[_980527.bdv]
Report of the Board Development Committee for 27 May 98

From bthompson@trentu.ca Thu May 21 14:56:11 1998
Subject: meeting with John Dunn, Barrister & Solicitor

Hi guys, sorry you didn't make it to the meeting with our lawyer the other 
day, I think it was pretty useful.  Here's some of the points he made: 

- As directors, we are liable for environmental contamination, unpaid wages, 
  and unpaid remittances to the Receiver General (for EI, etc.) 

- Any possibility of being sued due to embezzlement by John (or anyone), may 
  be avoided by exercising due diligence (what this means is that if we can 
  prove to the authorities that we were asking the right questions but were 
  lied to, we may not be held responsible) 

- Banks don't take much care with cheques, we need to be vigilant to make 
  sure no fraudulent cheques have been written. 

- If directors are aware of ongoing slander (on air) and do nothing to stop 
  it, we may find ourselves at the ugly end of a slander suit 

- John Dunn suggested that it may be a good idea to create a "caucus" 
  section at the end of every Board meeting, where Board members meet 
  without staff, in case anything needs to be discussed that maybe shouldn't 
  be discussed in front of the staff (he remarked that if we got used to 
  doing it every time, it wouldn't come as such a shock if an issue 
  requiring it came up) 

- He also gave us cartoons descriptions of parliamentary proceedings.  I 
  have extras for you, remind me to give them to you. 

See you later, Bill