Schedule

The 2025 Corporate Counsel Institute is a two-day, in-person conference hosted by Northwestern Pritzker School of Law. All sessions are in Central Daylight Time. Session times and speakers are subject to change.

Monday, June 2, 2025

7:45 a.m. - Registration and Continental Breakfast

8:45–9 a.m. - Welcome and Overview*

Hari Osofsky, Dean and Myra and James Bradwell Professor of Law, Northwestern Pritzker School of
Law, Chicago
Cristen Kogl, Institute Chair, Chief Legal Officer, General Counsel and Corporate Secretary, Zebra Technologies

9–10 a.m. - Steady On: Strengthening the Board-GC Relationship and Maintaining Effective Board Governance through Times of Change*

Building and maintaining a relationship between the Board and General Counsel
Effective ways General Counsel can work with their Boards
How General Counsel and Boards are responding to the current administration
What keeps General Counsel and Boards up at night

Moderator
Rick Kulevich, Chief Legal Officer, EVP Risk and Compliance and Corporate Secretary, CDW, Vernon Hills, IL

Panelists
Carey Bartell, Executive Vice President, General Counsel, and Corporate Secretary, Conagra Brands, Inc., Chicago
Hugo Dubovoy Jr., Executive Vice President, General Counsel, and Corporate Secretary, Regal Rexnord Corporation, Rosemont, IL
Richard Lenny, Non-Executive Chairman, Conagra Brands, Inc., Naples, FL
Frank Modruson, Board Member of Zebra Technologies Corporation, Chicago

10:05–11:05 a.m. - The Many Hats of the In-House Lawyer*

Juggling diverse responsibilities as a General Counsel
Managing cross-functional collaboration as an in-house attorney
Balancing legal risk with business objectives to support your organization
Adapting the General Counsel role to fit a company's structure, stage, industry, and leadership style

Moderator
Noelle Perkins, Executive Vice President, Chief Legal Officer, and Secretary, Cushman & Wakefield, Chicago

Panelists
Victoria Donati, Senior Vice President, General Counsel, and Corporate Secretary, Crate & Barrel Holdings, Inc., Northbrook, IL
Mel Williams, Former Chief Legal Officer, Chicago Trading Company, Chicago

11:05–11:15 a.m. - Break

11:15 a.m.–12:15 p.m. - BREAKOUT SESSIONS

M&A Issues for Private Companies

Regulatory uncertainty, tariffs, new regulatory priorities, and impacts on deal certainty and economics
Current antitrust enforcement priorities
Risk allocation under the current administration and the R&W insurance market

Moderator
Matthew Richards, Ropes & Gray LLP, Chicago

Panelists
Carly Anderson, Chief Legal Officer, JSSI, Chicago
Christopher Athas, Vice President, General Counsel and Secretary, Amsted Industries, Chicago

M&A Issues for Public Companies

Market update on the current M&A environment
Considerations when engaging outside advisors
Key acquisition agreement and negotiation considerations
Navigating SEC requirements

Moderator
Nick Chulos, Executive Vice President, Chief Legal Officer & Corporate Secretary, Old National Bancorp, Chicago

Panelists
James Barresi, Squire Patton Boggs, Cincinnati
Pat McFarlan, Managing Director, Goldman Sachs & Co., Chicago
Mark Menting, Sullivan & Cromwell LLP, New York City
Terry Treemarcki, Director, Houlihan Lokey, Chicago

12:15–1:25 p.m. - Lunch (provided)

1:25–2:25 p.m. - Supreme Court: Recent Rulings and Implications for In-House Counsel*

Composition and evolution of the Supreme Court
Tik-Tok Inc. v. Garland (First Amendment rights vs. concerns about national security)
Ames v. Ohio Department of Youth Services (reverse discrimination and other considerations)
FCC v. Consumers' Research (non-delegation doctrine & private non-delegation doctrine)
Challenges to the current administration

