Parsley,
The CWB clearly says it cannot survive without the "single desk".
If this precondition is taken as fact by the professionals and consultants who advise the Board of Directors... anything can be justified to save the "single desk".
The Board of Directors gets this advise to follow the CWB Act... and dump any liability they have for making the bad decisions they make.
Limit of liability
Directors and Officers
Duty of care
3.12(3) Directors and officers are not liable under subsection (1) or (2) if they rely in good faith on
(a) financial statements of the Corporation represented to them by an officer of the Corporation or in a written report of the auditor of the Corporation as fairly reflecting the financial condition of the Corporation; or
(b) a report of a lawyer, notary, accountant, engineer, appraiser or other
person whose position or profession lends credibility to a statement made by
that person.
Indemnity
3.13 (1) The Corporation may indemnify a present or former director or officer
of the Corporation or a person who acts or acted as a director or officer at the
request of the Corporation, and their heirs and legal representatives, against
all costs, charges and expenses, including an amount paid to settle an action or satisfy a judgment, that are reasonably incurred by them in respect of any civil, criminal or administrative action or proceeding to which they are a party by reason of being or having been such a director, officer or person if they
(a) acted honestly and in good faith with a view to the best interests of the
Corporation; and
(b) in the case of a criminal or administrative action or proceeding that is enforced by a monetary penalty, believed on reasonable grounds that their conduct was lawful.
Indemnity as of right
(2) Despite anything in this section, a person referred to in subsection (1) is
entitled to indemnity from the Corporation in respect of all costs, charges and expenses reasonably incurred by that person in connection with the defence of any civil, criminal or administrative action or proceeding to which the person is made a party by reason of being or having been a director or officer of the
Corporation, if the person
(a) was substantially successful on the merits in their defence of the action or
proceeding; and
(b) fulfils the conditions set out in paragraphs (1)(a) and (b)."
Parsley...
It is interesting that...
"The Corporation may"... "MAY"... is not shall.
If I were a "single desk" supporter on the CWB Board of Directors... I would want to have my liability policy tuned up and ready for action...
Especially if I were Chairman Ritter or Director Flaman... who both can be proven that they know, and that they should know better than to break fundemental business ethical standards for money.
If there is one thing we have learned from the AWB... hiding behind "professional" advice doesn't prevent a "guilty" verdict... when clearly people knew better... or should have known better!
The CWB clearly says it cannot survive without the "single desk".
If this precondition is taken as fact by the professionals and consultants who advise the Board of Directors... anything can be justified to save the "single desk".
The Board of Directors gets this advise to follow the CWB Act... and dump any liability they have for making the bad decisions they make.
Limit of liability
Directors and Officers
Duty of care
3.12(3) Directors and officers are not liable under subsection (1) or (2) if they rely in good faith on
(a) financial statements of the Corporation represented to them by an officer of the Corporation or in a written report of the auditor of the Corporation as fairly reflecting the financial condition of the Corporation; or
(b) a report of a lawyer, notary, accountant, engineer, appraiser or other
person whose position or profession lends credibility to a statement made by
that person.
Indemnity
3.13 (1) The Corporation may indemnify a present or former director or officer
of the Corporation or a person who acts or acted as a director or officer at the
request of the Corporation, and their heirs and legal representatives, against
all costs, charges and expenses, including an amount paid to settle an action or satisfy a judgment, that are reasonably incurred by them in respect of any civil, criminal or administrative action or proceeding to which they are a party by reason of being or having been such a director, officer or person if they
(a) acted honestly and in good faith with a view to the best interests of the
Corporation; and
(b) in the case of a criminal or administrative action or proceeding that is enforced by a monetary penalty, believed on reasonable grounds that their conduct was lawful.
Indemnity as of right
(2) Despite anything in this section, a person referred to in subsection (1) is
entitled to indemnity from the Corporation in respect of all costs, charges and expenses reasonably incurred by that person in connection with the defence of any civil, criminal or administrative action or proceeding to which the person is made a party by reason of being or having been a director or officer of the
Corporation, if the person
(a) was substantially successful on the merits in their defence of the action or
proceeding; and
(b) fulfils the conditions set out in paragraphs (1)(a) and (b)."
Parsley...
It is interesting that...
"The Corporation may"... "MAY"... is not shall.
If I were a "single desk" supporter on the CWB Board of Directors... I would want to have my liability policy tuned up and ready for action...
Especially if I were Chairman Ritter or Director Flaman... who both can be proven that they know, and that they should know better than to break fundemental business ethical standards for money.
If there is one thing we have learned from the AWB... hiding behind "professional" advice doesn't prevent a "guilty" verdict... when clearly people knew better... or should have known better!
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