The year was 2002. Voyles was a young partner just assuming leadership roles in the litigation section at Houston legal powerhouse Baker Botts. The CEO of Halliburton had departed to become vice president of the United States.
Robb Voyles remembers the first case he handled for Halliburton.
High-powered plaintiffs lawyers slapped Halliburton with a massive securities class-action lawsuit that sought billions of dollars in damages for shareholders who claimed that executives at the Houston-based oilfield services company had lied about cost overruns with one of its Brazilian offshore projects, hid information about liabilities related to asbestos litigation and costs and covered up allegations of corporate misconduct involving its operations in Nigeria.
“It was a highly complex litigation that was later split into two parts and posed a real financial risk to the company,” Voyles said in a recent interview with The Texas Lawbook. “It was a major cloud hanging over the business for a long time.”
Seventeen years later, Voyles is now the chief legal officer and one of the most senior and respected executives at Halliburton and is widely recognized as a leader of the legal profession.
During his five years as the company’s top lawyer, he’s won two cases at the U.S. Supreme Court, successfully concluded a nine-figure tax dispute with its former KBR subsidiary and convinced the U.S. Securities and Exchange Commission to end its investigation of the company without a fraud finding.
Voyles also was intensely involved in guiding Halliburton through treacherous legal waters that included waves of lawsuits with billions of dollars at stake related to the deadly Deepwater Horizon explosion at the Macondo well.
But three weeks ago, Voyles won what may have been his sweetest victory yet – and it involves that first case that brought Voyles to the attention of Halliburton executives.
Chief U.S. District Judge Barbara Lynn of Dallas officially dismissed the final remnants of the nearly two-decade-old securities class-action lawsuit.
“I’ve been dealing with this case for nearly half of my time practicing law,” he said. “This litigation has cost us millions and millions of dollars in legal fees, but it could have been a few billion dollars if we had lost.”
This week, the Association of Corporate Counsel’s Houston Chapter and The Texas Lawbook named Voyles as the 2019 General Counsel of the Year for a Large Legal Department.
Voyles and two-dozen other senior level corporate lawyers will be honored April 25 for their courtroom successes, execution of major mergers and acquisitions and strategic leadership at the 2019 Houston Corporate Counsel Awards. (The names of all award finalists are listed below.)
“Robb epitomizes ethics and integrity,” said Haynes and Boone partner Mark Tidwell, who nominated Voyles for the award. “He has handled all the challenges and opportunities he has faced during his career with extremely good care, judgment and caution. He says what he means and does what is right – not merely what is expedient.”
While Voyles, who is 61, occupies most of his time these days in Halliburton corporate boardrooms advising executives, he spent the first three decades of his career in courtrooms representing large businesses and accounting firms in complex civil disputes.
“Robb is a great lawyer and he is wicked smart,” said Baker Botts partner Van Beckwith, who worked with Voyles on several litigation matters. “Robb is able to understand the most complex business and legal issues.”
Beckwith said he worked on a case in which Voyles won the dispute for his client and then the opposing company tried to hire him later for other cases.
“Robb understands the importance of the law and its role in business, and he never forgets the needs of the business and the people involved in the business,” he said.
Born in Toledo, Ohio, Voyles was raised by parents with Midwestern sensibilities. His father was an ex-U.S. Marine who later worked at a General Mills factory. His mother was a registered nurse. There were two attorneys in the family – an uncle who was a small town lawyer and a cousin who became a federal judge, and later, the CEO of Blue Cross Blue Shield of Ohio.
“I’m a product of Perry Mason, and he’s the reason I became a lawyer – the way he dressed, his high-mindedness and, ultimately, his success,” Voyles said. “I love my job, but I admit that I miss being in court. I don’t miss pretrial discovery or depositions at all. But there’s something extraordinary about being in court before a judge and jury.”
Voyles obtained his bachelor’s degree in accounting at the University of Dayton and his law degree from the University of Michigan.
“I decided I wanted to be a business trial lawyer early on, and I never really considered being anything else,” he said.
Baker Botts and Vinson & Elkins recruited Voyles as he finished law school, but he chose to join Rain Harrell Emery – a Dallas firm later swallowed by Locke Lord. His mentor was the late, great trial attorney Morris Harrell.
