Welcome to the latest edition of Inside Track. With the American Red Cross GC resigning over his handling of sexual harassment allegations, we've looked at how other in-house counsel can avoid the same missteps. And as Airbnb's former CLO settles into her new role as COO, we're considering why in-house counsel make good non-legal execs.

Plus, with the 2018 Winter Olympics kicking off soon, we've asked an IP attorney about branding and advertising challenges during the games.

If you have questions or tips, you can email me at [email protected] or find me on Twitter at @jenkayw.

➤➤ Want to receive Inside Track as an email? Sign up here.

What's happening –

GET IT RIGHT OR GET OUT. At the end of January, American Red Cross GC David Meltzer resigned after questions were raised about the way he handled a sexual misconduct case. I asked around to see if any lessons may be learned here.

➤ Refresher. Not long after a Red Cross senior exec Gerald Anderson, who was accused of sexual harassment and rape, was pushed out of the charity, Meltzer sent out an email to staff praising Anderson for his “dedication” and “leadership.” Meltzer also reportedly said in a staff meeting that he wished Anderson were staying at the charity, according to ProPublica.

➤ Lessons learned. There's no question that communications addressing alleged misconduct require a higher level of attention than other communications in-house counsel prepare, Robert Galford, managing partner for the Center for Leading Organizations, told me in an interview. It also presents an opportunity for in-house attorneys to ensure they are building strategic, organizational and individual trust, he said.

Galford recommends pressure testing communications to get a feel for how harsh critics may react. The desired reaction? Employees should walk away knowing the company understands the situation, rejects the alleged bad behavior and is taking steps to prevent it from happening again, he said.

MAKING MOVES. Airbnb CLO Belinda Johnson was recently named COO of the company, continuing the trend of in-house counsel moving into non-legal executive roles. In 2006, for example, Pfizer GC Jeffrey Kindler was named CEO. Accenture GC Julie Spellman Sweet was similarly named CEO in 2015 and Bank of America CEO Brian Moynihan was previously in-house counsel at FleetBoston. Why does this kind of move makes sense for companies?

➤ Natural fit. “General Counsel are natural fits for the C-suite because they're deeply involved in so many aspects of a company,” Lee Udelsman, managing partner of Major Lindsey & Africa's In-House Practice Group, told me in an email.

➤ The running list. For one, Udelsman wrote, GCs develop such a deep understanding of the entire business. And in recent years, they have been tasked with overseeing a number of different departments, such as HR, compliance, security and corporate communications.

Another factor that makes GCs suitable successors to the C-suite is their intimate familiarity with the board. “Often, GCs are responsible for orchestrating the quarterly board meetings and communicating regularly with board members in between those meetings,” according to Udelsman. He said this special relationship ”enables GCs to gain the board's confidence and be considered for opportunities in the C-suite.”

And in public companies, specifically, GCs often participate in quarterly earnings calls, exposing them to analysts and investors, Udelsman noted, which “helps position them for broader leadership roles.”

“There ought to be no question here that Uber's payment of this blackmail — without notifying consumers who were gravely at risk — was morally wrong and legally reprehensible…[Uber's actions] violated not only the law but the norm of what should be expected.”

- Sen. Richard Blumenthal commenting, during a Senate Commerce Committee hearing, on Uber's handling of a data breach the company covered up for over a year.

GOING PUBLIC. Recently, my colleague Stephanie Forshee got an inside look at Stitch Fix's IPO from company CLO Scott Darling. Here are some highlights:

● Keeping a low profile. Asked whether it helped to be able to file the company's S-1 confidentially, Darling said it did, adding that “one of the benefits of the JOBS Act is you could file confidentially and then you could work with the SEC in the back and forth on their review before you had to make your filing public.” For Stitch Fix, Darling said, confidentiality meant “more optionality[.]”

● What's next. The future for Stitch Fix includes educating employees about what it means to work at a public company, Darling said. It also means getting used to regular filings with the SEC.

● Tips? Darling's advice to GCs preparing for an IPO for the first time is to rely on advice from outside counsel and other GCs who have been through it. “It's a well-worn path,” he told Stephanie. “It's not something that you necessarily have to be worried about, that you haven't done it before.”

Question of the week –

Do you have a pressing question you'd like answered? If so, send it my way.

