Due Diligence

by Grant Sutherland

  I take a moment with that one. Could Owen have done it? Maybe. He already had our systems accepting Twintech as a legitimate client. And that, compared with our current disaster, would have been cataclysm. The whole bank could have disappeared into the maelstrom. Nobody in their right mind would have bid 10p a share for us, let alone 210; Boddington would have been sold to cover our borrowings; everything, absolutely everything, would have gone.

  In the mirror I watch Hugh's world-weary smile. My bow tie finished, I face him. ‘What’s the big surprise?’

  He takes some papers from his coat and hands them to me. I take a seat on the sofa.

  ‘We got it wrong,’ he says.

  The pages he’s given me are photocopies: grainy black and white images of photographs. The subject of each is the same, a sleeping body, each picture taken from a different angle. There’s a lot of shadow, and I have to peer to make out the figure. And there’s one close-up of the man’s face, but I don’t recognize him. I lift my eyes.

  ‘Daniel’s murderer,’ Hugh says. ‘I got a friend at the Met to do me some copies.’

  I look down, then straight up. ‘Who is he?’

  ‘Axel Dortmund. And not is. Was. German. Now deceased.’ Hugh points to the pictures. ‘The arrest went a little bit wrong.’

  I study the pictures more closely. Axel Dortmund, I see now, isn’t sleeping, he is dead. And what I mistook for shadow is actually blood. An unbelievable quantity.

  ‘A professional bad guy from Berlin,’ Hugh says. ‘Ryan was tipped off that he’d been in the country for a flying visit. Less than a day. The visit happened to coincide with Daniel’s murder.’

  ‘What about Owen?’

  ‘He didn't pull the trigger. I tell you what, though. If Ryan hadn't found this guy, things wouldn’t have been looking too bright for Mr Baxter at all.’

  I ask how Ryan can be sure it was Dortmund.

  ‘Ballistics match up. They dug a bullet out of St Paul's Walk. Fired from the same gun Dortmund was using on the German police when he was killed this morning.’ He glances down.

  'This Dortmund was a professional killer?’

  ‘He was a dope,’ Hugh says. ‘A thug. The police were trying to arrest him on some racketeering charge.’

  ‘Ryan thinks he was paid to kill Daniel?’

  Hugh tells me Ryan was pursuing that line of inquiry with Owen just now when he left them. ‘None of my business now,’ he says. ‘Thank God.’

  We inspect the pictures again. Daniel’s murderer. The man who pulled the trigger. Hugh makes a macabre comment on the German police force’s interview technique; but I don’t feel much like smiling just now. Because now, for the first time, I see the whole thing complete.

  Hugh stands to go, he looks exhausted.

  ‘I haven't thanked you yet,’ I say.

  He waves it off. When I rise he places a hand on my shoulder. ‘I think this leaves us all square with favours, Raef. The next time you’ve got a problem, deal me out.’

  He means it too. He’s not looking quite as young as he did a week ago. Going to the door he tells me what he saw of Owen’s interview with Ryan. But he has none of his usual enthusiasm. He seems to be winding back, withdrawing himself emotionally from the whole affair. He’s done what I asked, cracked Twintech, and now all he wants to do is go home.

  ‘I promised Ryan I’d get back there tomorrow,’ he says. ‘Make sure Owen’s statement adds up.’

  Out on the pavement, I offer him a lift but he’s not going towards the City. My driver opens the car door, for me. I shake Hugh’s hand.

  ‘Anything you need, Hugh.’

  He smiles. Hugh Morgan has heard this kind of promise too many times before. Then as I am stepping into the car, he touches my ‘I’m sorry you lost the bank,’ he says. ‘I really am.’

  He’s still standing there on the pavement as we pull away. My head falls back in the seat and I close my eyes.

  I am sure that I have done right not to compromise him. This time, I’m sure, there really was no need to tell Hugh Morgan the truth.

  20

  * * *

  The noise from the party is a steady hum, the City’s big-hitters at play. While I'm waiting for the coat-check girl to return with my token, Roger Penfield appears at my side. He looks smug.

  ‘Quite a story,’ he says. ‘Mr Morgan certainly knows his business.’

  I ask him if he’s seen my father.

