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•Directors will need to ask themselves in
seeking to rely upon a “reasonable diligence”
defence the following
–Have they analyzed and understood the
issue before them?
–Have they retained independent advisors
or advisors recommended by management
and do the advisors have the requisite
expertise and experience?
–Have they tested and challenged their
advisors, or merely followed
recommendations without question?
–Is the amount of time that they have
spent on the issue proportionate to
its importance and complexity?
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