“Morris taught me how to shut up,” Voyles said. “Seriously, the biggest advocacy skill I learned from Morris Harrell was to know when not to talk. Many lawyers have a problem with talking too much, and they talk themselves into problems they didn’t have and wouldn’t have had if they had just shut up.”
In 1987, Baker Botts came calling again and this time Voyles accepted. He represented businesses in complex civil disputes, but he started representing more and more accounting firms, including Deloitte, Arthur Anderson and Ernst & Young, in securities fraud cases.
As the courtroom successes piled up, Baker Botts turned to Voyles for leadership roles in firm management.
“It is much easier to manage lawyers in a corporate environment than in the law firm environment,” he said with a laugh. “Did I say that out loud?”
For Voyles, moving from Baker Botts to Halliburton, which was a firm client, seemed like a logical choice.
“I was at a point in my career when I was open to do something different and the opportunity to become the general counsel of a Fortune 150 company doesn’t present itself every day,” he said.
“My best day at Halliburton was the day I started,” Voyles said. “I knew there would be huge challenges – and there definitely have been many – but I realized I now had a seat at the table where decisions were being discussed and made.
“I like being more than just a legal adviser – I like helping resolve problems and being part of the decision-making process,” he said.
When Halliburton CEO Dave Lesar announced that its long-time general counsel Bert Cornelison was retiring in 2014, he said the company chose Voyles because he was a great lawyer and already knew the business of the company.
The biggest challenge for Voyles on day one was the mountain of lawsuits pending against Halliburton as part of the April 2010 Deepwater Horizon explosion. The company faced litigation ranging from wrongful deaths and personal injuries to oil spill pollution and contamination.
Tens of billions of dollars were at stake, and the company also faced numerous federal and state investigations.
“Obviously, Deepwater was a huge overhang for the company,” Voyles said. “We spent tens of millions of dollars in legal fees on this. We believe that we have no additional exposure in that matter.”
Voyles took a leading role for Halliburton in 2014 and 2015 in settling all Macondo litigation for a reported $1.2 billion.
In August and September 2014, Voyles stepped away from the BP oil spill talks to negotiate a complex settlement agreement between Halliburton and its former subsidiary, KBR, over a dispute related to a tax sharing agreement involving KBR’s spinoff in 2007.
The deal resulted in KBR paying Halliburton $81 million.
At the same time those two high-stakes disputes were underway, Voyles was thrust back into the long-running securities class-action litigation.
“We took the securities case to the U.S. Supreme Court twice with great success both times and we made good law in doing so,” he said.
In 2014, the Supreme Court used the Halliburton case to allow businesses to present evidence earlier in litigation that fraud played no role in a decline in the price of company stock.
As a greatly reduced class size headed for trial in 2016, Voyles and the lead lawyer for the shareholders, David Bois, negotiated a $100 million settlement agreement that ended the potentially dangerous litigation.
“We worked diligently to alleviate the risk involving some of the biggest litigation the company was facing,” Voyles said. “In 2013, our contingency statement (in the company’s 10-K report to the SEC) had an eight-pages long footnote. Today, it is really nothing at all.”
That’s not to say Voyles has had no failures.
The biggest disappointment of Voyles’ career came in 2016 when Halliburton’s efforts to acquire rival Baker Hughes for $28 billion failed.
“A lot of hard work went into making that transaction happen,” he said. “A combination of delays by the federal government and deterioration of the oil and gas market did us in.
“The truth is, we were a little ahead of our time with that transaction,” he said. “A Halliburton–Baker Hughes merger would have been great for our industry and for our country, especially as we see the rise of the Chinese oilfield service companies. We would not have had the problems GE had.”
During the same time period, oil and gas prices plunged, requiring major budget cuts and staff reductions within Halliburton’s legal department.
As a result, Voyles dramatically reorganized his 125-member legal team, won or favorably resolved nearly all of the company’s most serious litigation threats and turned a corporate conglomerate once widely criticized for its cowboy attitude into a poster child for corporate compliance.
“We have been able to increase our level of service to the company, even as we reduced our size,” he said. “We have revised our bylaws and significantly improved corporate governance.”
Corporate executives at Halliburton demonstrated their confidence in Voyles in 2017 when the company gave him the additional responsibility of interim chief financial officer – a position he held for several months.