Moderator
Jonathan Marcus, Senior Managing Director and General Counsel, CME Group Inc., Chicago

Panelists
Gary Feinerman, Latham & Watkins LLP, Chicago
Elaine Goldenberg, Munger Tolles & Olson LLP, Washington, DC
Annie Kastanek, Jenner & Block LLP, Chicago
James Speta, Elizabeth Froehling Horner Professor of Law, Northwestern Pritzker School of Law, Chicago

2:30–3:30 p.m. - Regulatory State 2025: A Year of Upheaval*

Analyzing changes to federal agency autonomy
The changing nature of federal / state regulatory interaction
Impacts of federal agency restructuring
New and contrasting federal agency priorities

Moderator
Anil Gollahalli, Chief Legal Officer and General Counsel, Big Ten Conference, Rosemont, IL

Panelists
Adam Cella, Chief Counsel for the Administrative State, Regulatory Reform, and Antitrust, House Judiciary Committee, Washington, DC
Jesse Panuccio, Boies Schiller Flexner LLP, Washington, DC
Kwame Raoul, Attorney General for the State of Illinois, Chicago

3:30–4 p.m. - Networking Break

4–5 p.m. - Employment Law: Court Rulings, Policy Changes, and Recent Trends*

Current state of labor and employment issues
Understanding legal requirements v. non-legal agency action
Reverse discrimination and related issues
Navigating return to office mandates and their impact
Workplace (re)structuring

Moderator
Mary Cate Gordon, Vice President, Labor & Employment, Exelon Corporation, Chicago

Panelists
Donald English Jr., Jackson Lewis P.C., Baltimore
John Ring, Morgan, Lewis & Bockius LLP, Washington, DC
Ami Wynne, Morgan, Lewis & Bockius LLP, Chicago

5:05–6:05 p.m. - Ethical Issues for In-House Attorneys*

This session will explore ethical dilemmas and lessons from Better Call Saul and discuss real-world application of the Rules of Professional Conduct (Model Rules 1.1, 1.2(d), 1.6(b), 1.7, 1.13(b), 1.18, 3.4(b), 3.6, 4.1, 7.1, 7.2(c), 7.3(b), 8.3, and 8.4) and how to maintain ethical standards and professionalism.

Presenter
James Billings-Kang, Cozen O’Connor, Washington, DC

Session will be submitted for Illinois Professional Responsibility (Legal Ethics) Credit, and for similar credit in other states as applicable.

*Session will be available on demand for 30 days following the live Institute

Tuesday, June 3, 2025

Premiere Sponsored Roundtable (By Invitation Only)
Presented by Charles River Associates

8–9 a.m. - The False Claims Act: Emerging Threats, Escalating Damages, and How In-House Counsel Can Prepare and Respond

Modern evolution of the FCA and key enforcement areas where FCA risk is growing
Analysis of major reverse false claims risks, including tariff misclassifications, country-of-origin mistakes, and customs fraud
How FCA exposure is tied to H-1B visa compliance, certifications, and third-party workforce issues
How to utilize a practical FCA Red Flag Checklist to proactively audit and assess corporate FCA risk across functions grants
Best practices for in-house counsel to detect, respond to, and mitigate FCA risk

Panelists
Tinos Diamantatos, Morgan Lewis & Bockius LLP, Chicago
Jordan Kraner, Principal, Charles River Associates, Chicago
Kristofer Swanson, Vice President, Practice Leader of Forensic Services, Charles River Associates, Chicago

8:30 a.m. - Continental Breakfast

9:15–10:15 a.m. - Mental Health & Legal Leadership: Balancing Performance and Pressure

This session will cover strategies to manage stress and take care of yourself and your legal team, as well as discuss how to embed mental health and well-being into your organization's culture.

Presenter
Christy Mihina, Founder, Verge Coaching & Consulting, Buffalo Grove, IL

Session will be submitted for Illinois Professional Responsibility (Mental Health and Substance Abuse) Credit, and for similar credit in other states as applicable.

