What about the offer was so attractive?
The concept that really appealed to me was having one client and working every day to achieve my client’s business objectives. In a law firm, you also have to concentrate on billable hours, business development, and collectibles, but at Chesapeake I could concentrate on just doing what is best for my client. Plus, I felt I would have the best of both worlds because I was afforded the opportunity to continue to work in the courtroom even as an in-house lawyer.
That is unusual. So once you joined Chesapeake, were you able to litigate cases?
Yes, I joined Chesapeake in the spring of 2010 as an oil and gas litigation attorney, and they allowed me to cherry-pick a few cases that I could handle as trial counsel. It was great experience. I was able to litigate in federal court, take depositions, and argue hearings. I was getting to do the things I had enjoyed as outside counsel, but now I didn’t have to track my time anymore.
Do you still get to do that type of frontline trial work?
No, my responsibilities changed after a few years. It started in the spring of 2012, when I had to start helping Chesapeake respond to various regulatory inquiries. That began the transition away from trial work.
Also in 2012, Jim Webb joined Chesapeake as the new GC. Jim wanted to restructure the legal department to make it more centralized and efficient, so he asked me to help with that project. That led to my getting steeped in the administrative and architectural details of running a legal department: What software should we use for e-billing and matter management? How should the legal department be organized? Should you create a separate compliance department or perform that role in the legal department? By 2013, my title changed to deputy general counsel.
And your responsibilities changed again recently, didn’t they?
That’s right. Now I’m going to handle our governance and corporate-secretary function. So I will be working on proxy statements, board meetings, and shareholder engagement from a governance perspective.
You joined Chesapeake because it was appealing to work closely with your client. It seems that you’ve accomplished that now that you’re attending the board meetings.
Yes, in a large company you can easily develop a narrow focus on your particular docket or set of issues. But when you’re in those board meetings, it’s easier to see the full picture. I find it energizing to work with the business leaders and see my client develop its strategy.
Isn’t it unusual for a litigator to end up in a corporate secretary role?
It’s true that it is more typical for a corporate attorney to end up in this role. But that’s what I’ve loved about my time at Chesapeake: I’ve been able to cover a lot of different areas and I haven’t been pigeonholed. Plus, my litigation background is an asset because it trains you to think in a certain way. You learn to anticipate how an advocate on the other side could construe a document and create a dispute.
You’ve spent time as the outside counsel and also as the in-house counsel supervising the outside lawyers, so you understand the pressures inherent in each of those roles. What advice do you have for outside counsel on how to make their in-house counsel’s life easier?
I’ll avoid the usual administrative answers to this question (keep in-house counsel informed on proceedings, detail your time entries, etc.) and say “embody the business-partner mentality.” My desire to work at Chesapeake was centered upon working for one client. Outside counsel can bring that approach to their representation. If it was your money, would you settle this case up front rather than litigate? How would you staff it? In-house counsel can spot the firm that views representation as a single matter-driven relationship from those that have years if not decades of partnership in mind. This approach will reward both parties in the long run.
As litigators, we’re often reacting to events in the past. But as in-house counsel, you have to also look at the future and monitor developing risks, which may eventually become the subject of a lawsuit that outside counsel handles. What developing risks are you and your colleagues at energy companies keeping an eye on these days?
Particularly for energy companies operating in multiple jurisdictions, in-house attorneys have to contend with a legal environment and regulatory framework that is still evolving. There is a lot of new law being fashioned in our industry. No one knows for sure what the final legal framework will look like. At the same time, state and federal regulators are also issuing new regulations. We have to stay on top of all of that for our clients.
That’s partly why there’s a lot of demand for energy attorneys these days. Clients need attorneys in all these jurisdictions to advise them on the rapidly changing legal picture. And we’re seeing more attorneys wanting to develop an energy litigation practice. That’s especially true in jurisdictions that had very little oil and gas activity until the recent shale boom. I’m thinking of states like Pennsylvania, Ohio, or North Dakota. Do you have any advice for attorneys who are looking to transition into the energy-litigation field?
First, develop some operational knowledge. For example, if you want to work for an E&P company, learn about how a lease is acquired, a well is drilled, and oil and gas is sold. For example, order Natural Gas in Nontechnical Language from the Institute of Gas Technology if you want to learn more about the natural-gas industry. You don’t have to become a petroleum engineer, but know the basic path of natural gas from drilling to the kitchen stove.
Second, don’t oversell what you know. Don’t use jargon that you don’t quite understand. And if you’re not sure about something, admit it and ask for clarification. We understand that some of our attorneys are in a jurisdiction that until recently has not had a lot of oil and gas activity. So we expect to run into attorneys in those jurisdictions who are still coming up to speed on energy issues. They don’t need to act like they’ve been doing oil and gas work all their life.
Keywords: energy litigation, oil and gas, in-house, corporate counsel
Basheer Ghorayeb is a partner at Jones Day in Dallas and Houston, Texas.