Session A: The Business Benefit of Diversity and Inclusion

Diversity and Inclusion can enhance the value and talent of energy practice groups, both in-house and amongst law firm peers. This conversation will engage electric and gas utility general counsels to explore the complexities they face as legal department leaders to building diverse and inclusive legal departments and discuss how the reward in doing so can help cultivate a talented organization that is best suited to effectively serving clients. These industry leaders may also elect to discuss their expectations of law firm peers and how diverse and inclusive measures employed at those organizations help improve the legal services provided to their company clients.

Moderator: Serena Agaba Rwejuna, Energy Associate, Jones Day Speakers: Sean P. Jamieson, General Counsel, Spire Marketing & Spire Storage Maria Gulluni, Vice President and General Counsel, ISO New England Inc. Erica Young, Chief Legal Officer & EVP Regulatory, ENMAX Corporation

$5.6B CADtotal assets

19,668 GWhof electricity sold to customers

$435M CADIn EBITDA

$1B CADin dividends delivered to The City of Calgary since 1998

1,800employees

ENMAX facts as of 2018

667,700residential, commercial and industrial customers

ENMAX and its subsidiaries operate across the energy value chain – as a regulated wires company and a competitive power generator and energy retailer. We power the potential of people, businesses and communities by safely and responsibly providing electricity and energy services in a way that matters to them now and in the future. We are a leader in Canada for system reliability and the top retailer for both energy and solar in the province of Alberta. In March 2019, ENMAX announced that it had entered into an agreement to acquire Emera Maine for US$959 M plus acquired debt, for a total enterprise value of US$1.3 B. Closing of this transaction remains subject to regulatory approvals.

One of Alberta’s Top Employers

Corporate Knights’ Best 50 Corporate Citizens in Canada for 10 consecutive years

CEA Award of Excellence in Innovation - Shepard Energy Centre and District Energy Centre

Canadian Electricity Association (CEA) Gold President’s Award for Safety Excellence

Awards and Recognition

ENMAX Company Overview

ISO-NE PUBLIC3

ISO New England Keeps the Lights on in New England

• ISO-NE’s primary roles are:– Grid operation– Market administration– System planning

• New England has:– 7.2 million retail electricity customers;

population 14.8 million– 350 dispatchable generators– 31,200 MW of generating capacity– 9,000 miles of high-voltage transmission lines (115 kV and above)

• ISO-NE is regulated by the Federal Energy Regulatory Commission

THE BUSINESS BENEFIT OF DIVERSITY AND INCLUSION

October 15, 2019

2019 Energy Bar Association Mid-Year Energy Forum

Serena Agaba Rwejuna

LAY OF THE LAND – 2018 STATISTICS ON LAW FIRM DIVERSITY

• Over one-third of summer associates racial/ethnic minorities (35%)

• Black/African-American associates below 2009 levels (4.48%)

• Minority partners increased 0.7 percent – largest increase recorded (9.13%)

• Minority women most dramatically underrepresented partners (3.19%)

• Lawyers with disabilities (of any race or gender) remain scant (0.53%)

• LGBTQ+ representation (2.86%) has wide geographic disparities, with 55%located in NYC, DC, LA and San Francisco

Source: 2018 National Association for Law Firm Placement, Inc. (NALP) Report on Diversity in U.S. Law Firms. 5

LAY OF THE LAND – IN-HOUSE LEGAL DEPARTMENT DIVERSITY

• Women make up 31% of U.S. GCs (30% for Fortune 500)

• Male GCs paid, on average, 39% more than female GCs

Source: 2019 Association of Corporate Counsel (ACC) General Counsel Landscape Report.6

REAL LIFE EXAMPLES – LAW DEPARTMENTS REQUIRING AND ENFORCING CHANGE

• Facebook: outside counsel teams at least 33 percent women and ethnic minorities (“clear and measurable leadership opportunities”)

• Microsoft: two percent bonuses on prior years’ fees if diversity goals met

Microsoft increased diversity of outside counsel teams by more than 15 percent in seven years

• Hewlett Packard: withhold up to 10 percent of bills

Increased from 46% to 88% of firms meeting requirements – quarterly diversity progress data

• MetLife: outside counsel sponsorship opportunities for diverse junior attorneys

