© 2013 The Texas Lawbook.
By Mark Curriden, JD
Senior Writer for The Texas Lawbook
SAN ANTONIO (November 15) – The General Counsel Forum paid tribute Thursday night to the professional successes of chief legal officers at American Airlines, AT&T, Dell, Ericsson, Mitsubishi Caterpillar Forklift and CEVA Logistics at its annual Magna Stella Awards dinner.
The 700 corporate general counsels who make up the organization gave Frost National Bank Stanley McCormick. Jr. its Magna Stella Lifetime Achievement Award. CEVA Chief Legal Officer Dana O’Brien was honored with the Forum’s Large Corporate Legal Department of the Year, while Paul J. Malak, the general counsel at Mitsubishi Caterpillar Forklift, received the same honor for a small corporate legal department.
The corporate legal department with the best pro bono program went to AT&T, while Dell’s legal team was recognized for its diversity efforts.
But probably the best insider story of the GC Forum awards belongs to National Aeronautics and Space Administration Assistant Chief Counsel Rebecca Bresnik, who specializes in international law at the Johnson Space Center in Houston. Bresnik made national headlines in 2009 when she gave birth to her daughter while her husband, a shuttle astronaut, orbited the Earth at 220 miles in space.
More than 500 general counsels, corporate executives and business lawyers attended the Magna Stella Awards dinner in San Antonio.
A star of the event was American Airlines General Counsel Gary Kennedy, who was fresh off his major antitrust settlement earlier this week with the U.S. Department of Justice. The settlement clears the way for Kennedy and AA to close its $16 billion merger with US Airways next month.
The Texas Lawbook was the only media source attending the GC Forum’s annual meeting. Here are complete details about the recipients of the Magna Stella Awards:
Lifetime Achievement: Stanley E. McCormick, Jr.
of Frost Bank
McCormick is the executive vice president, corporate counsel and corporate secretary for Frost Bank and Cullen/Frost Bankers, Inc., a financial holding company headquartered in San Antonio with $22.5 billion in assets.
One of 24 U.S. banks included in the KBW Bank Index, Frost provides a wide range of banking, investment and insurance services to businesses and individuals in Texas. Founded in 1868, Frost has helped clients with their financial needs during three centuries.
McCormick told those attending the dinner Thursday night that he called his wife as soon as he learned he was receiving the Magna Stella Award.
“Oh, no. Is it over?” she responded. “Are you going to be hanging around the house bothering me all the time?”
“I told her, no,” McCormick said. “I still have a lot of work to do.”
The responsibility for Frost’s corporate legal affairs falls on two lawyers – McCormick and Associate Corporate Counsel Rich Reynolds. They oversee a myriad of corporate governance and regulatory matters, as well as all litigation matters and human resource issues.
McCormick, who was nominated by Strasburger Price litigation partner Andrew Kerr, has an exceptional ability to adeptly lead others to do the right thing.
“When you’re representing Frost as outside counsel, Stan lets you know that he expects more than just a good legal result – he expects you to reflect the unique culture of Frost,” says Lindsay Martin, a partner at Strasburger Price. “A bank like Frost is a pretty rare institution. It’s built on trust between the bank and its customers. It’s about doing the right thing. And that’s Stan: he’s not just a good lawyer – he’s a fair lawyer.”
The GC Forum says that McCormick has served by example at Frost for 24 years and clearly upholds Frost’s core value of integrity, following his own guiding light of pursuing excellence in all that he does. As a result of his leadership and counsel, Frost Bank has a reputation for handling and resolving disputes before they get out of hand. As a result, costly and contentious litigation is the exception, rather than the rule.
“When there’s a problem, there is always emotion,” says Frost Bank President Dave Beck. “Stan has a great ability to move people beyond that emotion toward making the right decision that is fair and in line with the culture of our company.
“It’s natural to think about winning when you are up against someone you think has wronged you,” says Beck. “Stan consistently brings people – even those on the other side of the table – to the point where all parties are looking for the right answer, not looking for a fight. Together they will find the right solution. In a phrase, Stan strives to do what’s right, not just what the law says.”
