RE:RE:RE:RE:CANDYLANDThe_Alchemist wrote: This is is on strikeman Elliot’s website, I believe that was core golds council for the merger. Either way, it’s a ruling in Delaware that is considered to apply to Canadian directors. To paraphrase: the ruling states that directors are responsible for ensuring all assets are actually owned by the company even if it’s in another country, they must retain professionals from the area to do so if needed. I believe this would apply to Core Golds directors and the Vista mill permit, would it not? Merging with a company before performing adequate due diligence.
“In an interlocutory decision where he refused to dismiss claims of breach of fiduciary duty, Chancellor Strine recited the parameters of the duty to monitor and applied them to the context of corporations with overseas activities.
Specifically, Chancellor Strine remarked that where the assets of the corporation are overseas, directors “better have in place a system of controls to make sure that you know you actually own the assets”. Directors were thus required to have their “physical body in China an awful lot”. Further, directors are required in such cases to “have the language skills to navigate the environment in which the company is operating” and retain legal and accounting professionals “who are fit to the task of maintaining a system of controls over a public company”.
Ultimately, Chancellor Strine found that directors could not simply remain in the United States and discharge their duties by simply attending quarterly telephone conference calls.”
https://www.stikeman.com/fr-ca/savoir/droit-minier-canadien/canadian-mining-companies-take-note-delaware-case-provides-guidance-to-directors-of-corporations-with-overseas-assets
I find this very interesting.
One of the questions I forgot to ask Mr Clough was if he wouldn't have thought that a duty as a Core Director might not have included checking out Titan's so called assets. In person.
I just looked and you can get a flight to Lima for C $732 return. He flys to Lima, takes a day basically. Next day rents a car and driver and drives to Titan's operations. Does an evaluation based on his very hands on experience as a Toll Mill operator in the past in Peru. Next day he spends talking to Peruvian officials about Titan's status with them. Next day back to Canada.
Peru is a great country to travel in. Many millions of tourists , including many Canadians ( my son has gone there the past two winters) go there every year. Mr. Clough is very much familiar with Peru, and travelling about there.Total cost of Mr. Clough's trip: maybe $5000 C, which Core should pay for. Would have most likely answered all the questions we have been asking for pretty much the entire time this Titan BXLLSHIT has been going on.
Seems like pretty obvious FIDUCIARY DUTY, to me. And in the example sited above , they made that pretty clear it would be.