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CCCA_V4No4_BenHeineman-FIN.qxd:CCCA_V1No1_DriversSeat-FIN.qxd 10/27/10 3:39 PM Page 40 Feature Benjamin W. Heineman Jr. redefined the role of the company lawyer during his tenure as general counsel and senior vice-president of General Electric. Today, he is a senior fellow of the Program on the Legal Profession at Harvard University and author of High Performance with High Integrity. He spoke with CCCA Magazine executive editor Beverley Spencer before the CCCA World Summit in Toronto where he delivered the keynote address. More than the chief lawyer B B yy BB ee vv ee rr ll ee yy SS pp ee nn cc ee rr :You’ve written that the prestige,status,compensation, position and may have fewer in number, but the ones they do have are poten- Qpower of general counsel at the core of major transnational corpora- tially extremely important. It depends obviously on the business tions has been transformed in the course of a generation,but if it’s to con- or industry they are in but whether it’s environmental, labour or tinue, boards of directors must be willing to pay for talent and carry the global issues — even smaller companies are either sourcing from legal headcount. Is that likely as cost pressures continue to mount in the offshore or selling offshore — the potential for having significant current financial environment? problems, and the need for creative problem-solving is signifi- :Yes, at least for the top legal talent, because there has been cant. Will they hire the former Attorney-General of the United Aa trend that is more powerful than cost-cutting,which is that States or some top solicitor in Canada? Perhaps not. Will they business and society issues have become an important part of the look for an extremely bright,broad-gauged younger person who CEO’s job description. And CEOs need top legal talent with might cost less? I would hope so. I would think so.They would broad experience to deal with those.It’s because those issues have be smart to do so. become so important — with the pendulum of regulation swing- ing, with integrity misses having catastrophic impacts — that :You have defined the core task of CEOs and top senior executives general counsel at major companies have become, in my judge- Qsuch as the general counsel as building a performance with integri- ment, of equal importance to the CFO.That is certainly a change ty culture that permeates the organization. Could you briefly describe from when I started in the late eighties. Smart corporations are what that culture looks like and the role of general counsel in building going to be willing to pay for [really top talent] because the world that type of culture? has changed around them so fast. : Culture is how we think, what we believe and how we Abehave.Performance is basically sustained economic growth : Does this also apply to general counsel below the top tier of with creation of goods and services that benefits all stakeholders Qlegal talent? and not just shareholders. No company exists for the sharehold- :The medium-sized companies are no more immune from ers; they exist for their customers, their employees, their suppli- Athe kind of pressures and issues relating to reputation, reg- ers etc. That in a nutshell is what high performance is. High CARLOS AMAT ulation, ethics, or public policy than the larger companies.They integrity is strict adherence to the spirit and letter of the law, the 40 CCCA Canadian Corporate Counsel Association WINTER 2010