Corporate.  Lunacy.

Corporate…Lunacy…

Corporate: Lunacy!

The Company changed hands last week, and now we are owned by the Evil Empire.  Must say that we are missing our old parent.  These new guys don’t seem to know what they are doing.  The worst part is that they are trudging all over our business and acting like they do.  Everyone is feeling it.  The juggernaut. 

When they announced the acquisition, they promised publicly that they would take the time to understand our business, they wouldn’t make any big changes, they would only make changes if they were thought through and made sense, blah blah blah.

So, naturally, a week before the acquisition completed, I was told I didn’t have a job.  That my team will report to the General Counsel for our country, and since I’m a General Counsel too, they don’t need me any more.  But, of they’d like me to stay until the end of February to help with transition.  At first, I was overjoyed.  I practically shimmied out of the meeting with the HR director and Dumb Boss, twirled into the lift and lambada’d into my office to drop the news on my management team.

But a couple of things bothered me.  First, legal wasn’t going to “point” to Dumb Boss any more: his reign of terror was over.  My team would point to someone too junior for me to work for, but I’d also have a dotted line to my favourite person in the whole leadership team.  Sigh. 

Then there’s the issue that they wanted me to work some of my notice period and I’d have to have a normal performance review.  WITH DUMB BOSS.  You gotta be kidding me.  Was anyone expecting this was fair????  I told them they better bring back the number we had agreed before or my head would explode.

Finally, it started grating on me that they didn’t even take half a minute to work out how we operated, what I did.  They made the decision ON THE BASIS OF AN ORG CHART.  What lunatics.  Pity it’s not a great surprise.  They must, by definition, assume I do nothing.  No doubt Dumb Boss thought all his Christmases had come at once when he heard the idea. 

Anyhow, I’m feeling OK about it especially since I get to have my year off in the end.

However, there is some good news.  Dumb Boss is losing power FAST (he has lost Legal, Risk, Compliance and Company Secretariat) and he is scrambling around desperately for power and to spray his ferretty opinion in everyone’s faces.  And, let’s not forget: since I am leaving, I can make his downfall my number 1 priority. 

After all,  now I have nothing left to lose.

In a twist of weirdness that only my lunatic corporate life could throw up, everything seems as though it’s about to change (well, not everything, but you’ll see what I mean).

As I revealed in my last post, I have decided to leave and had blown the whistle on Dumb Boss’s bullying and madness and was set to head off into the sunset with a stack of cash and a plan to do nothing for a whole year.  I think I also told you our company was bought out, which I was thrilled beyond belief about – a fantastic smokescreen for my departure that could form the basis of an explanation for decades to come!

The two events however seem to be incompatible.  The head of HR called me and said our deal’s off.  No signed deed was in place because I didn’t trust Dumb Boss and wanted to stitch them up so he’d never as much as raise an eyebrow about me to anyone else.  So, now the new owners will “repoint” the support roles like mine (meaning freedom from Dumb Boss perhaps???) and seem to have called a freeze to any big staff changes.  DAMMMMMMMNNNNNNN!

So many factors now in this equation, where do I start?  I was OK about it at first (hell, at least I’d keep getting paid) and maybe I could wrangle a deal anyway if they took responsibility from me and made me report to someone less senior in the organisation.  But…HANG ON…I might now look like a lunatic in front of the CEO and head of HR and can’t ride into the sunset after spilling my guts on Dumb Boss…and what if I am stuck reporting to him after all, making no change and continued imprisonment in my dark musty hole?

OK, I decided the plan was to carry on as usual.  Pretend nothing was wrong.  Stay calm.  Until I went to a meeting of Dumb Boss’s direct reports, and he hands out the revised department budgets for 2010 and HE HAS CUT MINE BY 10%!  I have probably not told you yet about how DumBo [NEW NICKNAME -CHECK IT OUT] sets budgets.  Oh, please let me.  When I first arrived in my job (and remember my mandate was to bring change to a desperately under-performing and low morale team), I found out in my first week that he had cut my budget the week before I got there.  Yep, you read that right.  The week before I got there.  A pattern seemed to be forming – he had also cut part of my role out without telling me the week after I signed my contract, but that’s another story.