“Robb likes to joke that he has the longest job title in corporate history – general counsel, executive vice president, corporate secretary and then chief financial officer,” said Halliburton vice president and chief ethics and corporate compliance officer Jeffrey Spalding.
“Robb takes the view that our corporate lawyers must know the business and must take an active role in advising our corporate leaders on substantive issues involving the operations of the company,” he said.
One of Voyles’ key moves was to hire Spalding, a former federal prosecutor and nationally recognized corporate ethics expert, to be Halliburton’s chief ethics and compliance officer in 2014.
“Robb made clear to us that corporate compliance and ethics were not to be cut but actually improved during the economic downturn,” said Spalding, who was recently promoted to deputy general counsel. “Robb is book smart on the law, but he is even more street smart in making business decisions, and he has great instincts.
“Robb is the best boss I have ever worked for,” said Spalding, who also worked as senior counsel for California Senator Dianne Feinstein from 2007 to 2009. “He’s very demanding, but he encouraged us to jump into the deep end of the pool and tackle the big issues.”
Voyles said investing in corporate compliance and ethics is a good long-term business decision.
“Our biggest challenge is keeping up with the growth and business strategy of the company to help our leaders be successful,” Voyles said. “I sleep really well at night, mainly because I’m very tired, but also because we stay on top of our risk and we do what it takes to mitigate or minimize our risks.
“I don’t waste a lot of mental energy worrying about potential problems,” he said.
Publisher’s Note – Here is a list of the 2019 Houston Corporate Counsel Finalists:
Lifetime Achievement Award Recipients
- Total E&P USA Associate General Counsel David Houck, and
- Recently retired Plains All-American GC Lawrence Dreyfuss.
Creative Partnership Award
- Carriage Services Legal Counsel Mike Elliott and Shook Hardy Bacon partnership is the sole finalist.
Public Service/Pro Bono of the Year
- U.S. Zinc Corp. GC Richard Rosenberg is the sole finalist.
Diversity of the Year
- Belinda Senneway and Matthew Coward of Shell Oil are the sole finalists.
Senior Counsel of the Year for a Small Legal Department
- Amber Shushnan of Petro China is the sole finalist.
Senior Counsel of the Year for a Mid-sized Legal Department
- Blaine Edwards of Superior Energy Services and
- Elizabeth Hawkins of Targa Resources.
Senior Counsel of the Year for a Large Legal Department
- Andrew Gratz of LyondellBasell and
- Shannon Kinney of ConocoPhillips.
Rookie of the Year
- Amelia Xu of Tidewater Inc. and
- Kraton Corporation Assc. GC Jennie Howard.
General Counsel of the Year for Small Legal Department
- UniversalPegasus Int’l Chief Counsel Fermeen Fazal
- Keane Group GC Kevin McDonald and
- Peak Completion Technologies GC Timothy W. Johnson.
General Counsel of the Year for a Mid-sized Legal Department
- Precision Drilling General Counsel Veronica Foley and
- Kraton Corporation GC James “Jay” Simmons.
General Counsel of the Year for a Large Legal Department
- Halliburton GC Robb Voyles is the sole finalist.
Business Litigation of the Year
- Shell Oil Senior Legal Counsel Kevin Feeney and Thompson & Knight partner Robert Paddock;
- Buc-ees Deputy GC H. Tracy Richardson III; and
- Baker Hughes Legal Counsel Anthony Matheny and Bracewell partner Richard Whiteley.
M&A Transaction of the Year
- Apache Corporation General Counsel Anthony Lannie, Assistant GC Patrick Whitman, Michael Myers and Bracewell partner Alan Rafte;
- BMC Software General Counsel Patrick Tagtow and outside counsel Kirkland & Ellis; and
- CenterPoint Energy Associate GC Monica Karuturi, Akin Gump partner Robert Shearer and Baker Botts partner Timothy Taylor.
The Texas Lawbook is in the process of interviewing all of the finalists and will publish articles about each one.
To become a sponsor or purchase a table for the 2019 Houston Corporate Counsel Awards, please contact Texas Lawbook publisher Brooks Igo at brooks.igo@texaslawbook.net or 214.384.4080. The event is Thursday, April 25, at the Four Seasons Hotel.