Cohen Milstein offers an innovative Ethics and Fiduciary Counseling practice that is distinguished by the legal services it provides and the experience of the attorneys who provide those services. Our lawyers have unique experience as in-house counsel to major public pension funds, as well as outside counsel to pension fund clients, which enables them to offer unique perspectives for guidance on fiduciary responsibility, ethical duties, governance, compliance issues and related organizational mandates. The practice also develops and implements customized ethics and fiduciary training programs, and assists in conducting internal investigations and with the structuring of the resulting recommendations.
The practice is led by Suzanne M. Dugan, former Special Counsel for Ethics to the New York State Comptroller, and previously General Counsel and Acting Executive Director for the New York State Ethics Commission. Jay Chaudhuri, former General Counsel and Chief Policy Adviser to the North Carolina Treasurer and Chair of the Council of Institutional Investors and now a State Senator in North Carolina, provides additional in-house and national perspective to the practice. Luke Bierman, formerly the General Counsel to the New York State Comptroller and now Dean and Professor of Law at Elon University School of Law in Greensboro, North Carolina, advises the practice group as Of Counsel at Cohen Milstein. Also assisting the practice is Raymond Sarola, former Senior Policy Advisor & Counsel in the Mayor's Office of the City of New York. Mr. Sarola served as a trustee-designee on four of New York City’s defined-benefit pension plan boards and its deferred compensation plan (401k) board.
These four experts were involved with almost half a trillion dollars of pension investments and bring that in-house gravitas to their ethics and fiduciary practice. They have dealt with issues that are common to all pension funds as well as myriad crises, all of which combine to provide the kind of experience and perspective that serves clients uniquely well – from the seats of those clients. Notably, Ms. Dugan and Mr. Bierman’s expertise includes providing counsel to the sole trustee of the New York State Common Retirement Fund during a critical period of reform. Mr. Chaudhuri likewise led the North Carolina Treasurer’s Office through its own investigation that led to significant process improvements. Finally, Mr. Sarola as trustee-designate dealt with all legal and policy aspects of board decision-making, including oversight of investment managers, investment policies, divestment issues, legal compliance issues, corporate governance initiatives, securities litigation, and changes to actuarial assumptions and methods.
Also assisting with the practice is Laura Posner, who joined the firm in 2017 after service as the Bureau Chief for the New Jersey Bureau of Securities, the top securities regulator for the State of New Jersey. In that capacity, Ms. Posner was responsible for administrating and enforcing the New Jersey Uniform Securities Law and regulations. As Bureau Chief, Ms. Posner collaborated extensively with the Securities and Exchange Commission, the Department of Justice, and other state Attorneys General and securities regulators.
Our lawyers use their unparalleled experience to provide the Ethics and Fiduciary Counseling practice with the understanding of an in-house counsel, the broad perspective of a regulator, and the expertise of an academic on fiduciary, ethics and governance issues.
The Ethics and Fiduciary Counseling practice draws upon the experience of Ms. Dugan, Mr. Bierman, Mr. Chaudhuri, and Mr. Sarola at some of the largest public pension plans in the country to advise and counsel plan managers on issues and challenges regarding governance matters and the management of their investment portfolios. Drawing on their extensive and varied experience, Cohen Milstein’s Ethics and Fiduciary Counseling practice provides collaborative and creative solutions for funds as they navigate changing economic conditions and organizational challenges.
REPRESENTATIVE PENSION FUND CLIENTS:
NEW YORK CITY EMPLOYEES’ RETIREMENT SYSTEM:
Serve as Fiduciary Counsel, providing fiduciary counseling services as well as yearly fiduciary training to the NYCERS Board of Trustees.
NORTH CAROLINA DEPARTMENT OF STATE TREASURER:
Served as Compliance Counsel, providing counseling, transactional review and training to the staff of the Office of General Counsel and the Investment Management Division.
STATE OF CONNECTICUT OFFICE OF THE TREASURER:
Selected as Compliance Counsel in 2011 and again in 2016, and as Fiduciary Counsel in 2016.
CALIFORNIA STATE TEACHERS’ RETIREMENT SYSTEM:
Provided advice and guidance on ethics and compliance issues, including developing policies and participating in presentations to the Teachers’ Retirement Board.