  ‘They’re waiting for your signature before they make the announcement. He’s with Gifford.’ Then he lowers his voice. ‘I've kept this Owen Baxter thing quiet. I thought it could wait till after the announcement.’ By which he means that he doesn't want the merger derailed. ‘No objections, I trust?’

  No, I tell him. No objections.

  Then the girl hands me my token and Roger leads me inside.

  It’s one of the livery halls, the coat-of-arms and other paraphemalia of the company are draped from the walls. Gothic carving sprouts everywhere; three giant chandeliers hang from the ceiling. The champagne has been flowing for some time, and conversation is loud.

  Roger plucks two glasses from a passing tray. ‘To a successful conclusion to the day,’ he says.

  Mercifully, someone catches at his elbow, and before Roger can free himself I slip away into the crowd. The City worthies really have turned out in force tonight. I see Sir John locked in conversation with two clearing-bank chairmen, and at the far side of the room Vance and Darren Lyle are sharing a private word: the transition at Parnells, I expect. Neither one of them is smiling. As I make my way through the crush I’m stopped three or four times and asked if the rumour is true: will there be an announcement tonight on the terms of the American Pacific—Carltons merger? I tell them they’ll have to wait and see.

  Then I spot Eric Gifford and my father. They seem relaxed, slightly detached from the crowd, they haven’t seen me yet. As I move towards them, a hand shoots out and takes my arm.

  ‘Is it congratulations,’ Brian McKinnon says, ‘or do I shed a wee tear?’

  ‘I did warn you not to bale out.’

  He swears at me good-humouredly. Then drifting back into the crowd, he tells me we’ll talk later.

  When I emerge from the ruck, Eric Gifford greets me, hand extended. My father, peering past me, asks if I’ve seen Charles. I shake my head.

  ‘Well,’ he says, indicating a rear door, ‘let’s get this done then, shall we?’

  The room we enter is like a private ante-chapel to the main hall. It has a table, chairs, a large empty fireplace and yet more Gothic carving. A French clock ticks on the mantelpiece. My father takes out some papers and places them on the table.

  ‘We’ve come up with something in principle. Read it through, Raef. See what you think.’

  Gifford offers to leave for a minute. My father tells him that won’t be necessary.

  But as I reach for the papers I say, ‘If you wait outside, Mr Gifford, we’ll call you in when we’re ready.’

  Gifford is surprised, but goes without demur.

  ‘Raef,’ my father says, suddenly concerned, ‘you “agreed to this.’

  ‘How much is he offering for Carltons?’

  ‘It’s on the last page.’

  But instead of pawing through the papers, I wait for an answer.

  ‘Two shares in American Pacific for every one in Carltons,’ he says.

  ‘Cash value?’

  ‘At today’s rates, 218.’ Two hundred and eighteen pence a share for Carlton Brothers. And just days ago we were trading well over 300. ‘The way things stand, Raef, it’s a fair price.’

  ‘Does Charles think so too?’

  ‘His recommendation’s there.’ He points to the papers. ‘The first page.’

  Now I read A1dridge’s recommendation. It’s hedged round with provisos and qualifications, but the general thrust is unmistakable: sell immediately at 218. I turn the page and read the conditions on the general agreement: my father’s withdrawal from all the ba
nk's affairs is to be effective immediately, Aldridge will take over as interim chairman. Sir John, too, will step down. And I must resign within a month. My finger pauses on the name of Carltons’ Managing-Director-in-waiting.

  ‘You saw this?’

  He looks over my shoulder. ‘Evidently Gifford thinks more of him than you thought.’

  Yes, I murmur. Evidently.

  The Managing-Director-in-waiting is Tony Mannetti. Suddenly the golden boy, Gifford’s anointed. I spend a minute on the final page, the price, and Gifford’s agreement to make a general offer in the market at Monday's opening. Below this are the empty places for the signatures: me, my father, Gifford and two witnesses. Everything is impeccably prepared.

  I put the agreement aside. ‘I’d like a word with Gifford.’

  ‘You will sign it, Raef?’

  Will I? I suppose even now I could stop it going through. But I don’t want to. Not now. When I nod, my father rests a hand on my shoulder. I suggest that maybe Vance and Penfield could be the witnesses, and he goes out to find them. Immediately Gifford comes back in, he must have been waiting outside the door. He crosses to the table and sits opposite me, tugging at his shirt cuffs beneath his dinner-jacket. The hum of the party seems quite distant.