10:20–11:20 a.m. - AI & The In-House Legal Department

How in-house legal teams are using AI tools
Collaboration between in-house and outside counsel on AI alignment and use
Ways to identify potential risks, compliance concerns, and best practices when using AI in legal work
How AI is reshaping legal talent needs and how in-house departments are adapting

Moderator
Christina Roupas, Cooley LLP, Chicago

Panelists
Aaron Gin, McDonnell Boehnen Hulbert & Berghoff LLP, Chicago
Amanda Stuart, Assistant Director of Practice Innovation - Americas, Mayer Brown LLP, New York City
Jonathan Yellin, Executive Vice President & General Counsel, Charles River Associates, Boston

11:20–11:35 a.m. - Break

11:35 a.m.–12:35 p.m. - BREAKOUT SESSIONS: Public Companies vs. Private Companies

Current Trends & Best Practices for Private Company Lawyers

Current trends in business development and investments, including deal structures, due diligence focus areas, and evolving expectations for governance
Navigating affiliate, related party, and self-dealing transactions
The ability to attract, retain, and engage talent and its effect on private and family companies
Legal and strategic considerations in succession planning
Navigating exit strategies: IPO, M&A, and secondary buyouts

Moderator
Robert Hayward, Kirkland & Ellis LLP, Chicago

Panelists
Matt Colman, Global Chief Legal Officer and EVP Corporate Development, Berlin Packaging, Chicago
Barbara Grayson, Willkie Farr & Gallagher LLP, Chicago
Tushin Shah, General Counsel and Chief Operating Officer, Wrigley Management Inc., Chicago

Shareholder Activism for Public Company Lawyers

Trends in shareholder activism, including companies targeted, activist platforms and success rates in 2024 and 2025
Recent legal developments and how they impact shareholder engagement and settlements with activists
Best practices for preparing for and addressing shareholder activism

Moderator
Beth Berg, Sidley Austin LLP, Chicago

Panelists
Cristiano Guerra, Strategic Governance Advisors, Washington, DC
Alfredo Porretti, Managing Director and Head of Shareholder Engagement and M&A Capital Markets for North America, J.P. Morgan, New York City
Dan Scorpio, Managing Director, Head of M&A and Activism, H/Advisors Abernathy, Chicago

12:35–12:55 p.m. - Boxed Lunch Break

12:55–1:55 p.m. - Compliance, ERM, and IRM: Risk Management Trends in 2025

Role of legal departments in ERM
Impact of the current administration on ERM
Measuring risk and data analytics
Justifying investment in ERM and compliance

Moderator
Nicholas Eichenseer, Vice President and Associate General Counsel, Ethics and Compliance, W.W. Grainger, Inc., Chicago

Panelists
Marisa Darden, Benesch, Cleveland
Marsha McClellan, Associate General Counsel, BMO Financial Group, Chicago
Mariana Menin, Senior Manager, Compliance, Eaton Corporation, Beachwood, OH

2–3 p.m. - Managing Geopolitical Issues

Understanding the geopolitical landscape
Key areas of concern for businesses
The role of legal leadership in managing geopolitical risk
Risk frameworks and guidelines
Messaging in a multinational world

Moderator
Kristy Waterman, Executive Vice President, Chief Human Resources Officer, General Counsel, and Corporate Secretary, TreeHouse Foods, Inc., Oak Brook, IL

Panelists
Kerry Contini, Baker & McKenzie LLP, Washington, DC
Tanya Jaeger de Foras, Senior Vice President, Chief Legal Officer, Corporate Secretary, and Chief Compliance Officer, Ingredion, Westchester, IL
Alexander Kazan, Partner and Geopolitical Co-Lead, Brunswick Group, New York City
Alan Tse, Global Chief Legal Officer and Corporate Secretary, Jones Lang LaSalle Inc., Chicago