As leaders of corporate law departments of multimillion-dollar companies, Pamela Carter, Debra Snider and Vivian Tseng are among the most talented professional women in the country. They represent the first wave of what will surely be many women that step into the role of general counsel at major corporations.
Determined, talented and tested by the challenges of the profession, they are the forebears of change in an industry that has been dominated by men. But ask them if their gender has made their journey to the position of general counsel more difficult, and they will tell you "No."Their ability to look beyond gender and other differences has aided their rise to the top. For them, serving the best interests of the company is a priority that has served their best interests as well.
Pamela Carter, Cummins Engine Co.
Vice President, General Counsel and Secretary,
Cummins Engine Company
She wasn't seeking the job; she was noticed. Pamela Carter remembers that less than a year after making a conscious decision to end her successful career as the first African American Attorney General in Indiana's history, she was offered a job most lawyers would die for — the position as vice president general counsel and secretary, Cummins Engine Co. — a Fortune 500 engine manufacturing company. The fact that she could choose between two such careers says a lot about who Ms. Carter is.
Ms. Carter has always had career choices. She has had the opportunity to pursue several different careers and has excelled in every one. Prior to earning her law degree from the Indiana University School of Law in 1984, she enjoyed a 15-year career as a social worker. Helping distressed people get their lives together did wonders to develop her people skills and project management skills. That would come in handy as she started her career as a lawyer at the Baker & Daniels law firm in Indiana.
Ms. Carter carved out a solid reputation as a litigator and soon made the jump to the public sector as a securities enforcement attorney for the state of Indiana. Securities enforcement introduced her to government, and before long she had over-performed at her job so well that Indian Governor Evan Bayh asked her to serve as his chief of staff. Even that wasn't enough to quell her career curiosity, so she used her association with the governor's office to eventually secure the position of Indiana Attorney General in 1992.
Simply attaining the attorney general's position wasn't good enough for Ms. Carter. "We had a fabulous office," she says, boasting that "We won more U.S. Supreme Court cases and won more Best Brief Awards than any other attorney general's office in the nation." In fact, it was her office that won the sex abuse conviction against Mike Tyson that started his career spiraling downward. She says her experience as attorney general best prepared her for her position as general counsel because, "You have to deal with all the management issues because it's like a huge law firm. And then you have to provide leadership and define your legal strategies and make sure you achieve them. I think it is the most easy parallel to what I do now, but at Cummins I do it on a world-wide basis."
She had spent just about a year at Johnson Smith, LLP as a Partner specializing in economic development, antitrust and corporate transactions when she was offered the general counsel position while stopping by on a business call. She became the second female general counsel in the company's history, and she credits the independent engine manufacturer on its progressive approach to diversity. "I have found the Chairman and CEO, who I report to, and the president extremely supportive," she says."They've done an excellent job assisting us in ensuring that the entire organization is responsive to the issue of diversity by providing us with the necessary power, authority and ability to get the job done."
For Ms. Carter, getting the job done means helping Cummins and its 20-member law department deal with Clean Air Act regulations and issues surrounding the North America Free Trade Agreement and international trade. Because Cummins designs and manufactures diesel engines, compliance with environmental regulations has a direct affect on the company's profits. The threat of hostile takeover also falls under Ms. Carter's purview, so keeping Cummins the only independent engine manufacturer left in an industry that is consolidating is a major challenge for the company.
Perhaps her biggest challenge however is managing the very talented people in her law department.
She notes that there is only one general counsel position, and it is hard to make sure your best lawyers "continue to feel valued and that you maximize the real contributions that these very talented lawyers can make. You have to nurture and cultivate them in ways so that they will continue to make the contributions that you need. It takes a lot of time and thought, but if you do it, the entire corporation benefits and you will more likely than not retain that talent." Keeping a solid legal team together is one of the biggest contributions the general counsel can make to the company and to the overall cause of diversity. But as Ms. Carter explains, no one can do it alone.
"I think the Chairman and CEO, the president and COO and the members of the board must be thoroughly committed to the issue of diversity to ensure that it becomes a reality throughout the organization," she says."That's the first step…leadership must embrace the notion and think that there is a strong business case for it in addition to the moral case."
Debra Snider, Heller Financial, Inc.
Chief Administrative Officer and General Counsel,
Heller Financial, Inc.
Creative problem solving has always been one of Debra Snider's strengths. It is probably the main reason she is chief administrative officer and general counsel of Heller Financial, Inc., which provides specialized financial solutions to mid-sized companies. After earning her law degree at the University of Chicago Law School in 1979, she was faced with a problem that confronts most young associates — how do you prevent yourself from being pigeon-holed into a single practice area while working at your first law firm? She decided to be unconventional and specialize in securities law and mergers and acquisitions at a time when women in those specialties were scarce. "People were surprised to see a young women there to negotiate the underwriting agreements," she recalls with a smile. But being placed in that position she learned early on how to win people over. "You had to behave in an appropriate fashion and get them to understand that you knew where they needed to go and that you could get them there."