Then, a few weeks later, I was asked to cut it by another 5%.  Except no-one gave me my budget so I spent nights in my sad new office in pathetic tears not being able to work out how much money I had.  How was I to turn around this team, many of whom were dramatically underpaid, without money to do it??  Then, in the budgeting process, he cut my budget again by ANOTHER 5%.  When I rang him / emailed him asking to discuss the budget with him and tried to explain to him that we needed MORE money, not less, I got the Dumb Boss Brick Wall.  “The budget is the budget” was the reply.  “You are a senior person; you should be able to work out how to make the department work with the budget you have.”  And that was it. 

No meeting.  No engagement.  No discussion.  And this process has repeated itself again and again for the last 3 years.  My team is barely coping with our workload – my PA is non-existent as she’s on maternity leave and I wasn’t allowed to replace her.  I have people stretched to breaking point.  But, because we were all asked to save money, we went without.  Doing the right thing.  And now, because we have “coped” with the lower resourcing, DumBo has decided we can afford to lose more money.  “There’s no longer a GFC” he proclaims, “so we don’t need all these lawyers”.  He seems not to have noticed that we have had more lawyers than this for years, with diminishing numbers, the massive wave upon wave of post-GFC regulatory reform coming through, and the humungous legal workload that integrating the two companies will involve.  Or how tired my team and I are.

Plus, it seems we were the only team in his area being asked to work to a lower budget in 2010 than we had in 2009.  All his Flying Monkeys got MORE dough.  They of course claimed they didn’t through the use of dodgy accounting techniques like using provisions to pay for their areas.  But, on paper, it didn’t seem fair and my management team were furious as well.

OK, now it’s time for me to confess something bad: I have a midnight email compulsion.  As I felt the wave of stress return to my mind and body because I was trapped, I reverted to my wicked ways (it’s been well over a year since my last fierce email to DumBo I promise).  So I drafted him an email telling him how unfair this was, and could we discuss it, and practically accusing him of stacking the finance budgets and taking money from legal before we were cut loose and he could no longer dip into our cost centre to fund the Flying Monkeys who suck up to him.  I suggested that he remove MY role to save his money.  Naturally, although I drafted it just to make me feel better, I went just that leeeeeetle bit far.  And sent it.  To him and the head of HR. 

Yes: oh dear. 

Not quite sure of what I was thinking.  In my defence, it WAS 2.07am.  The guilt kicked in pretty quickly.  Part of me wanted them to turn around and give me the flick.  Part of me wanted the HR chick to see how desperately stressed I became again under his evil empire.  Then the part of me that wished it was still in my drafts folder started wondering if I should do something to avert disaster.  Apologise??  Heck no!  He’d sent me WAY worse emails than that.  Plus, I had to make the point…

One of the Flying Monkeys from Accounts fronts up 2 days later and declares that my budget was targeted because I had asked for 4 new resources…so they cut them out.  WHAT?  “in what universe do you think I would imagine I would have 4 new roles approved?” I shrieked.  He confessed he found it illogical.  And then when I worked through my budget with him, he realised he had it wrong.  I felt a little better and a little worse at the same time.  “I need to go back and see DumBo” he promises, “We’ll have to revise your budget target”. 

Not sure how this one will turn out.  However, the good news is that something nice happened as well.

One of my team connected with her counterpart at our new owners in their legal team.  Despite my whipping myself for months and my massive loss of confidence due to DumBo, the reaction of the legal team of our new owners (a monster-sized company) was somehwat unexpected.  Dumb Boss had told me I might have some reporting line into the General Counsel for our country…someone I had met, and who was WAY too junior to be my boss.  “It’s like you reporting to one of us!” declared my management team.

However, one of my old team works at our new owner in the legal team, and it seems she had been providing wonderful reports about me.  Their general reaction was  ”Fantastic!  We hear such great things about [me].  She’s a really rigorous lawyer and charismatic leader.  It will be great to have her in our team.  Of course, she’s really senior so she’ll have to report straight to the Group General Counsel.” 

