Canadian Lawyer InHouse

Jun/Jul 2011

Legal news and trends for Canadian in-house counsel and c-suite executives

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Perhaps Laura Formusa — who in December 2006 was appointed interim CEO of Hydro One Inc. — serves as an even bet- ter example of working your way up from the bottom to the top. Formusa began her career at Ontario's largest electrical power utility as a summer student while attending Osgoode Hall Law School in 1973. In 1980, after being called to the bar in Ontario, the country was in the midst of a recession, and Formusa was unable to find a job in law. "Only one out of seven articling students was hired back at my firm. Rather than sit around doing nothing, I began to search for alternatives," Formusa recalls. "I felt that if I got inside Hydro One, I could start applying for internal positions. So I took the lowest possible position as a clerk typist to get my foot in the door." After working as a clerk typist, Formusa became a community relations officer and finally joined Hydro One's legal department in 1984, where she worked on corporate/com- mercial, regulatory, and environmental law matters. She was appointed general counsel and secretary in 2003. After her predecessor CALIN ROVINESCU Appointed CEO of Air Canada in April 2009, after he orchestrated the air- line's turnaround as chief restructuring officer during Air Canada's 2003-04 restructuring under the Companies' Creditors Arrangement Act. A legal background is a wonderful grounding for so many professions. We see so many law- yers who transition into careers in business, in politics, in government. A legal education teaches you how to think, how to analyze, excites a passion for learning. LAURA FORMUSA, Hydro One Inc. left unexpectedly in December 2006, Formusa was appointed interim CEO. In November 2007, after almost 30 years with Hydro One, Formusa was named permanent CEO. Does Formusa think her law degree hampered her career in business? Not at all. "A legal background is a wonderful grounding for so many professions. We see so many lawyers who transition into careers in business, in politics, in govern- ment. A legal education teaches you how to think, how to analyze, excites a passion for learning," Formusa says with enthusiasm. She advises her legal team at Hydro One to look at problems from the client's perspective as well as the legal per- spective and to go beyond flagging risks to finding solutions. In May 2009, a popular cheeky law blog, Bitter Lawyer, had a post on lawyers as CEOs. According to statistics obtained from Spencer Stuart, a global executive search firm, about seven per cent of CEOs at large, publicly traded companies (S&P 500) have a legal background and worked in law. Of all S&P 500 CEOs in 2008, 67 per cent have earned some type of advanced degree, and of that percent- age, 35 per cent are JDs. Does the seeming rise in lawyers turned CEOs constitute a trend or is a legal background irrelevant? Carrie Mandel, a headhunter at Odgers Berndtson, a global executive search firm, doesn't think there is a signifi- cant trend of lawyers transitioning from the legal department to the executive suite. Mandel is a Harvard University-educated lawyer who works as a practice leader in legal and compliance for Odgers. She says that it is still relatively rare for a practis- ing lawyer who has worked either as external counsel or in-house counsel to be appointed CEO. Typically, law- yers who become CEOs are people who have law degrees, but abandoned the practice of law early on to pursue their ambitions in business, according to Mandel. She refers to these people as "lawyers plus" since they often have business degrees in addition to law degrees. Elliot Noss, CEO of Toronto-based Tucows Inc., is a prime example of a "lawyer plus." Trained as a lawyer, Noss graduated from the University of Western Ontario with a combined LLB/MBA in 1988. Fresh out of law school, he practised corporate/commercial and real estate law at Oslers in Toronto. After only two years, Noss left the practice of law to start up an Internet company, Remote Backup Systems, which did backups of computer systems for companies. He joined Tucows, a software and Internet firm headquartered in Toronto, in 1997 as vice president, corporate services. In May 1999, Noss was appointed CEO of Tucows. During his tenure, Tucows has grown into the third-largest domain name regis- trar in the world. Today, it manages over 10 million domain names on behalf of over 10,000 web-hosting companies and Internet service providers around the world. At the end of the day, as poet Robert Frost points out, "How hard it is to keep from being king when it's in you and in the situation." For lawyers it's more than just being in the right place at the right time. They also have the right stuff. Lawyers can be counted upon to handle crises with confi- dence, rise to challenges, have a strong work ethic, and serve with integrity. Whatever path lawyers took to the top position at a company, none of them were appointed CEO by accident. It was in them and in the situation. IH INHOUSE JUNE 2011 • 23

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