McCormick was born in San Antonio, grew up in Houston, and obtained a BBA degree in finance from the University of Texas McCombs School of Business and a law degree from the University of Texas School of Law. Upon graduation from UT Law School, he was commissioned as an Army Second Lieutenant and received an honorable discharge with the rank of Captain.
Beyond his stellar legal career, McCormick has been a leader in community and business efforts, including:
- Ten years as a City Councilman and Mayor Pro Tem for the City of Alamo Heights;
- Board Member and Executive Committee Member of the San Antonio Public Library Foundation;
- Past President and Advisory Director of the San Antonio Chapter of the Association of Corporate Counsel;
- Past President of the Texas Association of Bank Counsel;
- Past Director, The General Counsel Forum;
- Past Member of Dean’s Advisory Council, St. Mary’s University School of Law;
- Member of the American Society of Corporate Secretaries; and
- Past President of the Friends of the McNay Art Museum.
“Stan views adversarial matters involving his client’s customers and trading partners as opportunities,” says Daffer McDaniel partner Jeff McDaniel. “He carefully listens to his adversary’s grievances, expresses genuine empathy for their difficulties, and is very careful to present facts in a straightforward, unbiased fashion.
“Stan quickly earns his adversary’s trust and is often able to promptly and cost-effectively resolve the most intractable disputes,” says McDaniel.
Large Corporate Legal Department: Dana A. O’Brien
of CEVA Logistics
For more than eight years, O’Brien has been the chief legal officer at CEVA Logistics, which is one of the world’s leading non-asset based supply chain management companies. It has 50,000 employees, operations in more than 160 countries and revenues exceeding $9 billion.
Even O’Brien’s legal team consists of 60 lawyers and compliance officers spread out over 17 countries – a team that consisted of less than 10 attorneys when she arrived in 2005 after being the GC at Quanta Services.
Michael Warnecke, a corporate litigation partner at Akin Gump in Dallas, nominated O’Brien for the Magna Stella Award for the strong leadership and tremendous legal acumen she showed when her company faced industry-wide headwinds resulting from the slowing economy that came with the global economic crisis in 2008.
Dianne Carlson of Greenberg Traurig.
By the end of 2012, CEVA’s capital structure had a high proportion of debt to equity, negatively impacting cash flow. The company needed to recapitalize its substantial debt and obtain additional operating capital, all while avoiding a disorganized bankruptcy.
To exacerbate the problem, CEVA is a United Kingdom PLC, and its 70 subsidiaries, which were obligors on its debt obligations, are located in 11 different countries. Further complicating the situation, CEVA also has more than 30 other non-debt obligor subsidiaries in numerous other countries.
O’Brien developed a dual-track strategy: (1) prepare an exchange offer which would ask debt holders of the company’s unsecured and second lien debt to exchange debt for equity voluntarily, while (2) preparing a pre¬packaged Chapter 11 bankruptcy plan of reorganization, together with planning concurrent proceedings in other jurisdictions, in the event the first strategy failed.
As if the mountain of work needed for each plan individually was not difficult enough to accomplish on the necessarily expedited schedule, O’Brien conceived and spearheaded an intricate effort to keep the entire restructuring process confidential. This protection was necessary to minimize the potential for any negative impact on CEVA’s relationships with customers, vendors, and key employees who could have left the company.
O’Brien tracked each employee’s knowledge of the situation, sitting down individually with each top level employee, explaining the situation on an as-needed basis, and otherwise ensuring that communications were handled sensitively.
In May 2013, CEVA secured the necessary tenders and the recapitalization closed. The company’s debt was reduced by more than $1.5 billion, its annual cash interest expense was reduced by more than $175 million (about 50 percent), and the company received a capital infusion of more than $250 million. From start to finish, the entire process was completed in approximately five months.
O’Brien is a graduate of the University of Texas School of Law and a former associate at Weil, Gotshal & Manges.
Major Litigation: Frank C. Vecella of Ericsson Inc.
For the past dozen years, Vecella has been Associate General Counsel of Litigation for Ericsson, the oldest and largest telecommunications company in the world. The company has annual sales exceeding $33 billion, employs 110,000, and has an in-house corporate legal department that includes about 140 lawyers worldwide.
As head of litigation and disputes, Vecella routinely deals with high-stakes litigation matters that in some cases exceed $1 billion in exposure to the company – cases that can have a far reaching impact on product innovation and market competitiveness.
