says. “As a high-growth, venture-backed startup, it’s very import to work with our new and existing investors to align incentives and help set performance expectations. In addition to investor relations, I do a significant amount of work building the financial infrastructure needed to support Recursion’s rapid growth.”
About a decade after Kimberley Honeysett first joined Varian Medical Systems, she helped the company begin the process of spinning out a new public company—Varex Imaging, which successfully spun out in January 2017. And right in the middle of all that, Honeysett helped the company negotiate and close on a major acquisition, which greatly increased the company’s size. When it was created, Varex Imaging already had more than 1,500 employees across the globe and a market cap of about $1.3 billion.
As the dust settled from those transactions, Honeysett worked to set up a brand-new legal department for the new company. “We created new contracts, policies and procedures that were specific to our business as a stand-alone company,” explains Honeysett. “This was an immense amount of work, accomplished by a dedicated and tireless team. Our work provided the framework for the company to hit the ground running without an interruption in its operations.”
Varex Imaging’s executives and board members value Honeysett’s deep knowledge and experience. She notes that she is among the few executives on the team who has direct experience as an officer of a public company and actively managing a board of directors. “This helps tremendously when guiding our executive team through governance issues and strategic discussions,” she says.
Dennis Lloyd’s love of finding simple solutions for complex problems and a dual interest in law and business led him to earn both an MBA and a JD—an educational background and skillset that has helped him flourish at WCF Insurance. Lloyd is the longest-serving member of the executive team, and that experience further helps him make the right calls to help the company. But after 36 years, he still has yet to see the same problem arrive on his desk.
“I have an institutional knowledge about the company and the industry that some of the new members of the team do not have,” he says. “No year at WCF Insurance has been the same as the year before. There have been a number of changes to the company and the industry that have kept me busy, challenged and entertained.”
Things have changed since Lloyd came on at the 100-year-old company, and many of those changes have his fingerprints on them.
“I’ve helped plan and orchestrate a transition of the company from a quasi-public corporation to a mutual insurance corporation that is now poised to grow and diversify into the future,” he says. “I have worked on succession planning issues to help assure strong future leadership to meet the needs of the company.”
Twenty-one years ago, Jef Olsen’s girlfriend recommended a book to him about becoming a lawyer—a profession he had never before considered. Today, that girlfriend is Olsen’s wife, and Olsen has found career success and satisfaction in helping other people untangle thorny legal problems.
“I enjoy resolving conflict and solving problems in a quick, efficient manner. For example, it’s such a great feeling when I can resolve a customer complaint. They feel listened to and they feel that they understand our position, and we jointly come to a mutual agreement about a resolution. It’s a win for the consumer and a win for the company,” he says.
After working at a law firm for 14 years, Olsen found new ways to help as in-house legal counsel for Alpha Warranty Services. Theirs is a contract-driven industry, and customers tend to be frequently upset, given the circumstances that leads to them needing to call the company.
“It’s a challenge to help customers understand that their contract does not apply in their particular case. Some become angry and some threaten lawsuits and other legal action,” he says. “In the overwhelming majority of cases, however, I am able to quickly resolve these issues.”
FJ Management encompasses several business units, including the Maverik gas station/convenience store chain and an oil refinery. Maverik is expanding rapidly—but with electric vehicles and other green technologies becoming increasingly prevalent, the company must build flexibility into its business model.
That’s where Senior Corporate Counsel Tom Schofield steps in. Schofield manages the real estate transactions of the growing chain, and he’s instituted new policies and procedures to limit the exposure to risk for FJ Management. For example, the firm relies on flexible leasing arrangements for new Maverik locations, in the event that the business model must adapt to fluctuating demand for fuel.
“The documentation I have drafted and negotiations I have undertaken have had to be creative in providing our companies flexibility to change the way we operate in a short amount of time, depending on how our market may change in the coming years,” explains Schofield.
“FJ Management (and its people at all levels) places an incredibly high value on integrity and fairness. In documenting transactions, my approach has been to document the parties’ agreement consistent with the business decisions that were negotiated in a manner that is fair to both sides,” he says. “We believe that if both parties win in the negotiation, that the transaction is more likely to be successful in the long run for everyone.”
It was “a love for English and American history and the development of Constitutional Law” that first drew George Stewart to the field of law. He practiced in various legal positions, both domestic and international, for United States Steel Corporation for 24 years. Today, he uses that love of his profession as chief counsel, U.S., for Rio Tinto.
As the regulatory burden on mining companies is “intense,” his work is varied and constant. Stewart has cultivated “close and transparent working relationships with regulators,” and his work has included assisting in the sale of the land and associated assets in the Daybreak community to Värde Partners, optimizing contracts for mining and manufacturing inputs, and negotiating collective bargaining agreements with unionized workforces. He has also worked on “ensuring the maximum safe life of mine at Bingham Canyon, along with [a] pre- feasibility closure analysis and smooth operating transition to Resolution Project in Arizona, which is expected to supply fully 25 percent of the nation’s future copper demand once on line.”
Stewart advises young attorneys to start at firms before moving on. “Start at a firm for a few years for the experience, then go in house… shoot for a good general counsel position where you can use your life skills to make a real positive impact to employees and the company,” he says.