JOSEPH E. RILEY  

 

                                                               Vice President / General Counsel

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For almost twenty years, Joseph E. Riley was the Vice President and General Counsel of the A. W. Chesterton Company, a major global manufacturer and supplier of industrial sealing devices, protective coatings and other industrial specialty chemicals. For most of that period, he was a member of the Company’s Executive Committee, reporting directly to the President/CEO (three of them during his tenure), and a Trustee of the Company’s Profit Sharing & Retirement Plan. During his tenure, the Company, headquartered in Massachusetts, operated globally through approximately twenty-two subsidiaries and approximately four hundred independent distributors. The breadth and scope of the Company’s operations gave Mr. Riley an opportunity to develop and exercise a rich and unique international legal and business expertise, as the following breakdown of activities illustrates:

 

• Global Distribution Contracting and Counseling, supporting the management of Chesterton’s network of more than 400 independent distributors worldwide. During his tenure, Mr. Riley was constantly engaged in counseling Company managers and executives about distribution arrangements and issues and negotiating and resolving literally hundreds of disputes (most without resort to litigation of any kind) with distributors and their counsel. In addition, Mr. Riley established a new global distributor contract regime and oversaw the global transition to that regime for all distributors. He subsequently updated that regime on two occasions. Because he enjoyed a reputation for expertise in this area, and a reputation for fairness and transparency as well, many of the Company’s distributors and their respective counsel would rely heavily on his judgment when disputes arose, allowing him to resolve these disputes efficiently and without resort to litigation.

 

• Global Litigation And Dispute Management including evaluation, retention and oversight of domestic and foreign litigation counsel as appropriate and management of an array of employment, general commercial, distribution, tax, tort, insurance coverage and patent litigation matters. Mr. Riley’s prior experience as a trial attorney allowed him to be more "hands on" than most general counsel, intervening actively in many of the disputes that arose during his tenure at the Company. In addition, he worked closely with outside counsel to successfully manage the Company’s continuing exposure to asbestos litigation throughout the United States, drawing upon his prior experience as a trial lawyer and, as well, upon his particular experience in prior asbestos litigation. Thanks to his background in litigation and in distribution matters, Mr. Riley was also able to successfully defend the Company against a seven-figure fine for alleged anti-competitive activities in a proceeding brought by and before the EEC.

 

• Corporate Asset Acquisitions, Divestitures, Joint Ventures, Technology Licenses and Strategic Alliances, Both Domestic and Foreign. During his tenure, Mr. Riley and his team were responsible for negotiating the acquisition and/or divestiture of more than twenty companies or divisions in the United States and around the world, including acquisitions in Australia, Germany, Mexico, Costa Rica, Sweden, South Africa and Italy. He negotiated and formed three joint ventures that are still operating today. He negotiated several major technology licenses, including one that formed the basis of a new division of the Company.

 

• Employment Matters, including advice and counsel respecting all manner of foreign and domestic employment issues, including employment contracts, employee disciplinary issues, plant closings and reorganizations and disputes arising in connection with these issues. Working with local counsel, he developed a menu of locally compliant employment agreements for the United States, England, France, Germany, Spain, Sweden, Ireland, The Netherlands, Italy, Hungary, India, Japan, Costa Rica, Mexico, Canada and Brazil. During his tenure as General Counsel, he managed and resolved hundreds of employment disputes, planned and executed several force adjustments, and planned and executed three plant closings in the United States, Ireland and Germany.

 

• Intellectual Property Management, evaluation, retention and management of patent and trademark counsel, and management and protection of an extensive portfolio of domestic and foreign patent and trademark registrations and applications. Again drawing on his background in litigation, Mr. Riley partnered actively with outside patent counsel in successfully pursuing several patent infringement cases on behalf of the Company. 

 

•  Commercial Contracting with domestic and foreign vendors, contractors, subcontractors and large corporate customers. During his tenure, Mr. Riley drafted and negotiated more than a thousand commercial contracts, including distribution agreements, supply agreements, major domestic and offshore credit facility agreements, joint venture agreements, technology license agreements, marketing alliance agreements, employment agreements, confidentiality agreements, leases, development agreements and purchase and sale agreements with parties around the globe. He also directed the work of his Legal Department on hundreds of additional such agreements.

 

• Global Corporate Governance for principal company and more than twenty other affiliates and subsidiaries in the   United States, Canada, Mexico, Costa Rica, Brazil, Chile, The Netherlands, Germany, Italy, Sweden, Hungary, Poland, Slovakia, The Czech Republic, South Africa, China and Australia. In addition to ongoing governance matters, Mr. Riley was himself responsible for either forming and/or acquiring many of these companies, including those in China, Australia, Costa Rica, Germany, Italy and Sweden. In many cases, he acted as a Director of these companies as well. As the Company's Clerk/Secretary, as well as a member of the Executive Committee, Mr. Riley also regularly attended meetings of the Board of Directors and successfully managed the Company through several shareholder disputes.