In nominating Vecella, Sidley Austin partner Yvette Ostolaza noted that he holds one of the most important positions within the company, where legal outcomes can have huge implications on the company’s bottom line.
The past year has been one of the most significant years in Vecella’s legal career, with successful decisions coming in more than a half-dozen major cases for the company.
- In June 2013, Ericsson won a summary judgment as a defendant in an important patent infringement case involving LTE technology in Florida. Ericsson’s potential long-term exposure was in the hundreds of millions (if not billions) of dollars.
- In May 2013, Ericsson won a significant patent infringement jury trial in Tyler, as a plaintiff. The case involved standards-essential Wi-Fi technology, and the defendants were represented in court by more than 70 attorneys throughout the two-week trial.
- In May 2013, Ericsson’s legal team persuaded the Federal Circuit Court of Appeals to affirm a summary judgment ruling the company had won on behalf of its customer AT&T in another important patent infringement case involving ring back tone technology.
- Early in 2013, Ericsson obtained a complete dismissal, with prejudice, of a lawsuit filed against the company alleging brain cancer injuries associated with exposure to electromagnetic frequency (i.e., radio) waves.
- In 2012, Ericsson and one of its suppliers won an important International Trade Commission case against Cypress Semiconductors.
Vecella is currently overseeing a large patent case pending against Ericsson in Rio de Janeiro and Sao Paulo, Brazil, which is being described as the largest and most complex patent suit in that country’s history. In addition, he and his team are working on an ongoing patent litigation battle against Samsung, which involves two separate International Trade Commission cases, two federal district court cases, and more than 30 patents in total.
“Frank’s management style is extraordinarily effective at empowering and mentoring younger attorneys,” says a litigator who works with Vecella at Ericsson. “Rather than micromanaging his team, he delegates significant day-to-day responsibility in the management of cases, providing important counsel when needed and pushing each of us to achieve favorable outcomes that we ourselves might not have thought possible.”
Major Transactional: Mark A. Stachiw of MetroPCS
Stachiw has been a corporate GC for more than 25 years – eight of those years at MetroPCS, a $5 billion NYSE-¬listed public wireless telecommunications company. He was such a good general counsel that he was nominated for best corporate legal department in both litigation and transactional.
The GC Forum recognized Stachiw for his leadership in MetroPCS’s extraordinarily complex $32 billion combination with T-Mobile, a subsidiary of the German company DT in May 2013. The combination of MetroPCS and T-Mobile was one of the largest reverse mergers in history, and provided a vehicle by which T-Mobile became a publicly traded company on the New York Stock Exchange.
As part of the closing of the transaction, MetroPCS declared a 1-for-2 reverse stock split, made an aggregate $1.5 billion cash payment to its existing shareholders and issued 74 percent of the combined company’s common stock to DT. DT rolled its existing intercompany debt with T-Mobile into an aggregate of $11.2 billion in principal amount of senior unsecured notes of the combined companies and provided the combined company with a $500 million unsecured revolving credit facility.
The transaction also gave DT a 74 percent stake in the combined company, which added significant layers of complexity. Not only did this bring to bear the differences in German and American business and legal cultures, but it also increased the regulatory risk to the transaction in the already highly regulated telecommunications space. In order to close the transaction, it had to be approved by the Federal Communications Commission, the Federal Trade Commission, the Department of Justice, the Committee on Foreign Investment in the United States, and other state public utility commissions and domestic regulatory agencies.
The financing aspect of the deal added yet another dimension of complexity for Stachiw. MetroPCS accessed the capital markets in advance of closing to amend the covenants and defaults of the existing $2 billion of senior notes applicable after the closing to conform to the previously agreed covenants of the senior notes to be issued to DT at closing, and to issue $3.5 billion of new senior notes to raise funds for the combined company. The disclosure in the offering documents for the $3.5 billion offering needed to relate not just to MetroPCS, a public company, but also to T-Mobile, a private company and new high-yield issuer.
