Page 50 - CCCA64_2013

CCCA_V7No4_InsideEdge-FIN_CCCA 13-11-25 1:27 PM Page 50 Inside Edge The end of the adventure What happens when you work yourself out of a job? By Joe Bradford n a Friday afternoon, I reached out to acquire Nexen, the CNOOC Canada corporation. I also knew that I would Oto shake the hand of our long-serv- management team faced another material experience a real sense of loss as my pres- ing controller. “It was a pleasure to serve transaction that would change the corpo- ident and members of my team departed with you, John,” I said. As John departed, ration. As an in-house counsel executive, I to new positions and our office grew qui- I walked out of my office for the last time. knew that this would not be similar to the eter. I had experienced this before as a CNOOC Canada Inc.’s office was now traditional OPTI-CNOOC transaction. I former army officer — during significant closed and my tenure as vice-president, also knew that, due to the sensitivities sur- and intense military operations, you joint ventures and legal, was complete. rounding this transaction, CNOOC pub- would bond closely with the members of As executive officers, lawyers in senior licly stated its desire to retain all of Nexen’s your military team. When the operation management positions are required to employees. From a rational corporate per- was finished, that team would be broken always act in the best interest of the cor- spective, I fully concurred with CNOOC’s up and reassigned. poration and to exercise the care and dili- goal to retain Nexen’s teams intact. At the Unlike external counsel, we in-house gence of a reasonably prudent executive. same time, from my in-house counsel counsel executives do not walk back to As a result, they often find themselves executive perspective, I knew this transac- the firm, to our partners, and to the next working on transactions that will materi- tion would affect every individual on my file. Instead, we often find ourselves out of ally alter the structure of their employer Joint Venture team. And from a personal a job. In my view, it is a mistake to dis- and can dramatically affect their own perspective, I knew this would end my count or ignore the emotional side of a employment. In some cases, they can, in own position. Although it was again significant change in one’s legal career. It working for the best of the company and important to maintain flexibility in how I is just as important to acknowledge and its stakeholders, actually “work themselves satisfied my duties as an executive, it was address the emotional impacts of a major out of a job.” equally important for me to be resilient in corporate transaction as it is to acknowl- To put my story into context, prior to the face of significant personal and profes- edge and address the legal impacts of such CNOOC’s acquisition of OPTI Canada sional change. a transaction. Inc., I was vice-president, legal. I worked In uncertain situations, employees look Some may see my experience at both diligently with the senior management to in-house lawyers to help them under- OPTI and CNOOC as an undesirable team to find a solution to OPTI’s dire stand how the corporation is changing roller coaster of professional and emotion- financial situation. The solution ended up and how these changes will affect al ups and downs. I do not agree. I see my being the sale of OPTI to CNOOC. employees. Although Human Resources experience as exciting and professionally We all assumed that our executive posi- usually takes the lead on change manage- fulfilling. I have been blessed to work with tions would end at closing. But I was sur- ment issues, in-house counsel executives great people, law firms and investment prised when a CNOOC representative need to demonstrate to employees that banks on the front line of a corporation in asked if I would stay on as the vice-presi- the executive team is always in charge of financial difficulty and on the manage- dent, joint ventures and legal. I had essen- the corporation’s actions and is always ment team of one of the first Chinese tially worked myself out of my old job and considering the interests of its employees. energy companies to invest in the oil into a new one. I learned I needed to be In-house counsel executives must lead sands. All good things do come to an flexible and open to new possibilities. For and must be seen to lead. end... but the end of one adventure leads the next year and half, I worked very close- When I received confirmation that my to the beginning of another. ly with my fellow executive team mem- tenure as vice-president, joint ventures bers, who had all just arrived from China. and legal, would end with the closing Joe Bradford is a member of the Law Societies But there was more change coming. of the CNOOC Canada offices, I of Alberta and Upper Canada. He works When CNOOC announced its intentions fully understood my terminal duties at the in Calgary. 50 CCCA Canadian Corporate Counsel Association WINTER 2013