To the legal department at General Motors, secrecy ruled.
Employees were discouraged from taking notes in meetings. Workers' emails were examined once a year for sensitive information that might be used against the company. GM lawyers even kept their knowledge of fatal accidents related to a defective ignition switch from their own boss, the company's general counsel, Michael P Millikin.
An internal investigation released on Thursday into the company's failure to recall millions of defective small cars found no evidence of a cover-up. But interviews with victims, their lawyers and current and former GM employees, as well as evidence in the report itself, paint a more complete picture: The automaker's legal department took actions that obscured the deadly flaw, both inside and outside the company.
While Millikin survived the dismissals this week of 15 GM employees tied to the delayed recall, his department was hit hard.
At least three senior lawyers are among the employees who lost their jobs as a result of the investigation conducted by the former United States attorney Anton R Valukas.
Millikin was absolved of wrongdoing in the report. But the very secrecy that his department valued kept him from knowing about a safety crisis that has rocked the company, the report said.
One of the lawyers dismissed this week was William Kemp, who had been orchestrating GM's legal strategy and in-house investigations of the defective ignition switch for more than two years before the recall.
Yet it was not until early February, days after a high-level committee finally ordered the switch recall, that Kemp informed Millikin of the deadly consequences of the flawed part. GM has linked 13 deaths and 54 crashes to the defect.
In his report, Valukas said he interviewed Kemp about his failure to tell Millikin that people were dying in GM vehicles because of the switch.
"He could not explain why he did not raise it with Millikin earlier," Valukas wrote. "And in hindsight says he probably should have."
That seemingly casual response to a life-threatening safety problem is at the heart of what GM's chief executive, Mary T Barra, denounced as a "pattern of incompetence and neglect" at the company that allowed a defective part to exist in its vehicles for more than 10 years.
The legal department's role in the switch crisis is expected to be a prime topic of congressional hearings on the recall.
While legal departments seek to defend a corporation, that mission appeared to go too far in GM's case - to the point that the department's actions ultimately worked against the automaker.
At a hearing in April, Senator Claire McCaskill, Democrat of Missouri, said she hoped to question GM lawyers, including Millikin, about the testimony of the chief switch engineer, Raymond DeGiorgio, in a wrongful-death lawsuit last year.
DeGiorgio testified under oath in the case that he did not order improvements to the switch in 2006. But internal GM documents given to federal investigators later revealed that he did approve a change to the switch but kept it secret by retaining the part identification number.
His actions, according to Valukas's report, prevented others at GM from discovering that the original, faulty switch could suddenly cut engine power and disable air bags.
Moreover, the case involving DeGiorgio was settled by GM lawyers when an engineer hired by the victim's family proved that the switch had indeed been changed. That revelation prompted one GM lawyer, Philip Holladay, to call the case a "very poor trial candidate" and say it "needs to be settled."
And, according to the internal investigative report, it led to a meeting last August 7 of Kemp and three other GM lawyers on the company's "settlement review committee."
The case, Valukas wrote, was settled for $5 million, which was the maximum amount allowed "without the approval of the general counsel."
It was the fifth settlement made by GM lawyers of a fatal accident case tied to the switch.
Last month, federal regulators imposed a $35 million penalty, the maximum allowed, on the company for its failure to report the defect in a timely manner.
Kemp's dismissal is an indication of the legal department's role in helping keep the switch problems secret from the public and regulators, said Richard Zitrin, a professor of legal ethics at the University of California's Hastings College of the Law.
"That says to me that the GM lawyers were involved in keeping the ignition failure secret case by case," said Zitrin, who has helped draft new federal legislation that would make it difficult for corporations to enter into confidential settlements.
Valukas's report details multiple meetings in 2012 and 2013 in which GM lawyers took a lead role in the company's futile investigations of the switch.
Kemp chose certain executives to "champion" inquiries into the switch problems and air bag issues, the report said.
Beyond that, Valukas said employees he interviewed told him they had refrained from taking notes in safety meetings "because they believed GM lawyers did not want notes taken."
Zitrin said banning note-taking was not a standard practice in corporate law offices.
The secrecy factor extended to how some employees kept or discarded old emails. According to two former GM officials, company lawyers conducted annual audits of some employees' emails that could be used as evidence in lawsuits against the company.
The audits were part of a larger programme called "information life-cycle management," used primarily to downsize data in the company's computers, a common practice in companies.
A GM spokesman, Greg Martin, declined to comment on the programme and the legal department's involvement in it.
The impact of Valukas's report on the department has been swift and severe.
A person briefed on the employee dismissals said they included Kemp and Lawrence Buonomo, head of product litigation. A third lawyer, Jennifer Sevigny, was also dismissed.
All three lawyers were part of the team that handled the confidential settlement in which DeGiorgio, who has also been fired, was involved.
Even after being expunged from GM, the lawyers are keeping quiet about the events leading up to the ignition-switch recall in February.
Kemp could not be reached for comment, and Buonomo did not return a call at his home. When reached by telephone, Sevigny declined to confirm or deny that she had been fired, and asked that any further questions be directed to her lawyer.
In the report, Kemp looked back on one of the settled cases with a certain regret. Years before, a police trooper in Wisconsin identified the switch defect and filed documents to prove it with GM's legal department. They sat on the company's servers as early as February 2007.
For seven years, nobody read them.
When asked last month about that evidence and how GM's legal department overlooked it, Kemp said, it is "always disappointing when someone outside the company knows more about your product than you do," according to Valukas's report.
