42 - Jackie Robinson's Journey Against Racism in Major League Baseball

Last evening I saw “42”, the movie about Jackie Robinson’s entry as the first African-American into Major League Baseball. It is an excellent movie and I’d highly recommend seeing it. The movie depicts the struggles against racism, not only in Robinson’s acceptance by other players in MLB in 1947 but also the discrimination he had to live through in his day to day life at that time: segregated washrooms, seating on public transit, refusal of service on an airline plus the outright bigotry of people in their day to day dealings with him. What hatred; what anger; what despising! There’s a very telling scene in which there is a young boy with his father, sitting in the stands, out to enjoy the ball game, but the fans, including the father are shouting out racial insults at Robinson. The boy looks at the fans around him, not knowing what to do. Then it comes to pass that he starts shouting the same things so as to fit in. An apt metaphor for how racism is started and sustained in a society! The movie is well written; so listen carefully when you go. A couple of examples: The story is set just after the Second World War and Branch Rickey, the owner of the Brooklyn Dodgers (whose farm team interestingly enough was in Montreal), who is leading Robinson’s hiring by the team and the acceptance of African-Americans in MLB, says words to the effect: we’ve just had a victory over fascism abroad, now it’s time to have one over racism at home. Rickey does say in the movie that he is bringing African-Americans onto the team for business reasons. I’m not totally convinced. I think he deserves a lot of credit for having the strength to lead this change in society. Then in another scene when the players are warming up on field before a game, and Robinson is being racially insulted by the fans, the shortstop, who during the movie has been slowly evolving out of his racist beliefs, comes over to stand by Robinson, show his support, even puts his arm around Robinson to show the fans his support visibly, but then he says to Robinson: tomorrow we’ll all wear 42 (Robinson’s number on the back of his uniform) so they can’t tell us apart. It is so hard for me to understand how society can become and remain racist. In the U.S. South there were lots of mean people who were consumed by it, but there were lots of good people too who just got caught up in it, swept along by it and embraced it; not realizing that it was wrong. Why didn’t they give their head a shake? How could they have ensured that they did not accept the norm of society and support such inappropriate behaviour? The norms of society are very powerful on the populace. In hindsight we see and realize how wrong it was. My concern is whether there are things today which are so ingrained in our societal norms that we don’t think about whether it is really right that we act that way – something that with the benefit of hindsight at some point in the future we will realize it is wrong and say: what were we thinking, how could we have acted in such an inhumane manner. Might it be how we as a society treat the poor, the uneducated, the homeless, the mentally ill, etc.? I sure hope we aren’t missing something because I wouldn’t want history to look back on us and think we were bigots for the way we are acting now.

Winnipeg's Contemporary Dancers' Show with Sasha Ivanochko

Last evening I attended this performance undeterred by the WCD's caution of nudity and adult themes. It was a wonderful show. Both dances were choreographed by Sasha Ivanochko. The first piece "Gods They Are Dreaming, Gods They Are Awake" is in the words from the program "a series of supported solos that investigate different energy channels of the body, on the pathway from fragmentation to wholeness". I believe this is what the WCD had also written that Ms Ivanochko was "inspired by reading that she has done on the Chakras, which are centres of life force and vital energy in the body from Hindu traditions and beliefs. The choreography plugs metaphysical expression into the tangible, weighted bodies of the performers." Through the performance I really enjoyed the build up through the nattering of the gods, to the torment of the dancers, culminating in a primal scream. This then progressed to a dancer crying and then later laughing. The conlifct was tangible. The sounds from the dancers really added to the essence of the performance. At points I had the sense of the gods nattering and being very difficult on the people. There were some resulting grotesque postures and movements. Towards the end it came around and there was a very primal beat. I struggled to understand what the story of this dance was. but then I finally decided that for me there was not a story - and that's ok. It just was – it was what it was. And what it was, was a pleasurable performance. Quite enjoyable. I enjoyed the second piece "Speak, Love" even more. There were two dancers, one male and one female. From the program notes: "Speak, Love" is framed in the polar literary worlds of Rumi, a 13th century Persian mystic poet and Roland Barthes, a 20th century French literary theorist." I loved the opening: the music, the poetry spoken by two dancers. It very much had an aura of mysticism. But then the imagery really took off for me. I ultimately concluded that for me the piece was a life cycle of a lovers relationship. In one of the initial stages the clothing over the top part of the male dancer enveloped him as he proceeded between her legs from behind and the chairs she was standing on - conjuring for me that he was a condom. Then it switched to a scene that was like a Renaissance dance. She was very active, pulling him along and has the moves were repeated over and over and over he became tired by her activity. Anyone ever felt that way by the activities of their lover? Then the relationship progressed on to a lovers squabble/fight and then a rape. Another powerful image for me was when the two of them went into the same piece of upper body clothing ( his hoody, worn backwards), with her putting her arms down the sleeves. They basically morphed into one being, with the full power and enjoyment of that; after which she performed an ecstatic, active and very orgasmic dance. She then challenged him to speak to her. He responds in gibberish unable to communicate but eventually comes around to say "I love you". What a journey of development of this lovers relationship! Quite an enjoyable evening. Winnipeg's Contemporary Dancers are Canada's oldest modern dance company. This was good work and very worth attending.

