A Culture Of Diminishing Corporate Governance
The CLICO Mess has brought into focus a bigger issue, the lack of a reliable governance framework. BU maintains we have witnessed a catastrophic regulatory failure which continues to challenge all jurisdictions CLICO operated. This view is contrary to William Layne’s who continues to dumb down the role of the regulator.
The CLICO Mess has exposed corporate governance as only a term of art, to be used by the learned in our midst to demonstrate astuteness.. The mind boggling revelation by ex-CLICO directors on the weekend that many decisions made by Leroy Parris was down unbeknownst to them. Who are some of the directors you ask? Tony Marshall a retired Barclays banker who would have operated in a corporate environment at a senior level – Tony Marshall in your position as Chairman of the NIS Board the public wants to know what is the status of the financial statements. Here is a reminder of your Press Release. Dr. Basil Springer a local management guru who founded Systems Caribbean Limited before he sold it. Woodbine Davis a former Solicitor General, Leslie Haynes, a member of the legal profession who wears silk and the former president of the Bar. To Dr. Frank Alleyne’s credit he has pleaded no comment.
It is not enough for these ex-directors to distance themselves from Parris and CLICO, they need to explain why if they were kept in the dark about decision taken by the company why they remained on the board of directors in one case for 14 years?
BU family members millertheanunnaki and An Observer engaged this matter on another blog – see the following exchanges:
See relevant link: The Company Director Checklist – Barbados
[millertheanunnaki] …Put on your thinking cap and delve into your legal training, experience and presumed knowledge. In spite of the Pontius Pilate like and even a cock crowing Peter disavowal by some of the former members of the Board of Directors of CLICO is it still possible for these directors to be sued jointly and severally for negligence or lack of due care? From what was expressed in the newspaper, it might be possible to draw a conclusion that any fiduciary responsibilities entrusted to the board of directors were continuously neglected with no publicly stated or expressed concerns raised with the executive management of the business. A very sad reflection on their overall supervision achievement along with the Auditors apparent indifference. What are the chances, legally speaking, of an aggrieved policyholder bringing a case of contributory negligence-or in the case of BIPA a class action suit- against these directors and by inference the independent auditors who would have expressed a “fair” opinion on the reliability of the financial statements prepared by the executive management – read full comment
[An Observer] Man you are now getting down to serious OBJECTIVE discourse from which we may both benefit and which it is hoped will make fellow bloggers better informed. you have done a public service by reproducing sec 95 of the Companies Act of Barbados . That section immediately follows the heading ” Duty of Directors and Officers ” . This section clearly imposes a STATUTORY DUTY OF CARE ON ALL DIRECTORS. In my view therefore , if you have such a duty of care imposed upon you then , concomitantly , you may be censured for a BREACH OF THAT DUTY. It is therefore to be inferred that I hold the view that Directors in breach of that duty imposed by the Statute may be brought before a court of law. I believe that the disavowal by those Directors of any knowledge is a piece of corporate mumbo jumbo and really unworthy of repetition by serious commentators. They should therefore be taking steps to instruct counsel on their behalf, notwithstanding that one of them is himself a QC – read full comment
[millertheanunnaki] One is glad- or even “gay” in its original meaning- that a keen observer is able to appreciate the multi-faceted tentacles of the law that can be extended if only to garner a modicum of restitution that can be brought to the aggrieved policyholders- primarily to those holding priority life insurance contracts, and secondarily, vested pension interests – read full comment
Then for anyone to set aside the potential invocation and application of provisions of the Anti-Money Laundering & Income Tax legislation would be relying to much on the miniscule fines that can only be imposed under the superficial opprobrium and pussycat “slap on the wrist” penalties available under the legislation regulating financial instruments marketed by the Insurance industry – read full comment
To reinforce the point that directors on boards in Barbados seem to be serving to garner director’s fees – those who attended the BLP Haggatt Hall meeting heard Opposition Leader lamented the Auditor General’s Report which confirms that many statutory corporations and government agencies are many years behind in presenting up to date financial statements.