University in Courtrooms, Boardrooms

Earlier this week a judge in U.S. District Court in Boston found that the world's most famous maker of disposable razors was guilty of printing a misleading ad during a vicious proxy battle last year.

But for all the case's national financial implications, it also featured an unusual twist, brought about by the cast of Harvard players involved: Harvard Corporation member Colman M. Mockler, Jr. '52, the chief executive officer of Gillette Co., and Harvard Overseer Rya M. Zobel '53, the federal judge originally slated to hear the case.

Zobel disqualified herself last month during the pre-trial stage of the Gillette case because she and Mockler both sit on the University's governing boards. She said at the time that she wished to avoid the appearance of impropriety, but that she didn't doubt her ability to come to an impartial decision in the case.

The new judge in the case, Mark L. Wolf, this Wednesday ruled against Gillette in the trial's first finding, saying that Mockler's company violated federal securities laws by publishing false and misleading advertising about the Coniston Group.

Corporation members, professors and administrators said that the two aspects of the case--Zobel disqualifying herself and Mockler's status as Gillette's chairman and a Corporation member--while unusual, are to be expected as members of the Harvard's two governing boards try to balance careers and University obligations.

The case comes more than one year after a highly-publicized and unsuccessful proxy fight mounted against Gillette by the Coniston Group, a New York-based firm. In last year's proxy contest, Gillette won by a 52 to 48 percent margin over Coniston, which had mounted a campaign to unseat four Gillettee board members in order to sell off the razor company to the highest bidder.

The two companies are now suing each other for alleged violations of securities laws stemming from last year's proxy fight.

Mockler could not be reached for comment.

Zobel said in an interview yesterday about her decision to recuse herself because of her link to Mockler, "Nothing like that has ever happened before."

The federal judge, who was elected to the Board two years ago, said that because overseers and Corporation members "eat dinner together fairly regularly," she decided to remove herself from the case. "I would have been] judging the credibility and propriety of actions by [Mockler]," Zobel said.

The Corporation, Harvard's sevenman ruling board, governs the University with President Bok. The Overseers, a 30-member body elected by alumni, generally rubber-stamps Corporation decisions.

Zobel added that since the common perception isthat Harvard affiliates "bend-over-backwards" tohelp one another, it meant that it was inMockler's interest as well her own to give up thecase.

"We are under fairly stringent rules aboutrecusing ourselves from cases where there isimpropriety or the appearance of impropriety,"Zobel said.

As the company's chief executive officer,Mockler was on hand throughout the trial at theU.S. District Court in Boston, testifying on thefifth day of the trial--two weeks ago--that he wasadamantly opposed to selling the Gillette companythroughout the proxy fight with Coniston.

As a Corporation member, Mockler spends aconsiderable amount attending to his duties as oneof seven Fellows of the University. Mockler is theonly Corporation member who heads a company.

Geyser University Professor Henry Rosovsky, aCorporation member, said yesterday that Mockler'sinvolvement in the Gillette case was notsurprising considering his profession. "It is myunderstanding that there is almost somethingritualistic to these lawsuits" after proxy fights,Rosovsky said.

"This particular issue has never come upbefore," said Roderick M. MacDougall, Universitytreasurer and secretary to the Corporation,referring to Zobel's leaving the case. But headded that conflicts of interest such as arose inthis case naturally arise when businessmen andothers take on responsibilities such as the Boardand the Corporation.

"Anybody who decides to take on non-profit andcommunity responsibility is going to find himselffrom time to time subject to potential conflictsof interest," MacDougall said. "You have to relyon common sense and good judgment--it is part ofmanaging your affairs responsibly.