Birthday Reflections

I recently celebrated my sixtieth birthday.  As I kissed my partner goodbye at 5:30 a.m. on my way to mysore practice, I asked her what I should do with my day?  She’s not generally very awake at that time, but she suggested I pause to celebrate myself.  Pretty insightful from a sleep induced haze, I thought!

The day went pretty much as you would expect.  My next younger brother left a message that included the comment that I was the first one of the five of us kids to reach that age that we’ve all been dreading.  Uplifting, indeed!  But not to worry, I hadn’t been dreading it.  The next younger brother sent an email commenting that it seemed like yesterday that we were just kids.  Yep, that inspired me too!  I’m more interested in experiencing the moment than looking back.  Then I got a card from my sister, which lovingly poked fun at creaky knees (which I don’t have!).  But Hallmark made reference to the card being brought to me by “The Irritating Sibling Society”.  Seemed appropriate!

But I did have an experience which really spoke to me.  I was scanning through the Harvard Business Review blog posts and came across one entitled “The Benefits of Poetry for Professionals”.  So I read through it, and the links it provided to some poems.  One of the poems was Emily Dickinson’s “Because I could not stop for Death”.  Thinking of death is not something that I do as I try to live in the moment, but as I read the poem it caused me to think of changing it to the following (with apologies to Emily Dickinson):

Because I could not stop for my Sixtieth Birthday,

It kindly stopped for me;

The carriage held but just ourselves

And Mortality.

We slowly drove, it knew no haste,

And I had put away

My labor, and my leisure too.

For its civility.

So why don’t we do that with Life – take time to smell the roses; to pause and celebrate ourselves.  That’s the reminder I took from my birthday reflections.  Hopefully you can too.

Rigoletto produced by Manitoba Opera

Victor Hugo + Verdi = Rigoletto.  What grandeur; what art!  @ManitobaOpera ‘s current playing production is worth seeing. 

womanizer + jester + curse = great opera.  This is a treatise, without benefit of feminist sensibilities, on fickleness (at one point the Duke says “Women are as fickle as feathers in the wind.”) and infidelity (the aforementioned Duke’s!).  Actually very enjoyable.  Not a spoiler alert – the ending has all the joy of a Shakespearean tragedy!

And btw, who is Gilda’s mother?

"Ai Weiwei: Never Sorry" - an acclaimed documentary

“Ai Weiwei: Never Sorry” (@AWWNeverSorry) is a great documentary: expansive and touching.  It captures the essence of this Chinese artist: as an intellectual, his art and his activism (political, social, human rights).  He appears to remain an optimist notwithstanding the repression and his personal persecution by the Chinese authorities.  This movie shows that Ai Weiwei really gets freedom of expression – even when in exercising it, especially with the Chinese police, he puts his own personal safety at risk.  He has clearly mastered the use of the Internet, particularly Twitter (see @aiww if you can read Chinese), and used it to great effect to further his causes – much to the chagrin of the Chinese government – but also to our amusement! One of his mottoes sums up his active use of the digiverse: "Never retreat. Retweet."

This piece is well worth seeing.  At the time of my writing this it is being shown at Cinematheque in Winnipeg.

Hermanos Restaurant and Wine Bar

This restaurant has long been a favourite of mine, and I have been remiss in not posting about it. 

I absolutely love the energy in this historic space.  It is themed on South American dishes, and it does not disappoint.  Over the years since it opened I have found the staff consistently friendly and providing of excellent service.  The menu offers a full range of South American dishes but I have to say my favourites are the tapas style entrees.  I have to admit too that I have a passion for the Heart of Palm & Tomato Salad for lunch, unless I’m in the mood for one of their fantastic steak sandwiches and a glass of wine, the choices for which are extensive. I particularly like the malbecs and carmeneres.  The Chivito, a Uruguayan sandwich, is another popular choice.   

