The General Counsel as Board Member – Advice from Larry Bates, Former General Counsel at Panasonic, Lixil, and GE Japan

 

In Japan, traditionally there was no role of “General Counsel” (GC), the senior in-house counsel/lawyer, who sometimes sits on the board. Instead, until recently the standard model was that companies had a “Legal Department” led by a general manager who normally was not a licensed lawyer, and therefore had less to “lose” if he failed to give proper advice or transgressed ethical and other rules set by the Bar Association. However, as Japanese companies have expanded and globalized, more of them are realizing that it is essential to have an actual licensed attorney serve as the “Chief Legal Officer” (CLO), serving a broader, more senior, and influential role.

In this webinar, BDTI’s Nicholas Benes will interview the well-known Larry Bates, who recently stepped down from his role as Panasonic’s first General Counsel and will retire as a director in June of this year. During the past 30 years, Larry has served as General Counsel at three different companies, all of which operated in a global legal context. To provide actionable advice and perspectives to Japanese companies, the interview will focus on key issues such as: (a) what should be the GC’s role and mission, and how does the concept of “GC” differ from the traditional Japanese model? (b) should that role include “corporate secretary” duties, or should the two roles be kept separate? (c) what other functions does it overlap with, and how should the GC relate to them? (d) what are the pros and cons of having the GC sit on the board? What is his or her relationship with the board and other executives? (e) what legal or compliance matters do Japanese companies need to pay more attention to? (f) what is it like to participate in board decision-making itself, not only as GC but also as a foreigner, on a Japanese board? What can be done by Japanese companies to benefit more from diversity? – to name just a few.

After the interview, there will be a panel discussion including other experienced legal advisors and independent directors at global companies. We will be joined by Chika Hirata, currently Regional Head of Ethics and Compliance at Takeda, and the former CLO and Corporate Secretary at MetLife Japan; and by Yumiko Ito of Ito Law Office, who also serves as an independent director for Kobe Steel, Ltd. and as an independent corporate auditor for Santen Pharmaceutical, Co., Ltd.

This event will be held in English.

Date:         July 29, 2022(Fri.)  9:30-12:00

Location:         Zoom Web Conference

Charge:       Free

Sign up here

【Speaker】

Laurence Bates
(Former) General Counsel, Chief Risk Officer and Chief Compliance Officer at Panasonic Corporation
(Former) Senior Managing Director and Chief Legal Officer, LIXIL Group Corporation
(Former) General Counsel for each of GE Medical Systems Asia, GE Capital Japan and GE Japan

Laurence Bates served as Managing Executive Officer, General Counsel, Chief Risk Officer and Chief Compliance Officer for Panasonic Corporation until March 31st, 2022. He will step down as a director at Panasonic at the upcoming AGM. Mr. Bates joined Panasonic in 2018 and had overall responsibility for Panasonic’s legal affairs globally – including Japan – and oversaw an organization of over 500 people. He is fluent in Japanese and Mandarin Chinese.

Mr. Bates was originally admitted to the New York Bar in 1987, starting his career with the New York law firm Paul, Weiss, Rifkind, Wharton & Garrison. He has since spent the last three decades working in the legal profession in Japan, China and Hong Kong.

He previously spent four years at LIXIL Group Corporation in Tokyo as Senior Managing Director and Chief Legal Officer. At GE, where he spent 22 years of his career, he served in key legal leadership positions in Asia, including as General Counsel for each of GE Medical Systems Asia, GE Capital Japan and GE Japan.

Mr. Bates is a strong advocate for the interests of the international business community in Japan and served in various leadership positions at the American Chamber of Commerce in Japan (ACCJ), including six years as a member of the Board of Governors, and as President in 2013. During this time, he led outreach for policy viewpoints related to economic growth strategy and corporate governance in Japan.

Mr. Bates received his BA from Yale University, with a dual major in Chinese Studies and Economics, and JD from Harvard Law School. He spent time at Tokyo University as a recipient of the Fulbright Senior Professional Research Grant and was a Yale-China Teaching Fellow at Wuhan University, China.

