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Guidance for Public Company Senior In-House Counsel in Addressing the COVID-19 Crisis

Client Alert

Gibbons Special Alert

April 6, 2020

Note: Steve Reynolds rejoined Gibbons in 2019 after serving almost two decades as a senior legal officer at major public companies, including roles as Executive Vice President, General Counsel and Corporate Secretary at Aramark, headquartered in Philadelphia; Senior Vice President and General Counsel at Paris-based Alcatel-Lucent; and Vice President, Litigation, at Aventis and Sanofi-Aventis.

Throughout my various tenures as senior in-house counsel, I was charged with handling several significant crises for some of the world’s most high-profile companies. I believe that my experience, with additional contributions where necessary from relevant subject matter practitioners at Gibbons, enables us to provide unique insights and guidance for corporate counsel who, at most companies, will have key roles in crisis management and corporate governance during the pandemic and in handling related business emergencies. In-house counsel will be asked to provide direction and advice on emergent steps necessary to mitigate the numerous operational and strategic risks that all companies now face.

For example, in developing a comprehensive action plan for addressing the COVID-19 crisis, legal department leaders for companies, large and small, should immediately be considering:

  • The importance of establishing a management team or task force to deal with media, shareholder, and employee related issues – which should include human resources, risk management, corporate communications, and legal personnel, as well as operational business leaders. In this particular crisis, also consider having employee representation, along with information technology, medical, benefits, and healthcare specialists – at least as regular presenters, if not full members.
  • The need to establish a regular (and privilege-controlled, when possible) meeting schedule, as soon as practicable.
  • The importance of implementing a process through either the CEO or General Counsel (and/or the Corporate Secretary) for regular reporting to the Board of Directors.
  • Designation of one participant on the team to focus and present on potential “unintended consequences” of certain decisions, so that proper and thorough risk/benefit analyses can be assured.
  • The appropriate use of outside experts, including legal, government affairs, and business interruption professionals.
  • Issues surrounding necessary public disclosures (closely monitoring possible interim direction from the SEC).
  • The benefit of appropriate monitoring of competitor responses.
  • Evaluation of charitable and philanthropic opportunities to support relevant stakeholders, focusing on employees and customers.
  • Assessment of enhanced risks relating to data security and privacy.

These are just a few of the initial action steps that senior corporate counsel can implement as part of both a broad-based response to the coronavirus pandemic and its impact on their companies, as well as an outline of best practices for recovery from the current crisis and successful return to business as usual.

For more information on key areas of focus for in-house legal department leaders, please do not hesitate to contact Steve Reynolds.

To view all client alerts in Gibbons “The Coronavirus Pandemic and Your Business: How We Can Help” Series, click here. Please also be sure to follow Gibbons on LinkedIn for a continuous feed of COVID-19 related updates and other important business, industry, and firm news.