  ‘Not an ideal situation,’ he remarks. ‘Your father's a persuasive man, though. Aldridge, too.’

  ‘Charles Aldridge is with the police.’

  Gifford pauses. ‘Somebody in trouble?’

  ‘Yes,’ I say. ‘Charles.’

  He draws back.

  ‘He’s been accused of involvement in a fraud. Apparently it's been going on for some time.’

  ‘Accused by whom?’

  ‘One of our dealers. Owen Baxter.’

  Gifford looks perturbed. He asks if I’m taking the accusation seriously.

  ‘Baxter’s been using a dummy company to rake money out of our Dealing Room. About one and a half million pounds. Yes. I’m taking it seriously.’

  ‘Are the losses capped?’

  ‘Funny,’ I say. ‘I was about to ask you the same thing.’

  There’s not even a flicker. As a liar, he’s in a different league to the likes of Darren Lyle.

  He opens his hands. ‘I’m sorry?’

  ‘We’ve traced Twintech to source.’

  For the briefest moment I see that I’ve pierced his armour. But then it’s gone, and he’s laying his hand on the agreement.

  ‘If there’s been a fraud, that would constitute a material change in Carlton Brothers’ circumstances. You realize that.’

  ‘Whose idea was it?’ I ask him.

  He folds his arms. He tells me that in the light of this new information he might have to reassess his bid.

  ‘Oh, I’m sure you will.’ I pick up the agreement. ‘Because at 218 a share, it’s a steal.’

  ‘Your father disagrees.’

  ‘My father doesn’t know what I know, Mr Gifford. Not yet. But if you wish me to tell him, I'll oblige.’ I toss the agreement back onto the table. Gifford regards me steadily. ‘You’ll have to change the number,’ I say.

  He doesn’t flinch. He tells me he’s not sure what we are discussing. How? How did I not see this? Whitehall and Westminster? What do those two places have to teach a New York banker about duplicity and deceit?

  ‘A revised bid,’ I tell him. ‘A change in the terms of the merger.’

  ‘In the light of this fraud?’

  ‘Among other things. You pay three American Pacific shares for one Carltons, Mr Gifford, or the deal’s off.’

  He murmurs that the idea is ridiculous. I point to the unsigned agreement.

  ‘Ridiculous, Mr Gifford, is taking someone like Tony Mannetti and making him the Managing Director of a bank like Carlton Brothers.’

  ‘He’s a professional.’

  ‘Of a kind. So professional that our compliance people couldn’t figure out how he’d managed to make such a complete balls-up over Parnells. Why he went on holiday, leaving orders for a share purchase that nearly scuppered the Meyers’ bid. I expect you noticed what that reference to the Takeover Panel did to our share price?’

  ‘I’m not answerable for your employees. And if the . agreement’s unacceptable to you, I don’t see that we have anything further to discuss.’

  ‘We can discuss who Mannetti’s really been working for since he joined Carlton Brothers,’ I say. ‘Me, or you.’

  Gifford rises from his chair and turns to leave.

  ‘If you don’t sit down,’ I tell him quietly, ‘you’re going to finish the night in a police interrogation room. Take your pick.’

  He faces me again. But he doesn’t sit.

  ‘Twintech,’ I say. ‘Does the name seem familiar?’

  ‘Make your point.’

  ‘Twintech was the vehicle for the fraud. Twintech was being run by Owen Baxter, and Owen Baxter was being run by Charles Aldridge. And Aldridge ’ - I point — ‘was being run by you.’

  Gifford smiles. ‘Really?’ he says, shaking his head, and at this moment I could quite happily knock his gleaming teeth down his throat. But instead I stand and begin a slow circuit of the room. ‘You wanted Carltons, but you knew that without the agreement of my family — my father and me — you had no chance. So you approached Charles Aldridge. Or he approached you?’ I look at Gifford. He makes no comment. ‘Together you came up with a way to shake us loose. Mannetti was a Trojan Horse. With one stupid deal he made both our Funds Management department and Corporate Finance look ridiculous. In the meantime, I was chasing my tail with Twintech.’ I stop by the fireplace. ‘It wasn’t Daniel who sent that anonymous note to Penfield, was it? It was you.’