Sources: https://www.accdigitaldocket.com/accdocket/july-august_2019/MobilePagedArticle.action?articleId=1507594#articleId1507594http://www.abajournal.com/magazine/article/mandating-diversity-from-outside-counsel 7

INCREASING DIVERSITY AND INCLUSION – MOVING FROM THEORY TO PRACTICE

• Visibility

• Resource Allocation

• Accountability

• Sponsorship

• “Mansfield Rule”/“Mansfield Rule 2.0”

Law firms: Consider diverse candidates for at least 30% of open leadership and governance roles

Legal Departments: Consider at least 50% women, minorities, LGBTQ+, and lawyers with disabilities for key leadership roles. Consider at least 50% diverse lawyers for outside counsel hires on new or expanded work.

Sources: https://www.law.com/americanlawyer/2018/06/22/mansfield-rule-2-0-aims-to-boost-law-firms-diversity-efforts/https://www.law.com/corpcounsel/2019/04/04/new-take-on-mansfield-rule-sets-in-house-diversity-goals/

8

CALL TO ACTION – GENERAL COUNSELS OPEN LETTER TO LAW FIRMS

“As women general counsel, we have a unique ability to influence the creation of more opportunities for diverse attorneys to be considered for outside counsel work, ensure they get credit for it, and help support their

promotion to positions of power and influence.”

Lily HughesArrow Electronics, Senior Vice President and Chief Legal Officer

9

WHAT’S NEXT – MOVING THE NEEDLE ON DIVERSITY AND INCLUSION

Source: https://marketoonist.com/2018/08/diversity.html10

Inclusion: Making Diversity Work

Maria GulluniVice President and General CounselISO New England Inc.

October 15, 2019

Diversity and Inclusion: Two Separate Concepts“Diversity is being invited to the party. Inclusion is being asked to dance.”

Diversity• Quantitative• Numbers of people within categories

Inclusion

• Qualitative• The actions that make diverse employees feel

included• Employees’ experience of the workplace• Creating the conditions for high performance

Examples

Diversity

Hiring a trans employee

Hiring a hearing-impaired employee

Inclusion

Installing a gender-neutral

bathroom

Adding an app to transcribe virtual

meetings

A (Famous) Example of an Inclusion Failure

• NASA scheduled an “all female” space walk• A triumph for diversity

• NASA cancelled the space walk after it discovered that it didn’t have sufficient medium-sized space suits

• A failure for inclusion

Fostering Inclusion

An inclusive workplace has:• Diversity among its management• Leaders who create a safe environment and encourage participation• Leaders who are aware of their own biases• Mentors who advocate for their mentees

• Improve their visibility with choice assignments• Ensure their recognition and advancement

Measuring Success

• Anecdotally• Ask if employees are comfortable offering opinions

• Quantitatively • What are the retention and promotion statistics for qualified diverse employees?• Use an employee engagement survey

Sources• Bourke, Juliet and Dillon, Bernadette, The six signature traits of inclusive leadership, DeLoitte (April 14, 2016),

https://www2.deloitte.com/us/en/insights/topics/talent/six-signature-traits-of-inclusive-leadership.html• Brown, Karen, Meeting the Needs of Your Clients Through Diversity and Inclusion, Baker & McKenzie, 2016, 2016 WL

3476904• DeLoatch, Pamela, Houston We Have an Inclusion Problem: Lessons from NASA’s Spacesuit Fail (May 3, 2019),

https://www.hrdive.com/news/houston-we-have-an-inclusion-problem-lessons-from-nasas-spacesuit-fail/553471/• Patrick, Camille and Washington, Ella, Requirements for a Diverse and Inclusive Culture (Sept. 17, 2018),

www.gallup.com/workplace/242138/requirements-diverse-inclusive-culture.aspx• Sherbin, Laura and Rashid, Ripa, Diversity Doesn’t Stick Without Inclusion, Harvard Business Review, (Feb.1, 2017),

https://hbr.org/2017/02/diversity-doesnt-stick-without-inclusion• Murphy, William, Distinguishing Diversity from Inclusion in the Workplace: Legal Necessity or Common Sense

Conclusion? St. John’s University (2018) https://articlegateway.com/index.php/JBD/article/view/247