Tony West. Photo: Kristin Deitrich/Guerrero Howe

Tony West's first official day as chief legal officer at Uber Technologies Inc. began by calling regulators to say: “Hi, it's Tony. It's my first day. By the way, I have to tell you about a data breach.”

In his first one-on-one interview since joining the San Francisco-based ride-hailing company in late November, West shares how the days that followed have been just as “eventful” as his first, during which he hit the ground running by dealing with a previously undisclosed breach of Uber's networks.

West, most recently general counsel at PepsiCo Inc., says he was contacted last spring about leading the legal department at Uber, but it took some time for him to even think about considering it. It wasn't until former CEO Travis Kalanick resigned and Dara Khosrowshahi stepped in as the top executive that West believed Uber was truly dedicated to a turnaround —something he knew he had to be part of.

In a Jan. 25 interview, West told Corporate Counsel what he and his legal department have been up to over the last few months. The conversation with West has been edited for clarity and length.

How has it been going since you stepped in at Uber?

It's been an eventful eight weeks. No question about it.

My first official day I spent calling former colleagues at the state attorneys general offices saying “Hi, it's Tony. It's my first day. By the way I have to tell you about a data breach.”

I think my official first day was [Nov.] 22, I want to say, and I came in a couple of days earlier. So I was briefed on the data breach. I know we actually shared some information with some law enforcement colleagues before it became public. Those conversations went as well as one could expect. I feel fortunate I think that I was given the benefit of the doubt because a lot of these folks know me. They know I'm a straight shooter with them about what we knew, what we didn't know, what we were disclosing. We still have the accountability piece of this that we're going to have to deal with. Part of recognizing and admitting that we were in error for not disclosing this data breach for so long means that we have to accept responsibility and accountability for that and that process is now unfolding.

With the various investigations into Uber, are things going to get worse before they get better?

I do think there are a number of investigations that are stemming from the data breach—not just here in the United States but other countries as well. There is an effort among the state attorneys general to try to streamline their efforts through a multistate process. So we'll obviously be dealing with state regulators. We'll be dealing as well with the FTC. That was one of the calls I made on my first day. Then, of course, there are going to be private lawsuits that have already been filed in many instances that are connected in some way to the data breach issue and so we will deal with those as well.

Do you expect there to be a lot of penalties for Uber?

I think the jury's out on that. We'll see what form that accountability takes. Look, we are facing this situation with eyes wide open. Given the actual data breach didn't involve highly sensitive information like credit card information or Social Security numbers or other things that we've seen in other very serious data breach cases, the biggest issue here was not any harm that flowed from the data breach itself, but the failure to disclose to appropriate parties in a timely fashion. So to the extent that we're going to need to answer for that, I trust it would be commensurate with that violation.

What about the federal investigations?

First and foremost, we are cooperating with federal investigators. We very much want to make sure we're satisfying their curiosity and trying to help them to complete their investigations in a timely way. We obviously want to resolve these issues. It's important for the company to turn a page. That means being upfront about mistakes that have been made, being upfront about the fact there will be some accountability that we'll need to answer for. And then turning that page moving forward and making sure we do business the right way and put integrity at the center of everything we do.

Can you definitively say surveillance on competitors as well as projects such as Greyball, the software tool that allegedly helped Uber evade authorities in unfriendly markets, are over?

I can say that none of those activities that gave rise to the investigations and the concerns that you've identified, none of that is ongoing to my knowledge, and I have actively looked into and asked and really tried to find out whether or not any of this activity is going on.

All the information I've gotten has led me to the conclusion that none of these activities are going on. So I can say categorically with regard to Hell [a tool allegedly used by Uber to track rival Lyft Inc.'s drivers], with regard to Greyball, with regard to personal surveillance, that's not going on in the company anymore.

When you sent a memo to warn employees not to participate in any surveillance, did anyone fess up to ongoing involvement in that behavior?

I have no reason to believe that any of that activity was going on when I started at the company. But out of an abundance of caution, I wanted to make my expectation crystal clear that there was no place for that type of activity at Uber.

What was the reaction to your memo?

I did get lots of responses to that memo. They were not, “Oh, I'm doing this. I'll stop doing this.” Most of the responses were “Thank goodness you sent this out,” because people are hungry to hear some very clear ethical direction from the top. They had gotten that from Dara when he came in and now they were getting it from their general counsel. And so most of the reaction I got was very positive.

What else is needed for change at Uber?

When I talk to my folks, I talk about the importance of transparency, integrity and accountability. And those are the three principles that really have to drive how we interact with one another in how we do our work, and I had to be sure that the company not only understood the issues that we're facing, but that it had the resolve to actually tackle those issues. I think obviously the leadership change was a big indicator of that, but also the unanimous adoption of the Holder recommendations by the board was a big indication to me that people were really getting—not only the significance of the issues—but what it would take to actually resolve them.

Speaking of Eric Holder's investigation, was he the one who made the connection for you with Uber?

I had been contacted about this job early in the spring of 2017, and it was not through Eric. I did not express any interest in it at that time and was pretty clear about that. And it came back again at the beginning of the summer … maybe it was right after Travis [Kalanick] left. The nature of the communication was, “Look, we're going to have a new CEO. We're going to have a new sort of legal team and legal leadership. We're not going to actively recruit for the GC role until we have a CEO in place but we just want you to be aware of this.”