  ‘This is absurd.’

  ‘Do you know Gerald Wolsey?’

  He says the name means about as much to him as my story.

  ‘He’s with the DTI. When their inspectors came calling, I thought it was Wolsey doing the dirty work for Darren Lyle. I spoke to Wolsey two hours ago. He’s quite adamant it was Aldridge who caused the visit.’

  ‘This seems to be a roundabout way of saying that you're not selling.’

  ‘Oh, but I am.’ Returning to the table, I place a hand on the agreement. ‘Three American Pacific for one Carltons.’

  Gifford reminds me of Carltons’ closing price this afternoon: 203.

  I lean towards him. ‘You had Daniel murdered, Mr Gifford. What’s it worth to you not to spend the rest of your life in gaol?’

  He doesn’t so much as blink. He remains quite still.

  ‘I presume I had a motive,’ he says, as if humouring me.

  What was it that Hugh said way back at the start of this? His friend at Scotland Yard? Love or money: the only two motives for murder.

  ‘Twintech was your fail-safe,’ I say. 'The bomb you were going to explode under us if you couldn’t shake us free any other way. But Daniel found Twintech. And he found Owen.’

  ‘That gives your Mr Baxter a motive. Not me.’

  ‘But what if Owen had told Daniel the same thing he’s telling Ryan right now? That Twintech was a systems check. Speak to Aldridge.’

  Gifford holds my look.

  ‘Or even simpler. Owen panicked when he found Daniel was onto him, and that panicked Charles Aldridge. Charles sent the panic up the line to you.’

  ‘I see,’ he says, smiling again. ‘And then I shot him.’

  Far from unsettling Gifford, my speculation appears to have convinced him that I don’t know enough to cause him any real harm. And the truth is, he’s right. There isn’t one bit of this that can be pinned on him directly. Not only did he not pull the trigger, but all the rest of it went on at one remove as well. Mannetti. Owen Baxter. Even Aldridge. Gifford has built up the separating layers like a fortress. And he’s done more than just that: with Aldridge’s help, he has set Owen up to be arrested for the murder. Sooner or later, Ryan would have heard that tape; and by sending that anonymous note to Penfield, Gifford has ensured that Twintech’s been uncovered, and that Owe
n has named Aldridge. Gifford's allies, though they don’t realize it, are being cut free.

  Gifford is surprised by what I’ve managed to uncover, I’m sure of that. But he isn’t frightened. Plausible deniability: he has it in spades.

  And so I deal my one ace, straight from the bottom of the pack.

  ‘No,’I say. ‘You didn’t need to shoot Daniel. You hired Axel Dortmund for that.’

  It catches him clean, his mouth opens in surprise. The name of the murderer: I know it, and Gifford doesn’t know how. There’s absolutely no doubt in my mind now.

  I move around the table. ‘Daniel’s murder what was that to you? A successful piece of opportunism? Another chance to stick the knife into Carltons while you set Baxter up?’ My voice is low and hoarse. A flicker of real fear passes over Gifford’s face. ‘After I what you’ve done, do you think I'm going to let you stroll away with Carlton Brothers for 218?’

  He grips the back of the chair. With a visible effort, he holds himself steady.

  I lean in, very close to him now. ‘You pay up, or I take the statement I have from Axel Dortmund, and I give it to Inspector Ryan.’

  Fear. He doesn’t go to pieces — that’s not how he is. But I see the fear at the back of his eyes. Given that I’ve somehow tracked Dortmund down, this lie about the existence of a statement is quite plausible to Gifford. And it’s getting through to him that I am in deadly earnest.

  ‘And if that doesn’t bother you,’ I conclude, ‘I’ll walk out of this door right now, I’ll get up in front of everyone out there — and that’s everyone you’ll need if you ever want to do business on this side of the Atlantic again — and I’ll tell them what I know. And, Mr Gifford, if you think you can survive a court case, I promise you, in the City you’ll disappear without trace.’ I drop my pen onto the unsigned agreement, ‘Three for one. Change the number, and sign it. Now.’

  He looks down at the papers. In cash terms, an extra 109p for every share in Carltons. All up, it will cost Gifford’s bank just over one hundred million pounds. He looks to be trying to puzzle out some way of struggling free from the snare; trying, and failing.