Takeover

by Brian Freemantle

  Sir Richard Penhardy swirled the brandy around the balloon, taking in the aroma, and then raised the glass to Rudd. “Cheers,” he said.

  “Cheers,” said Rudd.

  “Damned glad the shares are suspended,” said the MP. “God knows what sort of helter-skelter would have happened today if they hadn’t been.”

  “Dray thinks we can win,” said Rudd.

  Penhardy gazed at him over the top of his glass, waiting.

  “I’m worried about everything being referred to the Monopolies Commisssion,” said Rudd.

  “It could ruin it,” agreed Penhardy.

  “You know the Trade Secretary?”

  “Very well,” smiled Penhardy.

  “I want your help,” said Rudd. “I don’t want any problems from the Office of Fair Trading. If I’m successful, there’ll be a lot of board changes at Buckland House. I’d be properly grateful for anything you could do.”

  “I understand,” said Penhardy.

  Margaret thought that Rudd had been impressive in court – as impressive as Ian had been at the shareholders’ meeting. No, she corrected at once. More so. She’d wanted to smile when they’d looked at each other: wanted there to be a way to show him that she didn’t hate him.

  “Oh Christ,” she said to her reflection in the mirror. “Why are you so bloody weak?”

  31

  Rudd thought the media coverage preposterous, some newspapers committing as much as three pages of photographs and reports, and with the awareness of the witness’s list that day the confusion when they arrived at the court was worse than before. Rudd shouldered his way through, stiff-faced against the cameras, ignoring the shouted questions. Bunch had arranged a place for him in the well of the court, away from the Buckland family and just two seats behind the instructing solicitors. When Rudd entered his friend was in deep conversation with Berriman. Bunch saw him and came over.

  “Morrison asked me to give you a message,” said Bunch. “He’s coming later, but he wants to stay at the hotel and talk to New York. He’s anxious to see the effect of yesterday when the market opens.”

  Rudd frowned. “That won’t be obvious for hours.”

  “I told him that. He said he wants to talk to Walker anyway.”

  Ahead of them Dray entered the court, nodded to them and erected his tiny stand in preparation for the questioning. Rudd turned to his right. Vanessa was helping Lady Buckland into her place. Margaret looked directly at him, her face as blank as before. There was the shouted demand for them to rise for the entry of the judge. Dray remained on his feet, waited until the court settled and then said, “I call Sir Ian Buckland.” There was a shuffle of expectation from the press benches.

  Buckland took the oath in a steady, measured voice, standing almost to attention and looking respectfully towards the judge. Rudd realized the man was wearing the yacht club tie he had worn for their first meeting. Dray began quietly, taking the man through the basic initial questioning of identity and background and entry into the family business. Then he asked, “What sort of training did you have?”

  “Training?”

  “You were being taken into an enormously successful business, with a yearly turnover of millions,” said Dray. “Predominantly it is hotels. Did you, for instance, undergo any hotel management course?”

  Buckland smiled. “No,” he said.

  “You’ve told us you attended university?”

  “Trinity, Cambridge,” confirmed Buckland.

  “What did you read?”

  “History.”

  “What was your degree?”

  “I got a first in the first tripos,” said Buckland. “Then I became ill and went down with an aegrotat.”

  “To fit yourself for the eventual inevitable chairmanship of Buckland House, a company running hotels and liners, you took a degree in history which you didn’t manage to complete!” said Dray, the sarcasm perfectly pitched. “Tell me, Sir Ian, an aegrotat is a medical certificate accepted as evidence of ill health by the authorities, but isn’t it also a recognized and convenient excuse for students who find the pleasures of luncheon clubs and punting on the Cam more attractive than lectures?”

  “I was ill,” insisted Buckland stubbornly. “My health gave under the pressure of work.”

  Dray allowed a long pause before he asked the next question. He said, “When did you enter Buckland House?”

  “In 1960,” said Buckland.

  “As what?”

  “There was no clearly defined title,” said Buckland. “I suppose I was my father’s personal assistant.”

  “To learn at your father’s knee?”

  “I suppose so.”

  Dray reached sideways and the prepared junior counsel immediately handed him some documents. From where Rudd sat they appeared old. “I have here copies of minutes of Buckland House board meetings from 1960,” said Dray. “They record attendance at board meetings. I have tried and failed to find details of your attendance at more than four in that year.”

  “My father did not feel it was necessary for me to attend every time.”

  “Your choice or his?”

  “His.”

  “Even though you were his personal assistant?”

  “He was a very self-reliant man.”

  “Do you regard yourself as self-reliant, Sir Ian?”

  Buckland paused. “Yes,” he said.

  “Quite capable of running the affairs of Buckland House above criticism?”

  “I think it would be impossible for a business to be run without criticism from some quarter,” said Buckland.

  “Capable of running the business with an acceptable degree of criticism then?”

  “Yes.”

  Dray felt out and more papers were handed to him. “According to my instructions, the scheme of arrangement investing thirty-five per cent of the ‘A’ Initial apportionment into the hands of the Buckland family was made in 1962?”

