Can You Keep Your Job?

When a company is sold, it often means in-house counsel will work right up until the bitter end, until the keys change hands, and then they walk back to their offices to start packing their desks.

While sometimes this is inevitable, there are ways to express interest in continued employment while the deal is going on.

All negotiations are really a prelude to an interview for a continued position, but keep in mind that the in-house counsel’s loyalty and responsibility should be with the employer until the deal closes.

“Demonstrating an understanding of the buyer’s business and buyer’s objective, and identifying a particular expertise the in-house lawyer can provide in the new company going forward” can have a positive impact on a future employer, said Deborah J. Hylton of Womble Carlyle in Research Triangle Park, N.C.

“The tenor of negotiations is not going to make or break the success of a deal, but it can be a factor to establish a relationship on a going-forward basis,” she continued. “Change is disruptive. Sometimes the sale of the company has a very disruptive effect on the workforce as a whole. If the in-house counsel can be adaptive to change and not threatened by it, it can help be a stabilizing force throughout the organization on a going-forward basis.”

In-house counsel’s duty is to the corporation and they need to ensure that their loyalty is not compromised by worrying about where they’re going to wind up at the end of the transaction, said Byron S. Kalugerou of LeBoeuf Lamb in Boston.

However, once the deal is done, “let your loyalties shift right away. The buyer feels that,” added Terrence W. Mahoney, Kalugerou’s partner at LeBoeuf Lamb. “The people most successful at securing a position with the acquiring company were brilliant at making that clear as soon as the transaction was going to happen.”

Also, Kalugerou suggested that in-house counsel not be shy about asking the general counsel on the other side for a recommendation when it comes to a position with the new company.

– Amy Johnson Conner