This week's question:

With Opening Ceremonies for the 2018 Winter Olympics just days away, what risks do brand owners face when advertising during the Olympics?

Under the International Olympic Committee's (IOC) stringent advertising regulations, an errant tweet could mean significant penalties not only for brand owners, but the athletes themselves, including expulsion from the Games.

The IOC's regulations prohibit companies (except official sponsors) from drawing an association between themselves and the Olympic Games. These regulations run the gamut, prohibiting everything from using Olympic trademarks to common terms and even hashtags, including, for example: the Olympic rings, the official host city logo, the Team USA shield, and words/phrases such as Olympic, Let The Games Begin, Pyeongchang 2018, and even Medal, Effort, Gold, Silver, and Bronze when used in the context of the Olympics. Prohibitions also include using simulations of the word Olympics (i.e. Aqualympics), posting images from the Games depicting athletes or Olympic IP, and posting results of Olympic competitions. To be safe, advertisers should steer clear from using Olympic IP and making statements drawing an association between themselves and the Olympics.

Rule 40 of the Olympic Charter establishes a blackout period when companies are prohibited from using Olympic athletes in advertising during the Games. But companies can run afoul of IOC regulations even before the blackout period. For example, the women's athletic apparel brand, Oiselle, posted a congratulatory photo of their sponsored athlete, Kate Grace, after she qualified for the 2016 Olympics (before the blackout period). Because the photo contained official Olympic logos on her racing bib, Oiselle was ordered to delete the post.

During the blackout period, scrutiny intensifies – IOC guidelines prohibit companies from cheering for, sending good luck to, or congratulating any Olympians from corporate social media accounts. If a post is sent from a personal account, the person may comment on the Games and athletes, but the posting should serve no commercial purpose and not suggest a connection between that person's company or sponsor and the Olympics. Improper association under Rule 40 could result in an athlete's expulsion from the games and/or stripping of any medals.

The blackout period for the Pyeongchang Olympics began on February 1, 2018 and spans until February 28, 2018. Companies could have applied for a waiver from the IOC to air ads that would otherwise violate the IOC's rules, but that deadline passed on August 1, 2017. Even if an IOC waiver was obtained, companies should carefully review their advertising and social media policies for compliance with the IOC's strict regulations.

-Danny Awdeh, partner in Finnegan, Henderson, Farabow, Garrett & Dunner's trademark practice group. (Edited for clarity and length.)

Don't miss –

Wednesday, February 21. Global Leaders in Law will hold a roundtable on “What To Do If Your CEO Resigns?” in Frankfurt. Sessions on the same topic are planned for Dusseldorf on February 22 and Milan on February 28. On February 27, the group will hold a roundtable on “Behavioural Economics” in Dublin. GLL is an invitation-only membership group, offering GCs a global platform for in-person collaboration to exchange ideas, receive advice and guidance from peers. For more information, contact Meena Heath at [email protected].

February 21 and February 22. Attorneys are gathering in Amsterdam later this month to discuss preparing for the GDPR, a topic undoubtedly on the minds of many in-house counsel at the moment. The event will include a discussion on global data privacy policies from Heineken head of global privacy Anna den Hartog.

March 14 and March 15. The Corporate IP Counsel Forum will soon be in New York, where counsel from GE, Intel, Microsoft and more will discuss the issues impacting IP strategies. More info and a full list of panelists here.

On the move –

Cheers. Molson Coors is expecting a couple of legal department changes at the end of this month, as longtime lawyer Sam Walker is leaving his post as chief legal officer for public service. Taking over is Lee Reichert, who has been with the company since 2011 and who was a key figure in the $12 billion acquisition of MillerCoors in 2016.

Two from one. Two attorneys from Gibson, Dunn & Crutcher are on the move to in-house roles. Finance attorney A. Stephen Gillespie left the firm's London office to be general counsel of Luxembourg-based investment firm LetterOne Holdings SA. Caroline Krass, meanwhile, is moving to AIG in March, where she will be deputy general counsel.

Texas forever. After more than a decade as general counsel and senior director of public affairs at Samsung Austin Semiconductor, Catherine Morsehas quietly made the move to Austin firm Enoch Kever, the Austin Business Journal reports. According to Morse's LinkedIn profile, she started in her new role last month.