Her experience at Hopkins & Sutter law firm proved invaluable, but the pace was maddening. Even her high-energy personality began to wilt under the pressure of 16-hour workdays. Taking a break, she left the law firm game in 1983 to take an in-house position at The Balcor Company in Skokie, Ill., first as vice president legal, then as first vice president and associate general counsel. As the No. 2 person in the law department, Ms. Snider was given the opportunity to manage things while her boss concentrated on strategic counseling. Her management experience grew along with her confidence. She was loving her job until the 1986 Tax Act slowed the company's business, sending it into liquidation mode.
Now her creative problem solving would score its g reatest coup. By now Ms. Snider had two children, 4 and 7 years old, and she wasn't looking forward to the old law firm lifestyle of 16-hour workdays.
But when she was approached by the Katten Muchin & Zavis law firm in Chicago she was interested. The firm had worked with Balcor as outside counsel, so she knew the firm's culture. But she struck a deal that would change it forever. "I said to them I want to have a regular full time job, not a law firm full time job.
"I'm a transactional lawyer and when a deal is hot I'll work nights and weekends like everybody else, but over the course of a year, I'll just take fewer deals than my full time counterparts and I will promise that I will bill 1,400 hours during the year rather than the 2,000 that you consider full time."
After protesting, the firm eventually took her up on her offer. Lucky for them because Ms. Snider made Partner after working "part time" for one year. In fact, she was bringing in clients at such a steady rate that she worked herself out of her part time situation. Pointing to her creative solution to her problem, she stresses, "I was not telling the firm that they had to make an accommodation to me, I was saying that I have something you want and need, and I firmly believe I can do it in a way that will not harm your clients or your organization. I just was not willing to do it 24 hours a day."
After five and a half years at KMZ, the managing partner asked her to be the acting general counsel for a major client while they searched for a permanent replacement. So in 1995, from April to October she worked as the acting general counsel of Heller Financial by day and as a partner at KMZ at night.
Luckily the two were across the street from one another. Ms. Snider was hired as general counsel in October and in February of 1997 she was promoted to chief administrative officer. Now, in addition to running the 17-lawyer legal department, all corporate services areas, facilities, records management, security, purchasing, travel and The Knowledge Center (a knowledge management library function) is under her supervision.
For those that would follow in her footsteps, Ms. Snider cautions that the general counsel position is sometimes misunderstood. She believes those that look at the general counsel job only as the head of the legal department have it all wrong."What you do is you look at the general counsel as a senior manager who brings the legal perspective to bear on important corporate matters and who also happens to manage the corporate legal department."
Having the insight to bring the legal perspective to a business in a way that will make it more efficient and profitable is what ultimately creates the value of the general counsel position. Says Ms. Snider: "I have always focused on figuring out what organizations perceive as valuable, seeing if providing that is something I'd be interested in doing, and if the answer is yes, then the prize is really worth the priceit's worth throwing yourself into your job 150 percent. Otherwise you're just beating yourself against a wall."
Vivian Tseng, Welch Food, Inc.
Vice President, General Counsel and Secretary,
Welch Food, Inc.
Quiet and straight to the point best describes Vivian Tseng. Without a great deal of fanfare, she has gone about her business going after what she wants — and it has landed her in the position of vice president general counsel and secretary of Welch's Inc., an agricultural cooperative that manufactures and markets products made from grapes.
Ms. Tseng says she received her core training and experience at the two law firms she attended after graduating from Georgetown University law School in 1980. She split the next six years working for Tillinghast, Holland and Graham in Providence Rhode Island and Foley, Hoag & Elliot in Boston. She says private practice allowed her to be a generalist lawyer, something she advocates for those aspiring to senior management positions.
Once she decided that she wanted to leave private practice for an in-house environment at a manufacturing and marketing company, "I just used a headhunter who made the introduction," she explains.
Ms. Tseng joined Welch's as a senior attorney in 1986 and she rose through the ranks to become director of legal affairs in 1990 and general counsel in 1993.
The law department at Welch's is small."I was just the third attorney when I was hired, and I'm only the second general counsel Welch's has ever had," she says. Now her four-person department deals with advertising issues, food labeling and other regulatory compliance. Structuring business relationships and business deals — what to ask for, how to ask for it and how to document what the company agrees to fall under her responsibility. Most recently the law department has been the creative initiator within a larger project to spread the word about promising research concerning the health benefits of white and purple Niagra and Concord grape juice. "The law department has been very active in a corporate-wide health and nutrition initiative," she says."It is central to our business. We're an agricultural cooperative, which means we are owned by the farmers of the major produce we use, which is Concord and Niagra grapes."
Ms. Tseng's calm and approachable demeanor has helped her remain successful through the years.
Those attributes combined with project management experience from her law firm days helped her take a law department with a solid foundation and make minor adjustments that increased efficiency and allowed more creativity. "I have always emphasized a very strong attorney client relationship because if you don't have that, you don't have anything. It is the relational aspect of the function that I emphasize, and it has paid of f for the law department and other departments we interact with." It has also paid off for Welch's overall.
Although she concedes that things may have changed since she was in private practice, Ms.Tseng still asserts that "law firms are the best training ground for young lawyers." She also recommends that minority and women lawyers get involved with volunteer organizations so that they might assume leadership positions that can give them valuable people management experience. For those aspiring to become general counsel, "The opportunity to lead an organization, no matter what organization, can be very helpful."
From the August 1999 issue of Diversity & The Bar®