Pathetic old me cried - I really understood then the depth of what Dumb Boss had done.  I remembered again what it was to be respected and highly regarded.  One of my managers was with me – her reassurance was that our team gave me that praise, that they knew how good I was, and what I could do; that it was only Dumb Boss who had no idea.

The next day, I managed to speak with the leader of our integration stream, a very senior employee of our new owners, and a former lawyer herself.  She confirmed I would report to the Group GC, that he was a wonderful man.  I hinted that I would love the change to happen sooner rather than later.  “Message received” she purred.  “Dumb Boss has asked to be consulted about the new reporting lines for the legal, risk and secretariat areas but he’ll be pissed off.  We don’t do that around here.  We just make the decisions and get on with it.”

Is this a new future?  And have I screwed myself over with that damn email?  Has the CEO seen it and written me off? 

Is Dumb Boss finally losing power?

Oh, hasn’t it been a while? So sorry. Much has gone on.  Let me try to update you.

I’ve made an important decision.  I’m leaving at the end of the year.  No, Dumb Boss isn’t finally getting rid of me.  I’m not being fired because we lost that case.  Nothing like that.  I’m just done, that’s all.

If you don’t know, I joined the Company in 2007 to turn around the dysfunctional Legal team.  Thankfully, everyone acknowledges that I’ve achieved that.  So, what was next?  It’s fair to say that Dumb Boss isn’t helping to facilitate My Next Big Step.  Plus, the international opportunities that I joined the Company to access have shrivelled up since the GFC knee-capped the joint.   At the Company at least , I’ve meandered into my personal dead end.

For what seemed like a long time, I kept updating this blog with Dumb Boss’s considerable sins.  I tapered off as I slowly came to take his lunacy for granted in some kind of corporate Stockholm syndrome.  And to realise that he has them fooled.  Not all of them, of course.  Most of his peers know he’ll end up with his face on a wanted poster and think he’s evil.  But those above him buy his act, and I just came to realise that his staggering ability to manipulate the truth meant my concerns about him would never gain traction – he was too good at covering his tracks. 

I knew things had gone too far when one of my direct reports shut my office door, and sickly explained how Dumb Boss arranged for him to be approached to review some legal advice that I had given.  All because Dumb Boss didn’t like the answer.  Even though I told Dumb Boss that outside counsel agreed with the view I had expressed.  My direct report refused.  When others hear this story, they are horrified.  When it happened, although it registered as wrong in my head, I barely flinched.  I had finally come to accept his bad behaviour as normal: it was time to go.

But not before I took my issues to the head of  HR, unfolding 2 years of stories about the control freak.  They tried to have my reporting line changed.  Although the CEO was happy to do it, our Group requirements for GC reporting wouldn’t permit it.  Then, the choice: stay or go?  Exhausted from all of it (and possibly not in the best frame of mind to make the call) I decided to go.  I laid out the ground rules: I would stay until the end of the year, have them pay me a shitload of money for breaching my employment contract, and they couldn’t say crap about me. 

It’s been over 9 years that I’ve been a General Counsel and, as much as I’ve loved it, I’m done.   The advent of Corporate Risk Management roles means that the GC role has slowly receded in importance in many organisations – I am continually amazed at how many things legal is kept out of in place of the Chief Risk Officer.   I have no interest in becoming a CRO, so it feels like sunset time for this part of my career.

So, you’re wondering: what am I going to do?  Truth is: I don’t really know.  Not yet.  I need to breathe in deeply, over and over again, shut my eyes and actually listen to the world around me.  Then I’ll go see if there’s something left of the life I forgot about living while I was clambering up the corporate ladder.    

I am trying to develop my poverty plan: what if I never work again?  Can I afford just to sell up, move to another country, grow my own food and never let corporate life darken my doorstep again?  Of course, I’ve spent plenty of time changing my own mind on this.  Every time I think about it, I find a breath catches in my throat.  The reaction of others has reinforced the two-edged vibe of this decision.  Some have been caught, wide-eyed and fearful for me.  Those few in my team who I have told are upset but they’ll go on without me.  Most of my friends, though, have practically cheered. 

