Women Make Few Inroads on Corporate Boards: Business of Law

Corporate boards, despite efforts at diversity, remain overwhelmingly male. That’s the finding of a new report by Ernst & Young.

Only 54 percent of companies with seven directors have at least one woman, but 98 percent of those with 12 directors have at least one.

The number of women among new board members increased from 14 percent in 2000 to 23 percent in 2014. But, the report says, 51 percent of the companies “that increased directorships held by women last year did so by increasing board size.”

The talent pool shouldn’t be a problem, with women occupying more senior-level positions. But women who are lawyers remain a largely untapped group.

The organization DirectWomen hopes to remedy this by training women who are also well-established lawyers. The group, founded in 2007 by Linda Hayman, the head of Uniform Commercial Code and Secured Transactions practice at Skadden, Arps, Slate, Meagher & Flom LLP, annually selects a class of “experienced and accomplished women lawyers.” The group attends an institute for board training that also includes meetings with executives, recruiters and past participants.

Bobbie Liebenberg, the chair of DirectWomen, said in a telephone interview Wednesday that two recent studies “showed that lawyers bring value to boards, and in particular that general counsel, are especially well-suited.”

The studies found, she said, that lawyers on boards can enhance value and lead to a reduction in litigation exposure.

Twenty-one women have been chosen to attend DirectWomen’s conference in New York in June. Among the group are Michelle Banks, the general counsel of Gap Inc., Lynn Loacker, a partner at Davis Wright Tremaine LLP, and Emily Ward, the deputy general counsel and chief technology counsel of EBay Inc.

Twenty-three percent of those participating in the first five DirectWomen institutes now serve on at least one large corporate board. These include some recognizable names, including Rosemary Berkery, who sits on the board of the Fluor Corp. and is vice chairman of UBS Wealth Management America and chairman of UBS Bank USA; Deborah Platt Majoras, the chief legal officer of Procter & Gamble and former chairwoman of the Federal Trade Commission, who is on the board of Valero Energy Corp.; and Elisse Walter, the former chairwoman of the U.S. Securities and Exchange Commission who is serving on Occidental Petroleum’s board.

These women could go a long way to rebalancing the makeup of public company boards, which, as the E&Y report shows, haven’t made great progress in gender diversity.

While 98 percent of Fortune 100 companies have at least one woman on the board, and 81 percent of companies comprising the S&P 1500, have at least one, the overall numbers are still quite low.

The E&Y report says that only 16 percent of all board seats of the S&P 1,500 are held by women -- “less than the proportion of seats held by directors named John, Robert, James and William.”

But Liebenberg, a partner at Fine, Kaplan and Black RPC in Philadelphia, hopes companies will do more.

“Given the benefits that women bring to a board as well as the benefits that lawyers bring, having women lawyers on a board is win-win,” she said.

Law Firm News

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Partner Hernandes Rejoins Kirkland & Ellis in Chicago

Louis Hernandez III has returned to the Chicago office of Kirkland & Ellis LLP as a partner in the debt finance practice group. He rejoins Kirkland from the Chicago office of Paul Hastings LLP, where he was also a partner.

Hernandez concentrates on financing transactions including leveraged buyouts and acquisition financings, mezzanine and subordinated financings, corporate financings and in-court and out-of-court restructuring of credit facilities.

Paul Hastings Hires M&A Partner for Its New York Office

Paul Hastings LLP has added a mergers and acquisitions partner from Shearman & Sterling LLP. Samuel Waxman has joined as a partner in the firm’s mergers and acquisitions and global technology transactions practices in New York. In addition to M&A, Waxman focuses on securities offerings, joint ventures and intellectual property licenses. He also represents venture investment funds and emerging technology companies.

Gold Bennett Opens Office in Boston and Changes Its Name

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McDermott Will Adds Partner Young From KPMG in Chicago

McDermott Will & Emery has hired Thomas Young as a partner in its U.S. and International Tax Practice Group, based in Chicago. Young was previously a senior manager of international tax at KPMG LLP, where he specialized in complex corporate transactions. He focuses on a range of international tax matters, including structuring foreign acquisitions and internal restructurings.

Deals

Gibson Dunn, Wilson Sonsini Advise on Aruba Acquisition

Gibson, Dunn & Crutcher LLP represented Hewlett-Packard Co. in its deal to acquire Aruba Networks Inc., a maker of wireless-network infrastructure used by hotels, universities and shopping malls, for $2.7 billion in cash. Wilson Sonsini Goodrich & Rosati represented Aruba.

The Gibson Dunn team was led by partner Russell Hansen and also included partners Eduardo Gallardo, corporate; David Kennedy, intellectual property; Steve Fackler, benefits; Hatef Behnia, tax; and Joshua Soven, antitrust.

The Wilson Sonsini team advising Aruba Networks was led by partner Michael Ringler and included partners Ivan Humphreys, tax; Suzanne Bell, intellectual property and technology transactions; Madeleine Boshart, employee benefits and compensation; Andrea Agathoklis Murino, antitrust; Josephine Aiello LeBeau, export controls and economic sanctions; Susan Reinstra, real estate and environmental; and Mark Fitzgerald, government contracts.

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