The $11.2 billion in principal amount of senior unsecured notes issued to DT raised different challenges, including arrangements for DT to be able to exercise voting rights in respect of the notes, and a note holders’ agreement to govern certain additional concerns of DT with respect to the notes. Another unusual feature of the notes was that half of them were issued with a “reset price” formula that would re-establish their yield at specified future dates, in order to reflect then-prevailing market prices and enable liquidity of trading.
Stachiw also led the negotiation of a new credit facility – a facility that was based on the framework of MetroPCS’ existing credit agreement, but also accommodated the needs of the new creditor, DT, as a lender that is not a typical financial institution. In addition, the new working capital facility incorporated favorable elements of the combined company’s notes in ways that are markedly different from customary market practice for senior credit agreement.
Because the transaction was publicly challenged by dissident shareholders, there was a proxy contest that led to favorable revised deal terms for the combined company. Ultimately, Stachiw guided MetroPCS through a successful combination process that united two wireless innovators, each with a different corporate structure and corporate culture.
However, the merger of his company was not the only significant legal matter on Stachiw’s plate during the past year. He played a key role in defending MetroPCS in seven separate class action shareholder/derivative lawsuits brought regarding the deal with T-Mobile. He and his team also resolved litigation relating to auction rate securities that resulted in a very favorable settlement and they developed a successful strategy to appeal a Federal Communication Commission (FCC) decision granting wireless carriers the right to data roaming while at the same time pursuing an appeal of the FCC’s Open Internet Rules.
Lawyers say that Stachiw devised an innovative reading of the statute which allowed the FCC to have authority over data services in connection with roaming, but not as it relates to Internet access. The Court ruled in favor of MetroPCS using the narrower view of the FCC’s authority, which allowed MetroPCS’ appeal of the Open Internet Rules to continue.
Stachiw, who was nominated by Jeff Chapman, a corporate transactional partner at Gibson, Dunn & Crutcher in Dallas, is now the GC at NxGen Partners, a Dallas-based private equity firm.
Small Legal Department: Paul John (P.J.) Malak
As General Counsel for Houston-based Mitsubishi Caterpillar Forklift (MCF) – a global leader in the material handling equipment industry – for the past 13 years, Malak is obviously responsible for the legal department, but also so much more. He’s head of risk management, governance, compliance, corporate social responsibility, trade and internal audit functions.
That’s a lot of duties for a GC in a legal department that has only three other lawyers.
During the past two years, Malak has personally led MCF’s global dealer litigation docket, MCF dealership acquisition efforts and the initial stages of the amalgamation of the legal and compliance issues of the North American business relationship between MCF and its strategic partner, Jungheinrich Aktiengesellschaft (JH).
More than 85 percent of MCF global product distribution is through independent dealers. During the past year, MCF has been involved in a strategic reorganization of its authorized dealer network and the merger of the JH dealer network into the MCF network, which created a host of new issues. Even though JH and MCF worked diligently to resolve dealer separations amicably, a small number of high exposure court challenges proved inevitable.
Malak successfully constructed a unified defense in a manner which optimized both companies’ individual and collective positions.
The MCF legal team also coordinated the U.S. due diligence for the forklift operations merger of Mitsubishi Heavy Industries, Ltd. and Nippon Yusoki Co. in 2012. The merger resulted in a single publicly traded company in Japan.
With MCF as the crown jewel of the merger, Malak orchestrated the production of hundreds of thousands of documents in a three-month timeframe. Not only was the project successfully completed, it was done a full month ahead of schedule.
Last November, MCF launched a strategic program of rapidly expanding its retail business operations by acquiring MCF’s authorized dealer for Mississippi and Louisiana. However, the deal had to be consummated by the “make or break” date of December 31, 2012.
With only about a month to close the deal, Malak was confronted with an almost impossible deadline and the sellers knew they had most of the leverage. Despite the short timeframe, not to mention the intervening holidays, Malak and his team closed the deal on December 31, 2012, in a manner that was highly favorable to MCF.
The legal philosophy blending between the MCF Legal Department and the JH Legal Department has focused on certain key areas of concern, such as dealer litigation, product liability litigation and compliance with applicable U.S. trade laws.
MCF was well versed in handling product liability matters while JH was much less experienced. After spending considerable time with JH personnel in both the U.S. and Germany over the past year, Malak was successful in educating JH to a point where JH now understands the defense fundamentals of U.S. product liability litigation.