When I broke the plan to my brother, he said “Fantastic.  We have been so worried about you.  I know that, if you don’t leave that place, you’ll be dead before you’re 50″. 

So, I’ll take 9-10 months or so off (before I start begging others for work!).  Travel for half of it.  Perhaps I’ll come across me again somewhere on the Mediterranean.   I’ll walk the Camino de Frances across Spain, wile away weeks in the Greek and Croatian Islands.  Finally visit the Cinque Terre and Lake Como in Italy…straddle Europe and Asia in Istanbul.  Find me again.  Write a book. Work out a future.

So, we ran the case…the one to test whether what I had done was right or wrong…and lost.  Big time.  It could cost the organisation tens of millions…And now I feel it’s all my fault.  Trying to keep breathing.  Trying to forget, really…and not doing such a bad job of that.  I know there were plenty of others involved, that I need a balanced perspective or I WILL end up wearing the blame, and others who were there, pushing, making bad decisions will find me an easy target.

The Directors went ballistic, as did Dumb Boss.  I had a meaningful discussion with one of DB’s colleagues about being prepared to go – for a price.  Dreams of my year off were reinvigorated.  Budgets prepared for up to 2 years without a job.  A friend offered to buy my house.

Dumb Boss called me to a meeting – was this to be it?  Apparently not.  He was calm and understanding.  No sign of being got rid of yet, however much I might want it.  Why is he reasonable when I least want him to be?

Got word today that a couple of nasty individuals in the industry are spreading rumours that I should be fired…this is people who have barely met me!  But people who wanted my job.  Life is funny, eh?  Oddly, at the moment, I could care less.  Just get on with it.  Keep doing your job, I say to myself, and pray this doesn’t blow up to be any bigger than it is already. 

I can’t believe that doing my job is costing me my reputation…it seems so unfair, esp being judged by people who couldn’t cope even half as well in a crisis, whose integrity is questionable at the best of times.  For some reason, I am seeing my career as if an observer – this is the crossroads for me.  Will I stay, or will I go?

I could really do with the time off.  To renew myself and find my way.  I can’t stay much longer in this den of nastiness.

Sorry I’ve been so quiet.  Encountered a technical problem on my blog, for one thing.  But really the issue is that I think I’m heading into the final showdown with Dumb Boss.

He has reverted to bullying me, and using any negative thing someone says as fodder for my under-performance.  He has even committed this to writing – in emails, which he is particularly patronising and belittling in.

The core of the issue is that, after the transfers of funds, I was asked my view by the internal auditors.  So I told them I thought there were risks with the transactions.  He went ballistic, became threatening and now I’m not allowed to raise a risk issue unless he agrees with me.  This includes to the auditors.  He reckons that I’ve been running my own agenda, but all I’ve done is express concerns about a transaction that (a) the regulator is sniffing around, and (b) I warned them not to do in the first place.  Being the General Counsel, THAT’S MY JOB!

Yet again, he’s also let another Senior Exec complain about some advice we gave – and even though I tried to brief him on the issue more than once (he declined) he is not interested in hearing my side of the story and is slamming me in my performance review.  I have said I want an independent person to review what was done, as I stand by our conduct and the advice given.  He says he doesn’t want to “re-litigate” it – “there’s no point”.

He also has given me no credit for working around the clock for 3 months to sort out all sorts of disasters that were going on.  Instead, I got criticised for making decisions instead of letting the business do so – problem was, there was no-one from the business around and, when they were around, they were unprepared to make the decisions…leaving a massive and dangerous gap given the complexity and speed with which things were moving. 

He also failed to actually meet the promises that he made to me in our half yearly discussion – that he would meet with me every 2 weeks, and we’d discuss issues and he would raise any negative feedback in a timely manner so that we could discuss it.  He has done that twice.  No more.  And now he’s raising issues without notice or interest in my version of events in my performance review.  I feel like I’m suffocating.  I can’t move.  There’s no room – it’s his way or the highway, and I have no way of knowing his way until well after the event.  Naturally, since I can’t get in to meet with him, I can’t work out what he’s thinking…he now tells me he has no time to meet with me.

