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Golden acts 'like a great quarterback'

Golden acts 'like a great quarterback'

Deborah A. Golden
Senior Vice President, General Counsel and Corporate Secretary
GATX Corp.
Headquarters: Chicago.
Size: $1.1 billion in 2010 revenue.
Law department: 10 lawyers, two paralegals and five support staff.
Age: 57.
Law school: Loyola University School of Law, 1984.
Organizations: Member of the American Bar Association, The Chicago Network and The Economic Club of Chicago; and on the board of directors at Women Employed.
Interests: Spending time with family, running, skiing and reading.

 
By Roy Strom
Law Bulletin staff writer

Deborah A. Golden's experience as an in-house attorney ranges from working in the telephone industry during the breakup of "Ma Bell" to working in Rod R. Blagojevich's office.

Her career "is long in the tooth," she said, but none of her first four in-house roles put much international legal work on her desk.

That changed in 2007 when she started her current job as general counsel of GATX Corp., an international equipment leasing company. She said she learns about emerging markets "in the trenches" as the company expands its global reach.

"It's been great," said Golden, who since 2007 added senior vice president and corporate secretary to her title at GATX. "Each emerging market is different and presents its own complexities and challenges."

For example, she said setting up GATX's rail-leasing business in India let her learn hands-on how the quickly growing country does business.

Apart from "securing the license to lease the rail cars and finding the employee personnel" in India, Golden said GATX works with the Indian government to set up its nascent rail-leasing industry.

"The law department (at GATX) has been an integral partner together with the business folks in talking to (India's) Ministry of Transportation about private railcar leasing," she said. "(We are) explaining to them how it's done here in North America and working on provisions of a licensing agreement which will become the standard agreement for all railroad car licensing agreements (in India)."

She said India does not allow "Western lawyers" to work in the country, so her law department needed to find a local firm to get "boots on the ground."

"Finding a good law firm (in India) presented a challenge," Golden said. "We interviewed firms and we've selected counsel that has been successful so far, but they too (like the Indian government) are not familiar with railroad leasing."

Ian Irvine, San Francisco-based assistant general counsel at GATX, said he works on the company's initiatives to develop operations in China and Russia.

He said setting up a company in those countries presents different legal tasks than his typical work at GATX, overseeing purchases and sales of the company's leasing equipment.

"It's not unrelated … because the purpose of those companies is to do leasing, but being in a totally foreign jurisdiction is a challenge in itself," Irvine said.

A particular challenge in some emerging markets comes from underdeveloped laws about ownership titles, he said.

"There's a great deal of difficulty in doing due diligence on titles because (some countries) don't have a public registry of liens," Irvine said. "So if you buy a rail car from someone, you don't know if you're going to have someone else's interest tucked into it."

Irvine said the company negated that risk through a policy of only buying equipment from manufacturers. Buying the equipment first means there can't be any other claims to it, he said.

Golden said her 10-lawyer department handles most of the company's leasing contracts; negotiates and documents joint venture agreements; and oversees corporate securities matters.

She said she looks to outside counsel to handle the "day-to-day" work of any litigation as well as for help on large transactions and financing.

"The qualities that I insist upon in an outside counsel are technical expertise, efficiency and responsiveness," Golden said. "I also appreciate when an outside counsel understands GATX and can assist us in solving business questions."

Scott J. Davis, head of the U.S. mergers and acquisitions group at Mayer, Brown LLP, said he started representing GATX in 1989. He said his firm's work "runs the gamut" for GATX from M&A deals to employment law to litigation.

He compared Golden's judgment on legal matters to New Orleans Saints quarterback Drew Brees.

"She truly understands what lawyers can add and which lawyers to ask for help on each issue," Davis said. "She's like a great quarterback; like Drew Brees."

Golden said her father worked in law as a sole practitioner on trusts and estates.

"Growing up I was able to see my dad practice law and I saw how much he enjoyed it and truly loved it," Golden said, adding "I wanted to give that a try."

Her sister, Jean M. Golden, a Chicago partner at Cassiday, Schade LLP, also gave it a try.

Golden said her other sister, Patty Golden, works as a senior vice president at NBC Chicago.

Golden said her parents always told their three daughters "that we could do whatever we wanted to do."

Golden got her undergraduate degree from Boston College in 1976. After that, she worked at the Chicago Mercantile Exchange, but didn't like it, she said.

So, she went to Loyola University Chicago for her MBA, which she received in 1981. She went to law school on the same campus and graduated in 1984.

Her first legal job came at what is now known as Schiff, Hardin LLP. She stayed there for 11 years and left the firm as a partner after the birth of her second child for an in-house job at Ameritech Corp.

She stayed with Ameritech through its merger with SBC Communications, but eventually left after two years under the new name at the end of 2001. After a two- year break from working, she accepted an offer to be deputy general counsel for then-Gov. Blagojevich. She worked there for 17 months from 2003 to 2004.

From the Capitol she got her first general counsel position at a power-generating company called Midwest Generation, a subsidiary of Edison International. From there she went to GATX.

Golden's husband, David J. Kendle works as a partner at Kendle, Mikuta & Fenstermaker. Their daughter, Kate, 20, attends Boston College. Their son, Matt, 17, attends high school at Loyola Academy.

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