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The Conrad Black trial: Week in review

In which a former Illinois governor goes from 'Big Jim' to 'Big Skim'

Chris Selley, Macleans.ca | May 6, 2007 | 18:02:08

The proceedings:

It appears safe to say that whatever corporate governance credibility the former members of Hollinger International's audit committee had going into this week in Chicago, they left in Judge Amy St. Eve's courtroom.

Marie-Josée Kravis, a Montreal-born New York socialite and renowned economist, testified on Monday that the audit committee actually lacked the financial expertise that was required under its own charter. She told defence lawyer Eddie Greenspan that while the committee members were financially literate, the requirement that one member have management or accounting experience was never fulfilled during her tenure.

This detail was among the few she and her fellow audit committee member James Thompson, the former governor of Illinois, seemed able to recall of their time on Hollinger's board of directors. Throughout the week, defence lawyers attempted to imply that Kravis and Thompson had knowingly signed off on millions of dollars in non-compete agreements to Black and his co-defendants. But despite approving many documents in which those payments were outlined, the witnesses insisted they were never aware that the money was going to senior executives instead of to the company.

Continued Below

One of the documents bearing the audit committee's imprimaturs was a draft of Hollinger's annual financial statement for 2001. It showed that Black, his former business partner David Radler and two of his co-defendants, Jack Boultbee and Peter Atkinson, received a combined $15.6-million in non-compete payments as part of Hollinger's sale of 11 paid daily newspapers and 31 free papers.

"This could not be any clearer, could it, Mrs. Kravis?" Greenspan asked.

"Yes, I think I missed it," Kravis replied. She claimed that the audit committee was always told that the sellers had requested the non-compete payments.

Thompson took a slightly different tack, arguing that Black and David Radler had deliberately kept board members out of the loop on the non-competes. His excuse for "missing" their inclusion in various documents he reviewed and signed was his practice of "skimming" material such as SEC filings in advance of board meetings.

On Tuesday, he said he believed the non-competes had been approved by legal counsel and senior management. "If anything was amiss, in any of them, I would have assumed they would point it out," he said.

Greenspan and other defence lawyers attacked this laissez-faire approach. "Hollinger International did not pay you $60,000 a year [in director fees] for you to skim," Greenspan said on Wednesday. "They never said to you, 'Please skim this.'"

Thompson agreed that they did not.

"I'm going to suggest to you, Governor Thompson, you read all of these things and approved all of these things and when there was some criticism of them, you all conveniently forgot," Greenspan charged in perhaps the tensest moment of the trial thus far.

"That is false," Thompson replied sternly.

In concluding his testimony on Friday, the former governor still defended his work on Hollinger's board, implying that it was simply not meant to be a hostile environment. "In your duties as a prosecutor, you're preparing cases against people who have been charged with a crime," Thompson said under cross-examination, referring to his own legal career. "In your duties as a committee member, you're dealing with people who you assume to be trustworthy."

One only needed to skim the week's testimony to see that Thompson's assumptions were at least somewhat in error.

The sideshow:

The American press's ears pricked up slightly at the presence of the former governor and several commentators noted how unusual it was for a Canadian lawyer - Greenspan, who many believe had a relatively terrific week - to be cross-examining someone of his stature.

"Being from another country, Greenspan was not the least bit shy about tangling with our former governor," Chicago Sun-Times columnist Mark Brown noted, "showing him no deference as he sought to make him out as either a fool or a liar for his testimony.

"While I'm pretty sure he can get away with mocking Thompson in front of the jury, he'd better be careful about leaving any impression that he questions what we teach in our schools on this side of the border. After all, unlike Canadians, we know the letter 'Z' is not pronounced 'zed.'"

The Chicago Reader's Michael Miner wasn't so sure Greenspan scored points. "He looks his age, 70, and he's a little stooped, but his voice booms, he seethes impressively, and he seems impervious to embarrassment," he notes of the popular figure. "Plus, he's Jim Thompson - the first witness some of the jurors in this Canada-centric trial will have ever heard of. … Jurors are so likely to want our guy to do well that I wonder if it was a mistake for Greenspan, a Canadian, to have cross-examined him. The jury might have warmed more to Greenspan's cocounsel, Ed Genson, an old-time Chicagoan."

The only other identifiable pattern in this week's media coverage was a sort of "Memories of Conrad" theme, wherein two Canadian journalists recounted their experiences as Black employees.

Dan Brown, now working for Sun Media, described how he'd heard that his boss deplored making small talk with his minions and deliberately steered clear. "Occasionally, one of us would get invited to have dinner with him at his Bridal Path home," Brown wrote as a cautionary example. "One such reporter showed up at his front door only to find that Black had intended to invite another reporter with a similar name. She was reportedly turned away by the butler."

Another writer, Business Edge's Ian van de Burgt, was slightly less demure. "He was by far the worst employer I have ever had, and I have had some crappy bosses in my 26 years of working life," he wrote.

Other random events of note include Tom Bower, Black's arch-foe biographer, being turfed from the courtroom on charges of whispering; The Globe and Mail's Christie Blatchford comparing Kravis' self-assured testimony to that of Karla Homolka; and the revelation that the jurors will be firmly planted in their chairs until the end of June - at the earliest.

Tune in next week - same Black time, same Black channel.


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