  “I think that was the date,” said Buckland.

  “After you’d been with the company for two years?”

  “Yes.”

  “As your father’s personal assistant, your working life must have been fairly close. Was there much discussion between you, about this scheme?”

  “No.”

  “No, Sir Ian!” said Dray, stressing the surprise. “With the sixteen per cent Preferential holdings, it means that Buckland House is owned by the family and yet you tell my Lord that there was little discussion about it!”

  “As well as a self-reliant man, my father was self-willed. It was his way of doing things, to make decisions and then announce them afterwards.”

  “Did you admire your father?”

  Buckland frowned, nervous of the question. “Very much,” he said.

  “Do you attempt to model yourself upon him?”

  “I try to continue the business in the way I think he would have approved.”

  “Does that extend to doing things – making decisions – and then announcing them afterwards?”

  “No,” said Buckland positively.

  “You see yourself a servant of the company?”

  “Yes.”

  “To serve the best interests of the shareholders?”

  Buckland shifted slightly in the witness-box. “Yes,” he said again.

  “You do not see this scheme of arrangement as jeopardizing those best interests?”

  “The shareholders of Buckland House have always seen a dividend return upon their investment,” said Buckland. He spoke looking directly towards the press benches. “And they always will,” he added.

  Dray beckoned a court usher to carry a sheet of paper to Buckland. Dray said, “That is the photostat of a cheque made out to Leinman Properties for the sum of £635,000. Is that your signature?”

  “Yes,” said Buckland.

  “What is the date?”

  “3 May.”

  “What is it for?”

  “A loan,” said Buckland. He was staring down at the pape
r.

  “To Leinman Properties?”

  “To me,” said Buckland.

  “If it’s a director’s loan to you, why isn’t it made out in your name?”

  “It was more convenient this way.”

  “Convenient?”

  “It was in settlement of a debt,” said Buckland. “There seemed no point in putting it through my account first.” Buckland looked up at last.

  “What sort of debt, Sir Ian?”

  The pause lasted for several moments. Then Buckland said, “A gambling debt.”

  “You speak of convenience,” said Dray. “Was it your intention to get this sum of £635,000 through the company books listed for some other purpose. Capital investment, perhaps?”

  “No,” said Buckland. “It was an officially approved loan, by the board. There is a minute to that effect.”

  “Was there not a need to make that minute retroactive, when the auditors questioned you about the amount?”

  “There had been an oversight,” said Buckland.

  “Oversights seem to be a problem with the board of which you are chairman, don’t they, Sir Ian? Wasn’t there an oversight in the allocation of a further sum of £150,000?”

  “The earlier amount and this figure were fully discussed before the shareholders’ meeting and the explanation given fully accepted by the shareholders,” said Buckland.

  “Regretfully neither myself nor my Lord were able to be present at that meeting and it is for our benefit that I am asking these questions,” said Dray. “Would you care to explain the £150,000?”

  Buckland turned towards the judge. “The sum was paid to me in advance of the directors’ formal vote,” he said. “As soon as it was picked up, the matter was formally rectified.”

  “Just as the £635,000 was rectified, as soon as it was picked up,” said Dray.

  Buckland said nothing.

  “The £150,000 was paid to you on 4 August?”

  “Yes,” said Buckland.

  “Is there a house off Sloane Street owned by the Far East division of your company?” asked Dray.

  Buckland was gripping the edge of the witness-box, his knuckles showing white. He was looking towards his family again, concentrating upon his mother. “Yes,” he said.

  “What is its purpose?”

  “Accommodation when necessary for the president or any officers of that division,” said Buckland.

  “What happens to it when it is not occupied by those people?”

  “Usually it stands empty.”

  “Has that been the case this year?”

  Buckland sighed. “For two months of this year I arranged for it to be occupied by a family friend. The Far East division were fully aware of that occupation and a rental was paid.”

  “That is the explanation you gave to the shareholders, I believe?” said Dray.

  Buckland was perspiring, swallowing heavily. “Yes,” he said. “And accepted by them.”

  “Is that family friend Lady Fiona Harvey?”

  Buckland stared around the court, as if wondering whether to reply. Then he said, quietly, “Yes.”

  “Thank you,” said Dray and sat down. Buckland stared at the barrister, as surprised as Rudd that the questioning had ended. Rudd leaned to Bunch and said, “I was expecting him to go on.”

  “There’s a damned good reason for not doing so,” said Bunch.

  Rudd turned to the rigid, taut profile of Margaret on the other side of the court. “I’m glad he stopped,” he said.

  Lady Fiona Harvey wore what appeared to be a beige chamois suit, beneath a flamboyant three-quarter length fox fur, ruffed at the collar and cuffs with reversed pelts. She had worn a heavily veiled hat as some protection against the photographers outside, but the covering was back now. She had a full, almost puppy-fat face and blue eyes that she was aware of: Rudd guessed the wide-eyed expression was an affectation. Compared to Margaret, Rudd thought she looked awkward and gauche. The voice in which she responded to Dray’s early questions was shrilly high.

  “How long have you known the Buckland family?” asked the barrister.

