Chez, no one can figure out what it is you’re babbling about.

Dont worry trolley.

D2 isn't challanging your top troll position yet

This.

Which is why this

Chez, four different people ITT have told you they can’t figure out wtf you’re trying to say.

Well, that's 4 people to add to the "too stupid to get me" list, eh, Chez?

I dont think you're stupid D2.

It's not like I expect you to answer this:
but I'd like to be wrong

What is the current standard for Boards. I think this is a good summary...
Why is there a corporate veil and should there be a corporate veil protecting Board members, Executives and Shareholders from personal responsibility for Corporate actions or failures?

Answer - Yes there needs to be a corporate veil that protects the 3 mentioned Stakeholders in a company from personal liabilities for corporate bad choices or mistakes.

Where the Veil can be Pierced and thus personal liability attached is when any of the above is shown to act in a purposely fraudulent and deliberate way. They did not just make a mistake of judgement or a bad call that others may think obviously wrong, but instead they must KNOW it was wrong, and did so anyway.


That is the current standard and one that would be tough to tighten further along the lines of what I think ("think") Chez is suggesting by attaching more liability to the Board or any stakeholder as I think the current definition needs to stand. There must be some fraud or KNOWING deceit before holding any one to personal account.


So what could be done to reform of strengthen Boards?

In my experience the current situation with Boards allows to many individuals to coast thru and be very inactive and use a defense of 'ignorance' as a defense as wrong doing happens all around them. It can very much be a willful ignorance.

Such ignorance does mean they might not know about the fraud and they might have acted genuinely in their actions and thus they keep enjoy the Corporate Veil protections under law.

I think legislation should establish a 'negligence' standard for Board Participation. So if you are no the Board and you sit on the Audit Committee, you have certain diligence things you MUST do such as doing a direct call with the outside auditors instead of just accepting the Management Highlighted bullet points in graph form.

As long as a Board member did not engage in any Fraud and did their required Diligence (not negligent) then they would maintain the protections of the Corporate Veil.

But in the case of Theranos, even if they did no fraud, but it was shown they had many reports of 'fraudulent claims, etc' being leveled at the company or its CEO then they do not have to side with the claims but they better have a giant CYA file of diligence showing they took the accusations seriously, investigated them and made an honest choice with that data. Does not have to be the right choice but it must be honest and based on diligence.


The current situation could see many Board members claim ignorance due to not having done proper diligence which means they did in fact act in good faith but on limited info. That type of defense should not be protected by the corporate veil and if it forced Directors to be more active and more diligent, all the better.

I've served with people on Boards who add zero value but their name. They have zero interest in doing a lick of work but like to tell others how many Boards they are currently on. Companies can fund raise off their name but they are otherwise dead wood. Those people would likely stop going on Boards if they knew they could be held personally liable if they did not do their work (diligence) and that would be a good thing.

We're in very much the same place cuepee but i dont think its radical enough.

There's an understandable reluctance to move the burden of proof but the reaction against can be more instinctive than a real issue. It's very similar to when I argued for statutary laws on using coerced sex workers. I think this is more straightfroweard as the directors are in position to know what is going on - some might even say it's their job to know what is going on.

Proving negligence can be very hard whereas if directors knows they may have to prove that they weren't negligent then they will a) take much more care not to sign off on anything that isn't satisfactory and b) will put processes in place knowing these need to be robust and clear enough to defend themselves in court if there's fraud they are deceived about.

I think the those who think no-one will take responsible board jobs are simply way off.

For real, chez, what line of work were you in?

I'm hearing that over the years board member did resign or were fired.

This does seem to be rather open and shut. She misrepresented the technology intentionally. She may be a bit insane but...still, fraud it is.

Yeah, but also tech guys not understanding the medical filed.

I see that investors with medical knowledge tended not to invest. Sort of a red flag there.

Interesting story though, good thread.

Probably.

Whatever will we do if the super-wealthy stop showering us with this beneficence?

Aye.

100% not jman. Jman doesn't know words like "beneficence".

Yeah. That wasn't the point of my comment. At all.

Good to see we're very much of the same mind again when you're not trolling.

Well my typographical error leans that way I suppose.

I appreciate that but if people aren't confident that they can demonstrate they haven't been negligent (if there is fraud) then they're not who we want signing off on key areas. And imo we need people to sign off on key areas and I dont think there will be some huge difficulty with people coming forward for these important, reponsible roles - I appreciate that you disagree.

I'd say the same about the auditers.

Always a pleasure to see you back here, goofy. Will you be posting on your main any time soon?

Perhaps you got careless and didn't notice this was a response to me
and I agree with your post about rich people even though it was a bit of a tangent and possibly you trollign someone else

I suspect thst apart from your trolling and the silly name calling yhingy, we are on similar political pages - sorry about that.

Some blame should be put on our society's fetishistic worship of the the Ivy League/Stanford. Sure a few brilliant people are there but that's true for most any school. A large portion are networked in or are just super conformist strivers.

If you were too lazy to look at the fundamentals and wanted to use a proxy indicator, instead of "she is from Stanford so this has to be sound" you'd be better off going with "she talks differently than and any woman I have ever heard and I'm pretty sure she is faking it so maybe this whole thing is fake".

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