2019 Vol. 103 No. 1

8 JANUARY / FEBRUARY 2019 Thank you for the opportunity to serve on the Indiana Bankers Association board of directors. I was named to the board last year as a southeast region director through my affiliation with First Financial Bank, headquartered in Cincinnati, where I have been serving as general counsel since First Financial’s merger with MainSource Bank in April 2018. I have also recently been named the chief risk officer of First Financial Bank. At First Financial Bank, my responsibilities include overseeing the legal department, risk and compliance department, and human resources department. The legal team responds to all of the legal needs of the bank and the holding company. The risk and compliance department operates as a second line of defense to address the various compliance and enterprise risks facing the bank. And the human resources department is responsible for all employment matters within the organization. In all I have nine direct reports, each of whom oversees a very strong team in each department. I regularly meet with the employees who report to me, individually and in broader groups, and we all maintain close contact through telephone and email. Before joining First Financial I was with MainSource Bank, headquartered in Greensburg, which I joined in January 2016 after 20 years practicing law. My most recent law position was serving as a partner with Krieg DeVault LLP, Indianapolis, focused on representing financial institutions and corporate clients. My law background, with its focus on financial institutions, helped very much in the transition to working inside a bank. Both law and banking environments require dealing with a multitude of issues covering a range of topics. Now, as bank counsel and risk officer, my day is just as varied as when I was working in a law firm, attending to multiple clients in various departments. I enjoy working directly with the bank because of the emphasis on business decisions in addition to legal decisions. Whether serving as a corporate lawyer or as in-house counsel, it’s critical to know the industry and be well-versed on company matters. My career began shortly after I completed law school at Indiana University when I had the opportunity to join a small law firm as an associate. The firm had approximately 35 lawyers, which makes for a different scenario than a large firm. While new lawyers might come into a very large firm with a specialty, at a smaller firm, you do what needs to be done, then begin to develop focus over the first year or two. In my case, the focus happened quickly. During my first week, one of the partners asked me to join a team that was working on a bank transaction. I worked on that transaction for the next six months and then continued to work on similar assignments. Soon my path was clear; I wanted to focus on transactional law. Transactional lawyers do not go to court and litigate. Instead, we focus on the transactional side of law, such as general corporate matters, mergers and acquisitions, securities and capital transactions. Before I entered officially into banking, I had the opportunity to practice law for 20 years, representing both public and private companies and banks. I also have a connection to banking through family. My late grandfather, Carlos A. Life, was a banker. He was trained as a lawyer, but never practiced law. Instead, he began a banking career in Chicago in the 1920s, then came to Indiana in 1940 and purchased Wabash Valley Bank and Trust Company, Peru, where he served as president. Wabash Valley was a family-owned bank. My mother and aunt served on the board, two of my uncles served as president after my grandfather’s retirement, and several of my cousins are still in banking. Additionally, one of my uncles, Richard A. Life, served the IBA as president in 1974-75.* I started coming to IBA functions about 15 years ago. Over time, I’ve been able to meet a lot of good people, learn about the industry, get to know some of the newer generation of bankers, and really understand the history of banking. Banks have done great things, especially in the state of Indiana. That made it easy to say yes when I was asked to serve on the IBA board. My life is busy and satisfying, both at work and at home. My husband Ron teaches chemistry at North Central High School in Indianapolis. We have two children, both very active with soccer. Our son is a sophomore at North Central, and our daughter is a seventhgrader at Saint Richards Episcopal School. As a family, we love to travel. A couple of recent favorite trips were skiing in Colorado last year and visiting France the year before. Our other family hobby is traveling to Ann Arbor, Michigan, to watch football at the University of Michigan, my alma mater. Anyone who knows me would be disappointed if I didn’t drop a Michigan reference! We go as often as we can, and we all love it. I also love my work with bankers. The many bankers I’ve met throughout the years are honest, interested in their communities and incredibly giving of their time. They understand the importance of their role in the community, and they take it seriously. I am proud to represent this industry, because it’s foundational, it’s everywhere, and it’s somewhat creative. Notwithstanding the constraints of regulators, banking is a solution business. It is an honor for me to be part of the banking community. HB Karen B. Woods Southeast Region Director Indiana Bankers Association General Counsel and Chief Risk Officer First Financial Bank, Cincinnati BOARD REVIEW * Prior to 1987, top bank leaders of the Indiana Bankers Association were titled as president, and the highest-ranking staff member was executive vice president. A structural change in 1987 renamed the position titles to chairman and president, respectively.

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