  “Years,” said the woman.

  “How many years?”

  “I was at Girton with Margaret.”

  “So the friendship is a family one?”

  “Absolutely.”

  “Absolutely,” echoed Dray. He waited for several moments and said, “There was a period this year when you were without accommodation in London?”

  “Yes,” she said.

  “Why?”

  She frowned. “Does it matter?”

  “Yes, Lady Harvey,” said the judge at once. “It does matter.”

  “I had recently been divorced.”

  “So what happened?”

  She blinked, as if having difficulty in understanding the question and then she said, “Sir Ian and Lady Buckland allowed me to use a house off Sloane Street.”

  “Did you think it was their house?”

  “No, theirs is nearby. I knew it was a company house.”

  “Who told you?”

  “Ian.”

  “What else did he tell you?”

  The woman hesitated and Rudd got the distinct impression of her attempting to remember the right words. “That it belonged to one of his overseas divisions and that I had to pay rent for it.”

  “Did you?”

  “Of course.”

  “One hundred and twenty pounds a week?”

  “Yes.”

  “Did you make arrangements to pay that amount?”

  “Ian brought me a form to sign, for the payments to be made automatically.”

  “Earlier you said the house was made available by Sir Ian and Lady Buckland,” reminded Dray. “Lady Margaret seems to have been dropped from your replies.”

  From beside Dray, Sir Walter Blair came heavily to his seat and said, “There would appear to be an obvious direction to this questioning, my Lord. This is an action under the Company provisions, nothing more. Does it have a point?”

  “Sir Henry?” invited the judge.

  “If the purpose of this action is to prove the unfair and possibly injurious degree of holding in a public company, then surely the fitness of the person having that holding and the use to which he exercises benefit is very apposite?”

  “It would seem a valid argument, Sir Henry,” said the judge. “But I would ask you to exercise constraint. This is not a court of morals.”

  There was a scurry of activity from the press at the court of morals comment.

  To Fiona Dray said, “Was your tenancy of the house off Sloane Street agreed between both, or just Sir Ian?”

  “Sir Ian,” said the woman. “But Margaret knew about it.”

  “How do you know that?”

  Fiona looked desperately towards the Buckland family and to Buckland, who was wedged on to the bench immediately alongside his wife. “He told me,” she said.

  “You’ve taken the oath, Lady Harvey,” reminded Dray, in preparation of what was to follow.

  The woman nodded.

  “Why did you occupy the house off Sloane Street?”

  “A favour, while I looked for somewhere permanent.”

  “Have you found somewhere permanent?”

  “Not yet.”

  “Do you still live off Sloane Street?”

  “No.”

  “Why did you leave?”

  “I thought it best, in view of all the fuss there has been over the last few weeks.”

  “Explain to my Lord exactly why you thought it best.”

  The woman was shifting and moving in the box, as if physically aware of the corner into which she was being backed. “I didn’t want there to be any embarrassment,” she said. “There was a lot of rumour and innuendo circulating.”

  “What sort of rumour and innuendo?”

  “I would have thought that was obvious,” she said, her temper going.

  “Nothing is obvious in a court until it has been given in evidence,”
said Dray. “What sort of rumour and innuendo?”

  She looked again at Buckland, briefly. Then she said, “That I was having an affair.”

  “Were you?”

  The silence stretched for several minutes. Then Fiona said, “Yes.”

  The entire concentration was upon Ian and Margaret Buckland, sitting tight together. Both were as stiff and upright as the bench upon which they sat, gazing straight ahead but with their eyes on no one. Rudd thought they looked as if they could have been carved from stone.

  At the shareholders’ meeting Kevin Sinclair’s attitude had certainly been nonchalant and maybe insolent, but it wasn’t his demeanour in the court. He was alertly attentive and polite. Not once, during the fifteen minutes he had given evidence after the lunchtime adjournment, had he looked towards Buckland.

  “You have made available to the court the letter you received from Sir Ian Buckland?” said Dray, holding up another photocopy.

  The usher carried it across the court. Sinclair looked briefly at it and said, “Yes, that’s it.”

  “You addressed the shareholders’ meeting about that letter?”

  “It was the proof I had about the letting of the house,” said the Australian.

  “But it wasn’t, was it, Mr Sinclair? Lady Harvey’s occupation began in June.”

  Sinclair caught his lower lip between his teeth and said, “Yes, the letter was confirmation.”

  “Of what?”

  “The arrangement about the house.”

  “You knew, before July?”

  Sinclair nodded.

  “How?”

  “A telephone call.”

  “You spoke to the shareholders’ meeting about the telephone call, I believe.…” Dray put out his hand, got the file and looked up again. “You told the shareholders you received it around 9 or 10 June.”

  “Somewhere around then.”

  “That won’t do,” said Dray, immediately forceful. “The whole point of that telephone call and the whole purpose of your travelling all the way from Hong Kong was to assure the shareholders that you knew and approved before the tenancy began. What was the date of that telephone call?”

  “I can’t remember,” said Sinclair badly.

  “You can’t remember!” Dray intruded mockery into the repetition.