On the case.

• Position: EDITOR'S NOTE

THE INIMITABLE Ray Troubh told me a story one time that has always stuck with me. Back in 2001 when I was interviewing him for an "Oral History of Corporate Governance" (which became the special 25th anniversary issue of DIRECTORS & BOA RDs), we were tracing his background. He started out in corporate life as a lawyer, then became an investment banker, and then hung out his shingle as an independent financial adviser and corporate director--a professional director, a title he has worn proudly since 1974. What Ray told me is that his legal background frequently gave great comfort to his fellow directors. Drawing on his own knowledge of the law and workings of the legal system, he was able to settle his board colleagues down after in-house or outside counsel got them all riled up over some legal fusillade the board was being hit with. "Because I understood corporate law I was not afraid of lawsuits and of standing up to the hostile bar," Ray said then.

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Now let's fast-forward 11 years. Gary Schmidt got in touch with us this past spring with a proposal for a defined board position that he conceptualizes as a "legal director." I won't steal Gary's thunder to explain his specs for that position, as Gary does a first-rate job in fleshing out the concept in his article. But with Ray's story still rattling around in my head all these years, it didn't take much persuading that Gary was on to something with his legal director proposition. And of course who better than Ray to run it by for a reaffirmation of the desirability of having this expertise on the board? I appreciate Ray and Karl Okamoto and John Stout adding their keen perspectives to Gary's article, "The Case for a 'Legal...