TEACHER RETIREMENT SYSTEM OF TEXAS:
Retained as Outside Counsel to present at Board of Trustees meeting, developed topics and materials for meeting presentation and discussion, and provided advice.
COLORADO PUBLIC EMPLOYEES’ RETIREMENT ASSOCIATION:
Designed and delivered fiduciary and ethics training to the Board as part of the Board’s strategic planning session.
WYOMING RETIREMENT SYSTEM:
Created and delivered fiduciary education program for the Board of Trustees.
ARIZONA STATE RETIREMENT SYSTEM:
Contracted to provide fiduciary training for the Board of Trustees.
ARLINGTON COUNTY EMPLOYEES’ RETIREMENT SYSTEM:
Created and delivered a fiduciary training session for the Board of Trustees.
TEACHERS’ RETIREMENT SYSTEM OF THE CITY OF NEW YORK:
Created and delivered fiduciary training for the Board of Trustees in multiple years.
Virginia Retirement System:
Selected by the Office of the Attorney General as Asset Recovery Counsel to provide advice to VRS on issues including those related to fiduciary duty and corporate governance.
Ethics aspects of an investigation are typically different from issues of criminality, and the issues involved in investigating ethical misconduct have become increasingly complex. Law firms retained to conduct an investigation or other review will benefit from the unique expertise of Cohen Milstein’s Ethics and Fiduciary Counseling practice to provide additional oversight and accountability, with the protections associated with attorney client/privilege and confidentiality.
Representative Law Firm Client:
Cohen Milstein provided expert legal and consulting services to a national law firm retained by a State to conduct a Special Review and develop recommendations for policy reforms. The Ethics and Fiduciary Counseling practice reviewed a draft report prepared by the firm and provided suggestions for proposed recommendations on the ethics issues raised, and for appropriate governance and structural reforms.
Adams County, Colorado
Ms. Dugan serves as the Independent Ethics Officer for one of the most populous counties in Colorado. She is responsible for receiving, evaluating and investigating complaints of unethical conduct within County government, and providing objective and independent analysis to County leadership regarding the interpretation and application of the County Code of Ethics. She works to help ensure that County officers and employees refrain from conduct that is or may be perceived as unethical and adopt a culture of principled public servant leadership that earns and preserves trust and support from employees and citizens of the County.
Washington State Auditor
Cohen Milstein was selected after a competitive procurement to provide the Washington State Auditor’s Office with subject matter expertise in the area of government ethics in support of various audits, including performance audits.
City of Bellevue, Washington
Cohen Milstein was selected after a competitive procurement to provide ethics officer professional services. Ms. Dugan provides analysis and advice to the Bellevue City Council, Boards, and Commissions regarding the application of the Bellevue City Code of Ethics. She is also responsible for the prompt and fair enforcement of the provisions of the Code of Ethics when necessary.
City of Colorado Springs, Colorado
Cohen Milstein was selected after a competitive procurement to provide legal services to the City of Colorado Springs pertaining to the City’s Independent Ethics Commission. Served as Counsel to the City Council in a matter involving ethics charges filed against a member of the City Council.
TOWN OF CLARKSTOWN, NEW YORK
Serve as Town Ethics Counsel, attending Ethics Board meetings and providing guidance on opinions, investigations, and best practices.
COMPREHENSIVE LEGAL SUPPORT FROM COHEN MILSTEIN'S COMPLEMENTARY PRACTICE AREAS
The Ethics and Fiduciary Counseling practice draws upon the valuable expertise and resources of the firm’s related practice areas, including Employee Benefits/ERISA, Public Client, Qui Tam, Securities Litigation & Investor Protection, and Antitrust, in order to counsel clients on the full range of matters implicated when considering ethics and fiduciary issues.
For example, the Qui Tam practice and the Ethics and Fiduciary practice are currently collaborating on a potential matter involving the financial industry. In addition, the Ethics and Fiduciary practice takes advantage of a natural synergy with the Employee Benefits practice group, the head of which was an attorney with the United States Department of Labor where she litigated ERISA cases for over 25 years. Building on her expertise in the ERISA world of non-governmental employers, the two practice groups have collaborated on fiduciary training for boards of public pension plans.