Interviewer

Nicholas Benes
Representative Director, The Board Director Training Institute of Japan (BDTI)
Independent Director, Advantest Corporation

Mr. Benes received his B.A. in political science from Stanford University, and a JD-MBA degree from UCLA. He then worked at JP Morgan for 11 years and went on to lead a path-breaking M&A advisory boutique in Japan, JTP Corporation. He is an inactive member of the bar in California and New York. In the past, he served as a twice-elected Governor of the ACCJ, long-time Chair of its FDI Committee and Growth Strategy Task Force; and as a member of the Experts Committee of the Japan Investment Council. He has served as an independent outside director at a number of Japanese companies. Mr. Benes has taught corporate governance and business ethics as an Adjunct Professor at Hitotsubashi University and the International University of Japan.  In 2010, he was a member of the Financial Services Agency’s Corporate Governance Liaison Committee. In 2013, he proposed that the creation of a corporate governance code be included in the LDP’s growth strategy, to be implemented under the auspices of the FSA. He then advised members of the diet and the FSA regarding the content of Japan’s first corporate governance code. He is a Regional Governance Partner for the International Center for Corporate Governance.

Panelists

Chika Hirata
Head of Japan/JPBU Ethics & Compliance, and member of Global Ethics & Compliance Leadership Team, Takeda Pharmaceutical Company Limited
(Former) Chief Legal Officer & Corporate Secretary, and Statutory Executive Officer, MetLife Inc. (Japan)
(Former) Head of Legal at Invesco Asset Management (Japan) Limited

Ms. Hirata joined Takeda in June 2018 and is currently the Head of Japan/JPBU Ethics & Compliance. She is in charge of strategic planning and leading global initiatives for global Takeda as a member of the Global Ethics & Compliance Leadership Team. Ms. Hirata leads and supervises various initiatives related to Ethics and Compliance, Data Privacy and Enterprise Risk Management at Japan Pharma Business Unit. She also works closely with senior leaders in Japan to embed corporate values and culture in daily business activities with higher ethical standards.

Ms. Hirata has worked at various global financial institutions, in private practice as a lawyer, and as a member of senior management teams. She has extensive and rich experience in corporate governance, change management, team building, and talent development in multi-cultural environments. Throughout her career, she has committed herself to being a disrupter regarding Diversity, Equity & Inclusion in the context of Japanese corporate culture, and is passionate about mentoring and coaching talented persons from diverse backgrounds. Prior to joining Takeda, she was responsible for Corporate Secretariat and Legal Affairs as Statutory Executive Officer, SVP & Chief Legal Officer at MetLife Insurance in Japan, where she was a member of the Executive Management Committee.

Ms. Hirata received her L.L.B and L.L.M. from Kyoto University and L.L.M from University of Pennsylvania Carey Law School, and is admitted to practice in the State of New York.

Yumiko Ito
Attorney-at-Law, Ito Law Office

Independent Director, Kobe Steel Ltd.
Independent Corporate Auditor, Santen Pharmaceutical Co., Ltd.

Ms. Yumiko Ito is a lawyer admitted in Japan and the State of New York. She practices law as the representative of Ito Law Office, and is currently also serving as an independent director for Kobe Steel and as an independent corporate auditor for Santen Pharmaceutical.

Ms. Ito started her career as an attorney in 1989, and practiced laws in Osaka and Tokyo before becoming an in-house counsel in 2001. She served as an in-house counsel at three US-headquartered companies with leading market positions in Japan, including General Counsel for GE Medical Systems Japan and Microsoft Japan. More recently, before she resumed practicing laws in 2019, she served as General Counsel and Senior Executive Officer at Sharp Corporation and had overall responsibility for all of Sharp’s global legal affairs. She joined Sharp in 2013 and served as a director during the period of 2013 to 2016, during which time when she was also responsible for internal control and CSR.

Ms. Ito has been active in the corporate legal community in Japan, and was privileged to contribute as a temporary member of the “Study Group for Development of Ideal Approaches to Legal Functions in Japanese Companies for Enhancement of International Competitiveness” organized by the Ministry of Economy, Trade and Industry in 2018.

Ms. Ito received her LL.B. from the University of Tokyo, and an LL.M. from the University of Washington.

For inquiries, please contact BDTI

TEL: 03-6432-2337    FAX: 03-6432-2338
Email: info@bdti.or.jp  Web: http://bdti.or.jp/

 

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