In Ondernemingsrecht 2008-4, no. 48, p. 170-177 I discussed the adventures of Lord Conrad Black. Well, not his 'living larger than life' adventures (do go and check the article for some insights, you won't be disappointed), but the ones:
- Before the Delaware Chancery Court, where VC Strine found that Black had violated is duty of loyalty towards Hollinger Int., Inc. (for another nice opinion, also a classic Strine analysis really, go here); and
- The federal courts, where he was: convicted for obstruction of justice and three counts of mail fraud; sentenced to 78 months in prison; required to pay Hollinger $6.1 million; and fined $125,000.
Ouch.
The first case in Delaware was confirmed by the Supreme Court in 2005 (in a Per Curiam opinion). The court captured the disloyalty part of the Chancery Court's ruling as follows.
(...) the Court of Chancery determined that Black had breached his fiduciary duties during the process leading to the Barclays transaction. Specifically, the Court held that Black violated his duty of loyalty by: (1) purposefully denying the International board its prerogative to consider fairly and responsibly a strategic opportunity within the scope of the Strategic Process (the opportunity to sell The Telegraph) and by diverting that opportunity to himself; (2) misleading his fellow directors about his course of conduct and not disclosing his dealings with the Barclays, in circumstances where full disclosure was expected; (3) improperly using confidential information of International to further his own personal interests and not those of International, without the authorization of his fellow directors; and (4) urging the Barclays to make improper inducements to International’s investment banker to betray its client (International) by attempting to secure the Company board's assent to the Barclays transaction.
Pretty clear language.
The second case was appealed before the Seventh Circuit Court, which upheld his conviction. It is now before the federal Supreme Court; so Black, known for his occasional one finger salutes and the statement that prison would be a bore, but quite endurable, isn't done fighting yet. The SCOTUS hearing was yesterday, part of a flurry of other 'white-collar' cases. For background materials go to The Conglomerate and Scotusblog. I'm pretty interested to see how this comes out; the court granted certiorari, which I guess - not being a hardcore SCOTUS watcher and all - it wouldn't have done if it had nothing important to say about this matter.
For now, here is some footage of Black leaving the court, having just been convicted to 6.5 years of jailtime. As Black is well known for his autobiography and three substantial biographies of controversial twentieth-century figures (including Nixon), it may well be that in a few years from now, we'll get to know in his own writing whether jail really was quite endurable, although a bit of a bore...
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