I’ve been to this restaurant when they have allowed charities to use the lounge to host a function and when they have had great jazz playing in the background.  It is very versatile, and a good corporate citizen.  All in all it is a wonderful place, and I’m glad to see it doing so well.  I highly recommend it.

Corrientes Argentine Pizzeria

I had a wonderful lunch today at Corrientes, which has been open for about a month.   It is associated with Hermanos, another Winnipeg restaurant which is a favourite of mine.

   

The surroundings are comfortable and the staff friendly and attentive.  Our server was very knowledgeable about the menu, as well as offering options which were available to suit my preferences. 

A delightful menu including salads, pizzas, empanadas, desserts and a full selection of coffees.  Of course there was a good wine selection too.  I had the Corrientes Mixta Salad, without the hard boiled eggs; as well as the Corrientes Delugo Thin Crust Pizza.  All good, except my inconsistency to pay attention to cholesterol eating by avoiding the eggs, but having a pizza covered in lovely provolone. 

This restaurant is well worth the visit.

Slippery Business Conduct?

“No corporation can afford the reputational risk of marketing unsuitable product or engaging in slippery business conduct.  Values and culture speak to both of these perils.”  The G30 Report Toward Effective Governance of Financial Institutions, 2011 said this with respect to financial institutions, but I substituted “corporation” as I think it is a more universal statement.  One could also add “unsuitable services”.  We see so many lapses in business ethics and governance these days; I can’t help but think that they could be avoided by having a proper environment of values and culture.

Interior Photos from Canadian Museum for Human Rights

I went on a tour of the interior of the Canadian Museum for Human Rights today.  It's clear from the outside that it is an architectural marvel.  But inside it is absolutely amazing too.  So many different designs, geometric shapes and interesting materials including from Spain and Mongolia.  It is going to be so spectacular when it is done!

All of the following photos, except the last one, were shot from the fourth level inside the CMHR.

1.  This view, as with many of the others, appealed to me because of the various lines and overlapping levels - in short the geometry of the view.  I felt too that there was quite a flow of the individual components that made up this patterned view.  All of this scaffolding will be removed when construction is complete.  The brown steel in the lower left is the shaft for two elevators.  This steel will eventually be painted out to match the other in-sight interior steel.

2. This is the same angle as photo #1, but a little lower.  You get a better sense of the elevator shafts, and some of the view out the glass walls.  They are going to be glass elevators.   But still the most impressive for me was the geometry around the scaffolding.

3.  Here you can really see the scaffolding - but can also discern some of the CMHR's structural steel (hint:  note the heavier "lines").  So many lines and angles when I considered this as a two-dimensional plane.  It's just so busy, yet logical.  One can't help but marvel at the architecture and engineering that is going into this project!

4. Here's a nice clean view of the permanent, structural steel.  Unobstructed, crisp lines - and curves.  So much strength!

5. Another shot of the base structure, with some scaffolding on the left.  The glass is already in place on the outside of the building, but doesn't really obstruct the view of the city.  This support looks like a tree, but with some pretty strategic triangles for strength.

6.  A closer view of the scaffolding.  With the wood on it, it looks like separate planes suspended atop the atrium area.  The steel on the left is one of the elevators.

7.  Here's a look at the scaffolding as one tries to look out through the glass wall.  You can pick out the base steel structure.  It's going to be quite a sight once the scaffolding is removed.

8.  I took this exterior view standing at the NW corner of the CMHR.  If I remember correctly, from grade to top it will be about 36 stories.

10 Questions CEOs Should Ask GCs About the Legal Business Plan (#corpgov)

This is a very interesting  article. The outline of the 10 questions is:

1) Does the legal plan manage risk and maximize opportunity?

2) Does the legal plan reflect company input?

3) What is "must do" versus "nice to do" in the legal plan?

4) What's the ROI here?

5) Is our risk profile improved?

6) What's the value-add here?

7) Will efficiency improve?

8) Will quality improve?

9) Are there appropriate and adequate resources to execute the plan?

10) How will we know the plan is being executed and whether it is having a positive impact on the business?