So I wasn't really thinking about it at all, frankly, during the summer. Then late in the summer when it became clear that Dara was going to be the CEO, the opportunity came back with vigor. Almost within a week I met Dara face-to-face very informally. We hit it off immediately. We had two more subsequent meetings face-to-face and I decided this was an opportunity I really couldn't turn down.

These meetings took place after Dara was named CEO?

Yes.

Were these meetings at Uber's headquarters?

No. I did not meet him at Uber. We met in undisclosed locations.

So you're saying you wouldn't have considered working for Travis?

No, I wasn't interested in working at the company under the prior leadership. Because in order to do this job I had to be absolutely certain that the company was ready to change and it was really ready to turn the page and focus on doing business the right way. What we have to do here is hard. We have to engage in cultural change, which requires people to actually work differently, to trust one another much more, to collaborate much more.

Have these changes at Uber you described involved terminating any in-house lawyers or adding to the team?

I've only been here for eight weeks. But in those eight weeks I have focused on getting out and talking to people in the legal department, as well as the business folks. Not just here in the U.S. but other markets around the world. The assessment I'm making is of what's working well and what's not working well. I am taking on a fairly significant organizational restructuring, which we will be rolling out in the next few weeks. It will help centralize decisions as opposed to no one owning certain decisions. I'll be clarifying who's responsible for what and making sure these functions are adequately resourced. I think we're going to have a much more robust legal function.

The other thing I'm focused on is investing heavily in our compliance program. We need very much to have a global robust compliance program that not only addresses the issues we have with regulators, but will actually become the envy of other companies. That's my goal.

Will the ethics and compliance officer report to you?

Yes, as I did at PepsiCo, I had the chief compliance and ethics officer report to me. In fact, that was one of the first changes I made at PepsiCo because compliance and ethics is so important to me and I think it's essential to a well-run company.

Will you be bringing any employees from PepsiCo to Uber?

We'll have to wait and see.

You're coming in to Uber as one of the people who could turn the company around. Do you think you're stepping into a position that will be easier than your predecessor's job was?

I don't know if I'd call it easier because there's always the chance that you're not successful. I'm able to come to it with detachment and perspective that people who have been in it for the last several years perhaps don't have. Whenever you have someone new to a situation with a different perspective and without any of the baggage of the current situation, that view is oftentimes going to help you see things you wouldn't otherwise see, so I do think that I have that benefit.

Did former CLO Salle Yoo provide assistance when you arrived in November?

Yeah, she was here when I arrived. We overlapped by a couple of weeks and she was very helpful with the transition.

Angela Padilla appeared to have been Yoo's right-hand woman in many instances. Do you expect that will continue under your leadership?

Angela's still here and we still are working together, as I am with all of the other direct reports. I haven't made any changes to Salle's direct reports at this point. I think the best way to address any of the talent issues and personnel issues is through this organizational structure that we're going to be rolling out through the next few weeks.

What has morale been like since you arrived?

I'm probably not the best person to ask that. Everybody seems excited when they're talking to me. That's not surprising. I do think people here though are really hungry to turn the page on what has been a very difficult period, particularly for the legal function. It's very unusual for a legal department to be the focus of such negative media attention in such a public way. The vast majority of lawyers I've met here are lawyers who are hungry to do the right thing, really care about the corporate mission, are passionate about this company and are proud of the work they do. But I think some have been unfairly characterized by a few individual incidents or situations.

What are you looking to tidy up before Uber's IPO?

You're not going to resolve every legal issue before an IPO, and I don't think that's the yardstick. I think the yardstick is that stakeholders, investors, regulators and the general public have to see the company is making strides to see it's changing how it operates.

How soon will you and the legal department be preparing for the IPO?

We're working on things now. Dara has said that he believes late 2019 is the right time frame, and so we are all working with that in mind.

At a recent conference where Recode interviewed you and Eric Holder, he said it wasn't his decision to release the report on his findings about harassment and discrimination complaints at Uber. Will Uber ever release the report in its entirety?

The issue with releasing the report is obviously the privilege. With so many ongoing legal matters that touch on or relate to issues that are addressed directly in the report. If you waive privilege on one piece, you create the argument that you've waived something, which will impact even these tangentially related cases. So we have to be very mindful and very careful about how we release information from that report.

I do think there is a desire to see if we could release any of that information without putting the privilege and existing matters at risk.

With the new leadership, are employees more inclined to report wrongdoing? Have you received a lot of reports of workplace issues such as discrimination or harassment?

Yes, that has happened. Also with the implementation of [the Integrity Helpline, which was created after Holder's investigation], we've seen an increase in reports, which we encourage. Dara and I have gotten a number of reports that we've received from folks.

Are they being investigated?

You always investigate any kinds of reports like that. How they're investigated varies. If someone's making an allegation about a personnel issue or an issue that involves a supervisor or a colleague, those are primarily reported through HR. If someone is making a [Foreign Corrupt Practices Act] or anti-bribery allegation, that will go to compliance. No matter how it gets reported, everything gets reviewed.

You spent part of your career at the U.S. Department of Justice and you have a sister-in-law in the U.S. Senate. Some have speculated that if you are successful in the turnaround at Uber, you might return to the public sector or run for office. Any truth there?

I think one elected official in the family is enough.

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