Corporate transactional partner Joshua Agrons at Norton Rose Fulbright in Houston nominated Malak for the Magna Stella Award.
Outstanding Asst. General Counsel: Rebecca M. Bresnik
at NASA
The legal status of lunar samples. Contract rights regarding commercial cargo on space shuttles. Those are just two examples of the legal work Bresnik does as the assistant chief counsel for international law matters for the National Aeronautics and Space Administration’s Johnson Space Center in Houston.
Bresnik, who received her LL.M in International Law from the University of Houston Law Center in 2008, was irreplaceable during crucial negotiations for numerous International Space Station (ISS) Program matters.
Especially noteworthy was her work related to the Multi-Purpose Crew Vehicle Cooperation with the European Space Agency (ESA). Per this agreement, ESA will design, develop and provide NASA the first of potentially several Service Modules for new NASA vehicles to be launched on the next generation NASA Space Launch System now in development. This $600 million initiative has been one of the highest priorities of NASA.
Kevin Blodgett (left) and Dianne Carlson with Greenberg Traurig.
Bresnik was indispensable during numerous rounds of negotiations, engaging in extensive discussions with ESA’s legal counsel to forge consensus on mutually agreeable legal provisions that allowed the agreement to move forward.
Similarly, her advice was vital during negotiations with the Russian Space Agency in sorting a myriad of legal issues to allow NASA to purchase crew transportation, rescue capability, and related launch services for NASA astronauts going to the ISS. The full value of the contract modification is $424 million for six seats and will ensure a continued U.S. presence aboard the space station, and a rescue capability for NASA astronauts, until a U.S. commercial launch capability for our astronauts is available.
Bresnik has also been responsible for many other significant achievements of the NASA Legal Team this past year:
- She drafted a new legal agreement for all lunar samples that are loaned to third party entities for scientific studies and displays that is now the agency model for these types of agreements;
- She was instrumental in ensuring NASA’s compliance with laws and policies while resolving complex legal issues in other areas, to include VAT taxation issues that resulted in a savings of $38 million for NASA;
- She assisted in developing new processes for integrating commercial cargo spacecraft with the ISS; and
- She advised on the development of a new process and policy for international agreements promulgated at JSC.
Additionally, Bresnik was instrumental in navigating complex legal issues while leading and coordinating the efforts of numerous agencies in the Anderson vs. The State of Alaska case. Her efforts ended in the successful return to NASA of a plaque known as the “Alaska Moon Rock.”
The plaque included moon rocks and a small Alaskan state flag that was flown to the moon with Apollo 11 astronauts on the first manned moon-landing mission. It was presented to the State of Alaska by President Richard Nixon in 1969, but had been missing for nearly 40 years.
The plaintiff claimed he found the plaque in the 1970s abandoned in the rubble of a fire and sued the state seeking title to it. This achievement was due solely to her outreach and perseverance in working with the Office of Attorney General for the State of Alaska, the assistant United States Attorney, the Federal Bureau of lnvestigation, NASA Office of Inspector General and the Bureau of Alcohol, Tobacco and Firearms in coordinating the drafting of motions and the gathering of information from these agencies that eventually discounted the Plaintiff’s claim.
Bresnik’s husband, Randolph Bresnik, performed two spacewalks as a shuttle astronaut.
Non-Profit and Governmental Law: Colonel Mark H. Patterson
One year ago, U.S. Air Force Colonel Patterson was sitting in Korea dealing with international law issues dealing with Kim Jong Un. Last night, he was in San Antonio receiving the Magna Stella Award for his work as general counsel of the Army & Air Force Exchange Service
Established in 1895, the Exchange is the 47th largest retail organization in the U.S., with annual revenue of $10 billion, and employs more than 42,000 civilian and military personnel. It operates department and convenience stores, gas stations, restaurants, theaters, and other businesses on military installations in all 50 states, five U.S. territories and more than 30 countries.
Patterson oversees a staff of 20 attorneys, including counsel in Europe and the Pacific. The office is divided into four divisions.
The executive division is responsible for the organization’s ethics program; Privacy Act and Freedom of Information Act compliance; oversight of its Anti-Money Laundering program; counsel to the Exchange’s Legislative and Policy Committee; and procurement fraud advisor to investigative entities and the Department of Justice.