Some of the questions are pretty tough, but that does not mean that we should not address them. From discussions with various GCs I think there is a lot of challenge particularly around questions 4 and 6. However, the article gives good examples. Others to consider might be: what is the impact of the registration of a trademark on future potential costs of enforcement not only with respect to trademarks but also with respect to cyber-squatters using that trademark in the URL? What is the potential saving from a good compliance, anti-fraud and anti-corruption program to future investigative costs, penalties and damage to reputation? I bet Wal-Mart could now put some figures around that one!

ACC Canada LinkedIn Group as at June 6, 2012

and just what is George trying to get at this time ...

There's a kind of hush,
all over the ...
...theatre ...
tonight.

The peeps are all settled; those for the bride upon her side, and those for the bride upon her side.

I guess they chose a theatre because they could not decide between a synagogue and Stonehenge.

And thankfully there are no Republicans or Harper Tories present.

"My Mother's Lesbian Jewish Wiccan Wedding".

A musical of great fun!  (on now at the Tom Hendry Warehouse Theatre)

Naked on the Stand?

Corporate Counsel has reported on the testimony of a retired Imperial Tobacco General Counsel in the class actions relating to addiction and lung disease being heard in Montreal court. The Corporate Counsel article can be read here or can be read below.  At issue is his part in decisions taken in the early 1990s to destroy company documents on the risks of smoking.  Susan Hackett (former General Counsel for the Association of Corporate Counsel) and I were interviewed on corporate governance principles surrounding records management and the legal ethics relating to document destruction while litigation is in course or reasonably expected.  I certainly agree that back in the 1990s records management as an area of corporate governance was not as mature as it is today but the ethical principles remain unchanged.

----

Corporate Counsel

Ex-Imperial Tobacco GC Questioned Over Destroying Health Documents

By Sue Reisinger

April 6, 2012

Over the course of three long days, Roger Ackman, Imperial Tobacco's general counsel from 1972 to 1999, sat in the hot seat where no GC ever wants to be—as a trial witness being grilled by a plaintiffs lawyer over destroying company documents.

Ackman was dragged into a suit against the tobacco industry in Superior Court in Montreal—against his protests and despite failed legal attempts to avoid it. But because the GC actually took part in decisions in the early 1990s to destroy company research reports on the risks of smoking, the Canadian court ruled he had to testify.

Ackman has insisted that neither he nor his former company did anything wrong in destroying the files or in selling tobacco, which is a legal product. If anyone is to blame, the company said, it would be the Canadian government for not regulating the sale of the product (and in fact the government has been added as a third party in the case).

As for the shredded documents, Ackman’s company has said they were only copies, and the original reports remain available at the parent company’s offices.

Plaintiffs lawyers nevertheless tried to paint the document destruction as a nefarious act, and on day three they directly questioned Ackman’s ethics. In response, Ackman testified that he wasn’t aware of any ethical rule prohibiting lawyers from helping to destroy company documents.

But in general, there is. George Bass, general counsel at Wawanesa Mutual Insurance Company in Winnipeg, Canada, said his country has guidelines saying if one is in the process of litigation, or expects to be, it is unethical to destroy documents that would be relevant.

“There’s been a lot done in corporate governance in recent years around records management,” Bass explained. “Certainly it is acceptable for corporations to dispose of documents when done in a systematic way” under a document retention policy.

When exactly Imperial instituted its document retention policy has been at issue in the trial. 

Susan Hackett, CEO of the consulting firm Legal Executive Leadership, agreed with Bass. “A red flag goes up if you have a litigation hold, and if the destruction is outside the norm of the company’s retention policy,” Hackett said.

But Hackett noted that Ackman’s conduct took place some 20 years ago. “And it’s not fair to hold him to today’s standards,” primarily instituted after the Enron Corp. scandal of 2001, she said.

Still, Ackman’s combative testimony has made him the center of north-of-the-border media attention during the $27 billion class action trial against the cigarette industry. It is the largest class action in Canada’s history.

The trial involves two separate class actions, both filed 13 years ago; one concerns addiction, and the other lung disease. The defendants are the Canadian operations of the world’s largest tobacco companies: Rothmans, Benson & Hedges Inc. (wholly owned by Philip Morris International); Imperial Tobacco Canada (wholly owned by British American Tobacco plc); and JTI-Macdonald Corp (wholly owned by Japan Tobacco Inc.).

A tobacco litigation blog called Eye on the Trials has closely followed the 13 days of the trial so far, and Ackman’s testimony in particular.

All three days of his testimony focused on the issue of document destruction. There was no testimony on Thursday while the court dealt with procedural matters.

