chronicore

Chapter 19 - JULIAN STEPPED OFF THE BOARD

The forensic review expanded.

That created a problem for my husband.

Julian had never stolen employee money.

Nobody accused him of that.

But he had served on the board.

He had received packets containing warning language.

He asked one question.

Accepted his mother’s answer.

Moved on.

Legal liability and moral responsibility are not identical.

He understood the second before lawyers finished analyzing the first.

At breakfast one morning, he said:

“I’m resigning from the board.”

I looked up.

“Why?”

“I shouldn’t be supervising an investigation into failures I participated in.”

“You could recuse.”

“I could.”

“Then why resign?”

He looked toward his coffee.

“Because I keep telling myself I wasn’t in charge.”

I waited.

“That was my favorite excuse before Christmas too.”

Good.

He submitted his resignation.

Not dramatic.

No press release about accountability.

The board accepted.

An independent director replaced him temporarily.

Helena’s attorney called it:

“an emotional overreaction.”

Julian laughed when he read that.

“I know where I learned the phrase.”

Then the audit found something worse.

A 2018 board consent authorized management to use up to $1.5 million from:

restricted internal cash reserves

for ninety days during a lender transition.

Julian signed.

He remembered.

“What were you told?”

“Insurance reserves and prepaid vendor accounts.”

“Employee service money?”

“No.”

The actual draw included $640,000 from the Service Reserve.

Most was repaid within four months.

Not all.

Helena later treated repayment as optional because the company had “provided equivalent employee value through benefits.”

That interpretation came from internal counsel.

Conveniently.

Julian’s signature did not authorize permanent diversion.

But his approval opened the first door.

“I signed it.”

“Yes.”

“I didn’t understand what account they were using.”

“Yes.”

“I should have.”

“Yes.”

He nodded.

No argument.

Then he asked:

“Do you think I’m like them?”

It was the wrong question.

I told him.

“That asks me to determine whether you’re a good person instead of whether you made a bad decision.”

He looked wounded.

Then thoughtful.

Therapy apparently gave me expensive sentences.

“What do you think I should ask?”

“What are you going to do differently?”

He sat quietly.

Then:

“Read.”

Simple.

Board packets.

Footnotes.

Definitions.

Ask whose money.

Ask who loses.

Never let a familiar person’s confidence substitute for the document.

That was a beginning.

Then another problem arrived.

Helena’s lawyers claimed the 1989 employee agreement had been superseded in 2007.

If true, the restitution provisions tied to estate proceeds might be invalid.

They produced an amendment.

Signed by:

Graham Harcourt.

Helena Harcourt.

Two directors.

And Lillian.

Except Lillian died in 2004.

I stared at the signature.

Nobody spoke.

Another forged document.

May you like

But this one was nearly twenty years old.

And whoever created it had spent a long time believing nobody would ever compare dates.

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