In the past year attorneys have reviewed more than 750 financial disclosure forms, which are completed by individuals in the procurement process to ensure there is no conflict of interest between the Exchange associate’s duties and their financial holdings. Since 2012, the legal department has provided ethics training to more than 17,000 employees.
The Exchange provides money transmittal services to customers worldwide, annually sending or receiving almost $200 million in more than a million transactions. The legal department is responsible for complying with the Bank Secrecy Act and Patriot Act.
The Exchange sells firearms to customers at 60 locations in the United States, and has passed recent no-notice inspections by the Bureau of Alcohol, Tobacco and Firearms.
The Employment Law & Litigation Division is responsible for personnel and labor law matters.
The General & Credit Law Division is responsible for the Exchange’s Credit Program (ECP), as well as managing the bankruptcy recovery program. There are about 1.2 million ECP account holders, which equates to a $3 billion receivable. In 2012, approximately 12,000 ECP account holders filed for bankruptcies, listing more than $50 million of debt.
In order to maximize recovery, the legal department originated a process to find and recover secured debt. In 2012, the legal department found $581,000 in secured purchases made through online catalog sales with ECP accounts in bankruptcy. The Exchange will recover about $300,000 more annually from ECP Catalog purchases placed in bankruptcy as a direct result of this division’s initiative.
The Commercial and Financial Law Division is responsible for providing advice and counsel on business operations, including procurement, intellectual property, banking, and environmental law issues. Over the past 12 months, contracts totaling more than $2 billion have been reviewed.
Diversity: Dell
Many general counsels talk big about their diversity efforts. Dell General Lawrence Tu walks the talk.
The GC Forum gave Tu its Magna Stella Award for Diversity. Tu, who has been with the Austin-based Dell for a decade, actively involved in Dell’s diversity initiatives to leverage the similarities and differences of all team members. Dell also tries to influence similar behavior outside the company, including outside legal counsel. These firms are an indispensable extension of the legal team, and serve as ambassadors in front of critical external constituencies.
Tu was nominated for the honor by Jane Snoddy Smith, a partner in Norton Rose Fulbright’s Austin office and head of the firm’s real estate practice.
In 2011, Tu started the Dell Legal Diversity Award. The purpose of the award is to drive diversity and inclusiveness efforts into the broader legal profession by encouraging Dell’s outside law firms to use diverse and innovative perspectives in their work on Dell legal matters and recognize those excelling in incorporating diversity into their cultures.
Criteria for award applicants include diverse staffing on Dell matters, overall attorney demographics at the firm, leadership opportunities provided to diverse attorneys, engagement of diverse third-party firms and vendors, and the creation of an inclusive environment.
To launch this initiative, Fulbright & Jaworski was recognized for its longtime collaboration with Dell’s legal team in driving diversity programs affecting young diverse lawyers and law students beginning their careers. Fulbright was recognized at an event attended by representatives of the Austin Asian American Bar Association, the Hispanic Bar Association of Austin, the Mexican American Legal Defense and Education Fund, the Texas Minority Counsel Program, Texas Women Lawyers, the State Bar of Texas Office of Minority Affairs, the Association of Corporate Counsel, the Austin Black Lawyers Association, and the Austin LGBT Bar Association.
In 2012, the Dell Legal Diversity Committee invited more than 50 law firms to submit responses to a survey on their diversity efforts. Participating firms were evaluated and interviewed. After careful consideration, Dell selected eight finalists for their impressive work in providing leadership opportunities for diverse attorneys, engaging diverse third party vendors, and establishing diversity within their own firm demographics. Larry presented the first Dell Legal Diversity Award to Farella Braun + Martel in December.
Also in 2012, Dell earned a perfect score of 100 percent for the seventh consecutive year in the 2012 Corporate Equality Index, an annual survey administered by the Human Rights Campaign (HRC) Foundation. The HRC reported that its efforts and companies like Dell are protecting more than nine million workers from discrimination in the workplace.
Along with the HRC, Dell supports the passage of the Employment Non-Discrimination Act (ENDA). This law would provide basic protections against workplace discrimination on the basis of sexual orientation, or gender identity.