So, I am now pondering how to deal with him.  Do I:

(a) resign – in an environment of GFC crap where I may not get a job

(b) formally respond and go all “legal” on him

(c) roll over – but compromise what I regard as the core part of my role, for which I will be criticised if I don’t do it!  (he is asking me to stop being concerned about whether the Boards are meeting their legal obligations, and focus on assisting management.  My working assumption is meant to be that management knows what it’s doing and will never cause the boards to be in breach of the law…except I know different.  Few people in this business seem to know or understand their legal obligations, and there have been numerous things done that compromise the Boards…how can I ignore this when it’s my job to help people navigate through it?

(d) ask him to change my position description to remove the things that he doesn’t want me to do - things that are crucial for a General Counsel, like ensuring compliance? 

(e) something else – report him to the regulator?  Sue him? 

So, we have another meeting tomorrow.

10 days of feeling sick to my stomach seemed enough.  It left me tired and drained.  Part of the problem was that, over the Christmas break, I just couldn’t get anything of any use done.  Stressing and worrying seemed the only constructive thing to do.

On Monday, though, it was back to work.  As I drove the long drive from our (brief) holiday venue to the office, I remained weighed down by the drama I had created – the complexity and expense and potential liability – at a time when the Company needed it the least.  I felt drained of energy and no closer to resolving things.

In my car, a revelation struck: I could either remain under this guilt, or I could release myself.  Because if I didn’t I would be no use to anyone, least of all myself.  What would I as a leader expect of someone in my team who had made a mistake?  Well, if they’d made the mistake for the right reason (ie they were not being sloppy or lazy) then I’d want them to learn from it.  To own up to it.  To face it head on and fix it.  To not let it destroy them or their confidence.  And that was what I needed to do.

By the time I arrived at work, I was back.  The Company needs me on my game now more than ever.  If I can’t recover from this, then what do I have?

Sure, there will be more times where I need to tell people (like the CEO) about the issue.  I have to acknowledge the error and apologise – and try to help non-lawyers understand how obscure the rule is that tripped us up so I don’t come across like a total idiot.  To gently remind others of the pressure we were under at the time, and the exhaustion that prevailed.  But most of all to be ready to fight on another day and be the General Counsel they need to get through this time.

The fall from grace can happen all too quickly.  The sound of the falling and then the landing reverberate through my being, deep deep in my soul.

I have screwed up BIG TIME.  You know how me and my team were working all hours of the day and night to try and save the day for the Company?  Well, it appears that, in all the frenzy and exhaustion, I made a boo boo.  We set up some delegations from the Board that, in the cold hard light of day, may not have worked.  Now someone outside the organisation is challenging what we did.

It was always a house of cards: the speed and desperation to quickly fix an issue creates a risk of its own.  I pointed this out at the time – to the CEO, the Executive, the Board, Dumb Boss…but now my prediction has come true and I’ve blown it.

As the sad tale unfolds and I have to tell each new Executive or Director affected, it becomes more and more stressful.  Dumb Boss is in denial.  He doesn’t want anyone in his area making a mistake,  He will deny it for a while, and then his true colours will shine: will he fire me or remember the stress we were all under?  If he readies himself to fire me it will send the most awful message to my team and the world: don;t kill yourself for the organisation for they won’t stand behind you.

But regardless of the future, the sick feeling in my stomach means I haven’t managed to relax at all this holiday.   Instead, I have had to pull executives together, some from their holidays, to tell them of the error and its repercussions.  The silence on the end of the phone is thick with disappointment.  When I apologise, I hear “No, we are where we are, let’s just deal with it.”

Our outside law firm, who worked with me on the document, feels the same.  After I gratefully accepted their wisdom and guidance, their litigation partners now tell me of the potential conflict that they have, since the mistake may have been theirs (no admissions, you understand).

