Canadian Lawyer InHouse

Feb/Mar 2008

Legal news and trends for Canadian in-house counsel and c-suite executives

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"If you can't control the process, then the chances of you do- ing well are diminished." Even when in control of the process, however, there were no doubt difficult, stressful, and intense times for all involved. How does McAusland keep sane in the eye of the storm? "It can be stressful at times, like in any high-stakes environ- ment. I referred to that as the 'world cup of business'. I've never competed, of course, in world-class sports or anything close to that, but those games, they're stressful for those athletes. "But they rise to the challenge and get motivated accordingly. I don't see it any differently, quite frankly," he says. "While the situation, and other similar situations, are stress- ful and demanding and challenging, you have to be able to find RUNNERSUP During the search for Canada's Corporate Counsel Newsmaker of the Year, several other names in the news came up in compiling our short list of candidates. Some of those newsmakers and news items included: Saskatchewan Wheat Pool acquires Agricore United: Although the Saskatchewan Wheat Pool announced its in- tention to make an unsolicited bid for Agricore United in late 2006, the bulk of the news happened last year. Winnipeg-based Agricore rejected the initial offer from the Regina-based Wheat Pool and accepted a rival bid from James Richardson International Limited. But the Wheat Pool continued to pursue and it sweetened the pot in early May 2007. The Wheat Pool and Agricore announced they had signed a support agreement; on the same day, the Wheat Pool an- nounced that it and JRI had entered into an asset-purchase agreement, whereby, in exchange for withdrawing its bid, JRI was allowed to purchase certain Agricore-owned grain facilities and agri-product retail operations. The value of the all-cash takeover is estimated at $1.8 billion and the merged companies are now known as Viterra. Newsmakers involved in the deal include Ray Dean, vice president and general counsel/corporate secretary, Saskatch- ewan Wheat Pool; Chris Martin, vice president, corporate affairs and general counsel, Agricore United; and Jean-Marc Ruest, general counsel, James Richardson International. Teck Cominco purchases Aur Resources: Vancouver's Teck Cominco completed its $4.1-billion ac- quisition of Toronto-based Aur Resources. Teck Cominco launched a takeover bid for Aur Resources in July 2007, and the deal's loose ends were finally completed last September. G. Leonard Manuel, senior vice president and general counsel at Teck Comico, and Peter N. McCarter, executive vice president, corporate affairs and secretary at Aur Re- sources, hashed out the deal during the Canada Day long weekend. Teck Cominco is a Canadian diversified mining and met- als company listed on the Toronto Stock Exchange and New York Stock Exchange. Aur Resources is a Canadian mining company that was listed on the Toronto Stock Exchange and the Santiago Stock Exchange. Teck is one of the biggest Canadian miners left after the foreign takeovers of Inco Ltd. and Falconbridge Inc. Scandal at the OLGC: Ontario's beleaguered Ontario Lottery and Gaming Corpo- ration made headlines in 2007, following allegations of fraud and suspicious insider wins. A report on the CBC's Fifth Estate that showed Ontario clerks and retailers had claimed a higher number of lottery victories than statistically normal sparked the province's ombudsman André Marin to investigate. Just days before Marin released his scathing report, the gaming corporation's CEO, Duncan Brown, was forced to quit. Three months later, Ingrid Peters, vice-president, general counsel, legal and compliance, was forced to leave her $267,000-a-year job after eight years with the OLGC. A spokeswoman for the OLGC would not comment on the staff change other than to say the position is a key leadership role for cultural change. C ANADIAN Lawyer INHOUSE FEBRU AR Y 2008 19 the fun element in that stress and challenge. You have to find the professional, personal enjoyment arising from the challenge. I guess that's my main outlet." Although it remains to be seen where he'll land next, McAus- land says that through his work at Alcan he wanted to succeed in demonstrating that as a lawyer in a company one can stretch the definition of what it means to be general counsel. "There are any number of other things in a company that can be rendered compatible with, and tacked on to, that role, or subsumed within it," he says. "And to have the maximum possible level of job definition, or, I should say, lack of job definition, because that was the greatest thing about my job.

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