Deputy general counsel and ethics officer Turkey | ENGIE
Pinar Tanilkan Edes
Deputy general counsel and ethics officer Turkey | ENGIE
Given the fact that the Turkish power market has been suffering from a chronic overcapacity, allowing no room for new project developments and M&A transactions, I have been mostly working on restructurings and litigations for the last two years. The most exciting restructuring was related to the transition of the 780MW combined cycle gas fired power plant as the plant which operated under a long term power purchase agreement (PPA) and gas supply agreement was shifted into a plant that operated in the Turkish merchant power market. Indeed, the PPA expired in 2019 and the transition has required massive work in respect to the regulatory, contractual and risk profile matters.
The main focus of our company in the next 12 months is to consolidate its activities in Turkey. To that effect, as the senior in-house counsel, it will be my task to present a proper legal risk assessment as well as a management plan on our power generation, power sales and gas distribution assets in the country so that the value of these assets remain constant, if not improved. I will also be assisting my group companies in aspects including, but not limited to, the determination of ongoing liabilities under the regulatory framework and third-party contracts, development of action plans for the managerial levels to smoothly handle cost saving measures and keeping abreast of legislative amendments that may impact our activities.
We are in the process of setting up a digital contract negotiation platform called Snoop-E (the Smart Negotiation and Onboarding Platform by ENGIE), developed by the ENGIE lawyers. This platform will allow companies to reduce time spent with exhausting email threads and manage the lifecycle of the contract through providing comments, making changes, creating clauses and accessing the contract negotiation history within this digital negotiation platform.
In January 2018, a Council of Ministries’ decision has been published, banning Turkish companies that do not have foreign currency revenue from entering into loan transactions based on a foreign currency. Similarly, a presidential decree has been published in September 2018, introducing restrictions to the determination of payment terms in foreign currencies (or indexed to foreign currency) under the contracts between two Turkish entities. Both of these new restrictions impacted our group companies’ businesses in Turkey and required consequent adjustments to our legal analysis and advice
I believe that in-house lawyers should always keep in mind that external counsel are “external”, meaning they can never be fully familiar with the internal dynamics of the companies they are hired by. Therefore, each instruction to an external counsel should include a briefing on the reasoning process behind the required action. In other words, the reasons for which their assistance was required should be relayed and made clear to the external counsels. All communication should be in verbal and written format to avoid misunderstandings and future miscommunications. Written communication is a must for the records and ease of correspondence, whereas verbal communication allows to ensure healthy and human transmission of the instructions.
“We do not inherit the earth from our ancestors, we borrow it from our children”. I remember reading this in a publication while working as a junior lawyer in London. As I moved on in life, those words continued to shed light on my understanding of life and now are with me every day as I work for one of the biggest energy companies in the world.
Climate change is now beyond a personal priority and has become one of the biggest concerns of society and the world’s largest and most reputable corporations. Under the captainship of ENGIE’s inspiring CEO Isabelle Kocher, I experience how dedication and a conscientious management respectful of the planet can make a difference in responding to today’s energy challenges. ENGIE’s broad and comprehensive experience in infrastructure and thermal generation for many years has paid itself off in the sense that it amassed experience which allowed it to reposition itself as an influential pioneer in today’s climate-conscious energy revolution. Over the last three years, I’ve watched ENGIE divesting its coal and oil-fired electricity generation activities, investing hugely in digital and innovative solutions to indulge in the field of renewable energies, gas networks and all others for decentralized energy solutions. We are working hard to create cost-efficient and tailor-made zero-carbon transition strategies to reduce CO2 emissions and help prevent climate change globally.
However, in highly established traditional energy organisations, such repositioning is clearly not easy, and therein lies my share of the duty. The expectation from in-house lawyers is no longer limited to safeguarding of mere legal and corporate requirements. We are now required to be part of taking business into what was until recently unchartered territory, while protecting the corporation’s independent and impartial standards, take decisions together with the management but also challenge its decisions as necessary in order to push the entire organisation towards its new set goals. Today’s in-house lawyers stand as agile advocates of a complex, evolving, more environmental friendly and ethical regulatory world.
I believe our strength lies in our capability in bringing together creative structures manned by highly motivated, visionary team members. We as in-house counsel take into account the environment and high social standards. Today’s in-house lawyer shall not only have a narrow view on the legal protection of the company but shall also ensure respect of the environment and of ethical standards. As such, in-house counsel become protectors not only of their companies, but an important link in the advancement of society and of the safeguarding of the world.
At this point in my career, I feel privileged to be part of the ENGIE team that empowers creativity, respects environmental concerns as it faces big challenges in an increasingly competitive sector. When I look into the eyes of my daughter, I feel happy and proud that I am doing my utmost to protect the planet we have borrowed from her.