I don’t know how this will end.  I just know we need to get through it and it’s my job to pull the Company out and not wallow too obviously in my own guilt and regret.  It’s my job, though, to pull them out of these messes, not to cause them.  No doubt there will be some  nasty characters who enjoy this; those people who see only the worst in others and criticise them behind their backs.  I could name them now.

All of this points me to one end: get out of this corporate lunacy.  Its rewards are nowhere near worth the downsides.

In a somewhat  unexpected twist, it appears that Dumb Boss is dashing around the building, telling all who will listen how wonderful my team and I are.  He apparently thinks that we are doing the most amazing job with all these funds, and ain’t afraid to say it.

He has also confirmed that he is NOT splitting up my team.  He pretends that this is about cost savings (ie a central team is able to better share work and thus minimise costs), but I know the truth: from my chats with his peers, it appears most of them never wanted lawyers in their business units to begin with.  Dumb Boss’s lies exposed!

Naturally, since he and I are now practically engaged, I do not raise this.  I smile, and thank him, and tell my team we will stay together.  They are overjoyed.

So, you know how the old Legend of Omaha has said “It’s when the tide goes out that you find out who’s been swimming naked”?  Well, guess what…it’s Dumb Boss that might just have been caught without his duds on.

The last few weeks have been mad at work.  I returned and managed to wander about in a daze for a couple of weeks, but then got sucked into the Credit Crisis vortex, perhaps never to be seen again.  As you know, Dumb Boss is the CFO, and it seems that he hasn’t really been paying enough attention to our regulatory capital.  Whoops, it’s been invested in funds that are exposed to other institutional investors, as well as money the Company manages for others…

While the tide was up, the regulatory capital was in the black.  However, the past 3 weeks has been spent madly trying to unravell a bunch of cross-investments where we’ve mixed our own money with that which we manage for others.  Makes for an interesting legal conundrum when you have to battle with conflict of interest laws and act in the best interests of others.

So, we were busy working through the labyrinthian sets of investments, trying to make sure we protected everyone involved.  In one trust, we had the Company’s own dough, plus plenty of investor money.  Gee, what to do?  I said I could theoretically get it all out, but felt better about pulling only some out now and getting the rest later – to not do so would open us up to massive reputational risk, especially since there was a good chance we’d soon have to freeze the trust we were exiting to protect investors!

So, the CEO and head of the Business Unit agreed but I did ask the innocent question: is any of the remaining money regulatory capital?

Apparently, behind the scenes, all hell broke loose.  The CEO grabbed Dumb Boss, who hadn’t realised he had $135m in the trust, and the next thing you knew he was calling urgent meetings and sending unfortunate emails to the world, panicking about getting the Company’s assets out of the trust.

So, we had to remove it but I left it to DB and his cronies to justify it.  I gave massive warnings about the reputational risk, and sat back.  On Thursday, I updated the Board on this and their HEADS EXPLODED.  It was great.  I just told them I’d outlined the risks but the CEO and CFO made the call, so go talk to them.  The Board was reconvened the next day, after DB frantically began reinventing history by claiming not to have been warned about the risks, and quoting all sorts of so-called “pre-existing reasons” to pull the money out.  On Friday, there was another Board meeting and, as he spoke of all the reasons to get the money out, he was warned by one of the Directors that he was the CFO not only for the Company, but also this subsidiary.  This, bizarrely, was big news to Dumb Boss, who looked quizzically at me as I nodded to confirm the Director was right.

Meanwhile, 2 of DB’s peers were in the meeting and all 3 of us were exchanging looks of disbelief at DB’s massive and unrelenting stupidity.  It was great.  A true highlight.

Fingers crossed that he’ll unravel like a cheap pair of tights.

So, I’m back.

Just a quick post with a few updates. More detail in future updates:

1. Dumb Boss has struck, actually recruiting someone for my team while I’ve been away.  This is despite his agreement with me when I joined that I had full control of hiring and firing for my team.

2. The good news is that we have received the results of our latest culture survey, which shows Legal is as engaged as the rest of them.  No longer do we lag behind – rather, in the leadership scores, we have the best results in the company.

3. I did take the plunge headlong back into that relationship with my Greek man.  Maybe more about that later

Ciao for now.