Expanding his commitment to diversity, Tu also serves on the Board of the Minority Corporate Counsel of America.
Pro Bono: AT&T
The GC Forum awarded its top honors for pro bono service to AT&T’s legal department, which the Forum said fosters an undeniable commitment to pro bono service.
In 2007, under the leadership of Wayne Watts, Senior Executive Vice President and General Counsel, what started as a spark to help those less fortunate has become a long lasting flame. With attorney participation in more than 38 different programs across the nation, 13 of which are in Texas, AT&T’s legal department stands as a strong champion in reducing barriers for Texans who need access to justice.
Every year, AT&T holds a kick-off event in each of its five regions that features the wide range of pro bono opportunities available and encourages attorney involvement. Attorneys can assist with everything from providing legal advice on a legal hotline to handling asylum and immigration cases to collaborating with local law firms to handle cases.
Not only does AT&T give of their time, they also financially support legal services providers by sponsoring events such as the Legal Aid of NorthWest Texas Women’s Advocacy Award, the Human Rights Initiative’s 5K Run, the Champions of Justice Gala Benefiting Veterans, and the Volunteer Legal Services of Central Texas annual fundraiser. They also fund Public Interest Internships at SMU’s Dedman School of Law and provide Excellence in Pro Bono Scholarships at three law schools: SMU, St. Mary’s, and the University of Houston.
The efforts of AT&T have not only served to heighten the profile of pro bono services within the legal community, but they also serve as an extraordinary example of their commitment to access to justice in Texas.
AT&T was nominated for the Magna Stella Award by Sally Crawford, a corporate M&A counsel at Jones Day and president of the Dallas Bar Association.
Solo GC: Kirsten B. Cohoon
The City of Boerne in October of 2010 hired Cohoon as the city’s first in-house City Attorney. She has worked on numerous development agreements and Chapter 380 economic development agreements over the past 18 months.
Prior to Cohoon joining the city, Boerne had done fewer than five of these agreements in the previous 10 years. These documents can be very complex, with detailed specifications for carrying out work on projects of all types involving one or more of the city’s electric, water, gas and wastewater utilities, as well as ad valorem and sales tax abatements, or rebates.
The city procures its electric energy to serve citizens from wholesale energy suppliers in the market. In 2012 and 2013, Cohoon played a key role in negotiating two such transactions, one valued at $3.6 million over 8 months and one valued at $16 million over 30 months. Despite her lack of experience in this field, she quickly came up to speed on all matters relevant to the negotiations.
The end result was a contract that protects the city’s interest into the future while providing competitively priced energy to serve the citizens of the community.
Cohoon was also called upon to oversee revision of the city of Boerne Charter to change the way City Council members are elected. She coordinated with staff, the city Council, the District Court in San Antonio, the Fifth Circuit Court of Appeals, and the Department of Justice to bring about a change from a cumulative voting system to a single-member district voting system.
Cohoon also serves as the city prosecutor, playing a pivotal role in the municipal court system, and the city has saved tens of thousands of dollars in legal expenses due to her skillful assistance since her arrival three years ago. A matter that consumed much of her time had its genesis in a 1996 consent decree between the city and the League of United Latin American Citizens (LULAC) that resulted in a cumulative voting system for the city.
In 2009, the city and LULAC agreed that the cumulative voting system was confusing and ineffective and agreed to ask the federal court to modify the consent decree to permit a single-member district election system. The district court agreed to the modification.
Subsequently, a citizen objected to the modification of the consent decree and sought to intervene in the federal suit. The citizen also filed a separate suit in state court challenging the alteration of the election system. While the city was successful in the federal district court, the citizen appealed both rulings. The city prevailed at every level in the state court system with the Supreme Court ultimately declining to review the court of appeals decision. On the federal level, though, the Fifth Circuit determined that the citizen should have been permitted to intervene and remanded the case to the district court where the city again obtained the relief it was seeking.
In the meantime, Cohoon convinced the council that the way to end the costly litigation was to order a charter election. The election was successful, but the plaintiff then sought an award of attorneys’ fees from the city in excess of $500,000 claiming he had prevailed in the Fifth Circuit. Ultimately the district court determined that the city had no liability for the citizen’s attorneys’ fees.
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