Plaintiffs lawyer Gordon Kugler, a senior partner at Kugler Kandestin in Montreal, first called Ackman to testify on Monday. The blog colorfully painted the scene: “Finally, Mr. Ackman, 73, took the stand, his hair neatly combed, his suit reminiscent of Dustin Hoffman's in Death of a Salesman.”

When a defense attorney objected to a Kugler question, Justice Brian Riordan dismissed the objection, calling Ackman part of the “spirit and brain” of the company. At one point the judge also reminded Ackman that “witnesses were there to answer questions, not to ask them,” the blog states.

On Tuesday, Ackman again played lawyer and objected to the judge about certain questions he was being asked about the studies, saying he wasn’t a scientist. The defense team quickly echoed his concerns.

As part of his testimony, Ackman said he hired Montreal lawyer Simon Potter “to help him” with his handling of the research documents. Potter, of the law firm McCarthy Tétrault, is slated to testify in the trial, even though he is also the defense attorney for Rothmans, Benson & Hedges in the case.

Ackman testified that the parent company pressured Imperial to destroy the research documents, though he couldn’t recall why, according to the blog. He also couldn’t recall why lawyers instead of researchers decided which documents to destroy.

The documents have been subpoenaed in this case, and some have been posted to the plaintiffs’ website.

Economist article “A guardian and a guide – Chief legal officers have more power than even before”

Dr. Richard Leblanc started a discussion in the LinkedIn group “Boards & Advisors” about an article in the Economist by Schumpeter entitled “A guardian and a guide – Chief legal officers have more power than even before”.  The full Economist article can be read here.  The LinkedIn discussion to date is set out below.  I’ve also now started a discussion on this in the ACC Canada LinkedIn group.

I think Richard’s concluding comment is right on!  One of the elements is for the Chief Legal Officer (“CLO”) to be able to merge our legal advice with business considerations.  This does not mean advising of illegal courses of action because the business side wants to do something.  It means weighing various legal options that are available and advising as to what will support what the business is trying to accomplish.  The method of business execution is then chosen to comply.  It comes down to what amount of risk is acceptable to the corporation; the balancing act that is referred to in the article.  I like how the author refers to the balance of law and business, and also the balance between precedent (that we as lawyers are so steeped in!) and being visionary.  If external counsel says to me that his or her job is to protect the corporation against every eventuality (which they might do to explain why it is taking them so long to do something or why they are preparing a 40 page agreement when 8 pages will suffice), then I fire them on the spot.  The job for them, as for in-house counsel, is to advise as to the legal options and couch this within the risk appetite of the business. 

And by the way, I love the quote in the article from Norman Veasey and Christine Di Guglielmo’s new book, “Indispensable Counsel”, that a CLO must be a “courageous Renaissance person”.  Now that’s something to aspire to!

Paul Krugman's Article re American Legislative Exchange Council

Why haven’t we heard before of this extremism, and why hasn’t something been done about it?  The USA based American Legislative Exchange Council (ALEC) promotes a hard right agenda which is described by  Paul Krugman as “union-busting; undermining environmental protection; tax breaks for corporations and the wealthy; turning the provision of public services, from schools to prisons, over to for-profit corporations; privatizing government, in which corporations get their profits from taxpayer dollars; encouraging vigilante (in)justice; promoting bills that make it hard for the poor and ethnic minorities to vote; and promoting draconian immigration law“.  This sort of organization is so damaging to the roots of our society!  It is truly disconcerting to see the extent that ALEC is supported by large multinational corporations. You can read Paul Krugman's full editorial here.

Comment on Tim Banks’ “Board Minutes: Keep the Purposes Front and Centre”

In the third of his series on Board minutes, Tim Banks invites us to “Keep the Purposes Front and Centre”.  He identifies one of the purposes being the litigation perspective of ensuring that the minutes provide evidence of how directors fulfilled their duties.  I would add that one may have also to consider the perspective of satisfying regulators, depending on your industry.  He further postulates that the minutes need to be a record of the board’s decision-making process and provide compelling documentary evidence to support the application of the business judgment rule.  Mr. Banks then goes on to consider how the purposes affect the content.  He sets out a range of items which in his opinion should be recorded.  I think this should be tempered by not repeating what is contained in briefing materials the board has received, although the minutes should contain reference to those briefing materials so that they are in effect incorporated by reference into the minutes.  I agree that the minutes should not be a verbatim transcript.  He advises that they should be a “high-level summary of the matters discussed”.  My guide is that the minutes be a record of the material aspects of the  Board’s deliberations on material issues.  This article is definitely worth reading.