Employees were discouraged from taking notes in meetings. Workers' emails were examined once a year for sensitive information that might be used against the company. GM lawyers even kept their knowledge of fatal accidents related to a defective ignition switch from their own boss, the company's general counsel, Michael P Millikin.
An internal investigation released on Thursday into the company's failure to recall millions of defective small cars found no evidence of a cover-up. But interviews with victims, their lawyers and current and former GM employees, as well as evidence in the report itself, paint a more complete picture: The automaker's legal department took actions that obscured the deadly flaw, both inside and outside the company.
While Millikin survived the dismissals this week of 15 GM employees tied to the delayed recall, his department was hit hard.
At least three senior lawyers are among the employees who lost their jobs as a result of the investigation conducted by the former United States attorney Anton R Valukas.
Millikin was absolved of wrongdoing in the report. But the very secrecy that his department valued kept him from knowing about a safety crisis that has rocked the company, the report said.
One of the lawyers dismissed this week was William Kemp, who had been orchestrating GM's legal strategy and in-house investigations of the defective ignition switch for more than two years before the recall.
Yet it was not until early February, days after a high-level committee finally ordered the switch recall, that Kemp informed Millikin of the deadly consequences of the flawed part. GM has linked 13 deaths and 54 crashes to the defect.
In his report, Valukas said he interviewed Kemp about his failure to tell Millikin that people were dying in GM vehicles because of the switch.
"He could not explain why he did not raise it with Millikin earlier," Valukas wrote. "And in hindsight says he probably should have."
That seemingly casual response to a life-threatening safety problem is at the heart of what GM's chief executive, Mary T Barra, denounced as a "pattern of incompetence and neglect" at the company that allowed a defective part to exist in its vehicles for more than 10 years.
The legal department's role in the switch crisis is expected to be a prime topic of congressional hearings on the recall.
While legal departments seek to defend a corporation, that mission appeared to go too far in GM's case - to the point that the department's actions ultimately worked against the automaker.
At a hearing in April, Senator Claire McCaskill, Democrat of Missouri, said she hoped to question GM lawyers, including Millikin, about the testimony of the chief switch engineer, Raymond DeGiorgio, in a wrongful-death lawsuit last year.
DeGiorgio testified under oath in the case that he did not order improvements to the switch in 2006. But internal GM documents given to federal investigators later revealed that he did approve a change to the switch but kept it secret by retaining the part identification number.
His actions, according to Valukas's report, prevented others at GM from discovering that the original, faulty switch could suddenly cut engine power and disable air bags.
Moreover, the case involving DeGiorgio was settled by GM lawyers when an engineer hired by the victim's family proved that the switch had indeed been changed. That revelation prompted one GM lawyer, Philip Holladay, to call the case a "very poor trial candidate" and say it "needs to be settled."
And, according to the internal investigative report, it led to a meeting last August 7 of Kemp and three other GM lawyers on the company's "settlement review committee."
The case, Valukas wrote, was settled for $5 million, which was the maximum amount allowed "without the approval of the general counsel."
It was the fifth settlement made by GM lawyers of a fatal accident case tied to the switch.
Last month, federal regulators imposed a $35 million penalty, the maximum allowed, on the company for its failure to report the defect in a timely manner.
Kemp's dismissal is an indication of the legal department's role in helping keep the switch problems secret from the public and regulators, said Richard Zitrin, a professor of legal ethics at the University of California's Hastings College of the Law.
"That says to me that the GM lawyers were involved in keeping the ignition failure secret case by case," said Zitrin, who has helped draft new federal legislation that would make it difficult for corporations to enter into confidential settlements.
Valukas's report details multiple meetings in 2012 and 2013 in which GM lawyers took a lead role in the company's futile investigations of the switch.
Kemp chose certain executives to "champion" inquiries into the switch problems and air bag issues, the report said.
Beyond that, Valukas said employees he interviewed told him they had refrained from taking notes in safety meetings "because they believed GM lawyers did not want notes taken."
Zitrin said banning note-taking was not a standard practice in corporate law offices.
The secrecy factor extended to how some employees kept or discarded old emails. According to two former GM officials, company lawyers conducted annual audits of some employees' emails that could be used as evidence in lawsuits against the company.
The audits were part of a larger programme called "information life-cycle management," used primarily to downsize data in the company's computers, a common practice in companies.
A GM spokesman, Greg Martin, declined to comment on the programme and the legal department's involvement in it.
The impact of Valukas's report on the department has been swift and severe.
A person briefed on the employee dismissals said they included Kemp and Lawrence Buonomo, head of product litigation. A third lawyer, Jennifer Sevigny, was also dismissed.
All three lawyers were part of the team that handled the confidential settlement in which DeGiorgio, who has also been fired, was involved.
Even after being expunged from GM, the lawyers are keeping quiet about the events leading up to the ignition-switch recall in February.
Kemp could not be reached for comment, and Buonomo did not return a call at his home. When reached by telephone, Sevigny declined to confirm or deny that she had been fired, and asked that any further questions be directed to her lawyer.
In the report, Kemp looked back on one of the settled cases with a certain regret. Years before, a police trooper in Wisconsin identified the switch defect and filed documents to prove it with GM's legal department. They sat on the company's servers as early as February 2007.
For seven years, nobody read them.
When asked last month about that evidence and how GM's legal department overlooked it, Kemp said, it is "always disappointing when someone outside the company knows more about your product than you do," according to Valukas's report.
©2014 The New York Times News Service