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CHAPTER 3

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Ralph used to visit Montreal regularly, but hasn’t been there much in recent years, not since he established the base for his Canadian practice in Toronto and not since he handed off most of the responsibility for Canadian clients to his partners in that office. But for Hervé he always makes an exception. Hervé Boudreau, the founder and CEO of Frontier, Quebec’s largest independent wind energy company. He and Ralph have been friends for twenty years, from when the wind energy business was in its infancy and Hervé’s startup was run from a small warehouse. Unlike most French Canadians, Hervé speaks English with barely a trace of French accent.

A week ago, Ralph called Hervé to say he had an acquisition prospect for Frontier, one that would expand its business considerably outside Quebec. Hervé was reluctant to meet but finally agreed to let Ralph treat him to lunch at his favorite restaurant, Le Montréalais. Ralph joked that it is out of character for his “favorite French Canadian” to suggest eating at the Queen Elizabeth Hotel. Hervé’s rejoinder was that he was only trying to please his “favorite English Canadian.”

“I’ve been a U.S. citizen for a long time,” said Ralph.

“You’re still Canadian at heart,” said Hervé.

Knowing that Hervé has punched a hole in his calendar to accommodate him, Ralph dispenses with the standard pleasantries and gets right to the point. He identifies the company Frontier should acquire and explains why he believes it would be a good fit. But Hervé seems distracted, even distraught. Unlike him to avoid eye contact.

“I don’t have your full attention— Is everything fine at home? How are your girls?”

“Oui, oui—ça va bien.”

The waitress arrives to take their orders, the usual for each of them—salade composée avec poisson frais. Hervé’s eyes follow her as she walks away. “Très jolie.”

“Your daughters?”

“For sure, but I meant the waitress.”

“I guess she’s more interesting than my proposal.”

“We’ve already been thinking along similar lines.”

“I wish you’d told me that.”

“Not similar— Identical— Our bankers showed us the same company a few months ago. We’ve been in serious discussions for weeks.”

“If you were already talking to them, why did you invite me for a last-minute lunch?”

“Ralph— You didn’t disclose the name of the company over the phone and you invited yourself. I agreed because I haven’t seen you in six months.”

“There’s something else, isn’t there?”

Hervé doesn’t say anything for a few seconds. “We’ve— ” He hesitates. “Been considering other acquisitions too. Possibly a merger.”

“I’m late to the table,” says Ralph.

“Not at all. It’s not your job.”

“I thought I could help.”

“Keep focusing on our environmental litigation. That’s what I pay you for— By the way, how’s our appeal on the Gaspé case going?”

“We don’t have a hearing date yet.”

“We shouldn’t have had to appeal.”

“The judge made a mistake in his decision.” Ralph looks into his friend’s face for a sign of displeasure or disapproval. As always, Hervé is inscrutable. “It should’ve been open-and-shut in our favor— I don’t know what more anybody else could have done.”

“You could have won.”

“Our Toronto lawyers proved that Frontier met all regulatory requirements. The personal injury lawyer we brought onto the team argued convincingly that there was no link between the wind turbines in the vicinity of the plaintiff’s home and his chronic state of depression.”

Hervé raises an eyebrow. “Your man should have been more aggressive in exposing the plaintiff’s medical history. He was clinically depressed before we installed the farm— Marital problems— Job performance.”

“Look— I don’t think it’s the particular case that’s bothering you.”

“What makes you think I’m upset?”

Ralph ignores Hervé’s attempt to divert the conversation. He points out that the Federal Government has already given clear signs it is on the verge of compelling the industry to fund an independent study of health hazards. The publicity around the Gaspé case put them over the top. “Right,” says Hervé, “and now the Wind Energy Association blames my company. Even if we win the appeal, we’re stuck with a bad reputation.”

“Not if we win, but when . . .”

“I’m not so sure.”

“Set the litigation aside,” says Ralph. “Are you convinced there aren’t any health hazards from your turbines?”

“I’m not aware of any evidence proving there are.”

“Put yourself in the shoes of that poor Gaspé man and his family.”

“It’s not my job to empathize with plaintiffs.”

Ralph scans his friend’s face for a hint of compassion. “Would you consider the minimum setbacks adequate if it were your own girls’ health at stake?”

Hervé takes a long, slow drink of water and picks at his salad, moving the fish aside. “I don’t pay you to be my conscience.”

“Really? That’s exactly what I think you pay me for.”

“That’s not how I see it. I’m compensated for profits and share price— You help me avoid taking hits to those.”

“I know, but if we suspect something isn’t right, we should change it.”

“Even if the practice is strictly legal?”

“Even then— Especially then.”

Hervé gives a dismissive shrug. “We’ve had this conversation before— You always fail to factor in the costs of doing more than we’re legally required to. Face it— You’re an idealist.”

“You’re missing the point,” says Ralph. “It’s long run versus short run.”

“The point is we should have won the case and you know it.”

Ralph pauses to consider his response carefully. No matter how he phrases it his friend will resent the implicit I told you so he’s about to deliver. “If you’d volunteered to pay for the plaintiff’s ongoing psychotherapy and settled out of court, there’d be no adverse publicity at all.”

“It’s over and done with,” says Hervé. “Merely another bump in the road— You’ve served us well.” His friend’s tone suggests a finality that Ralph doesn’t like.

Against the Wind

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