She said, "It's not a confession, but it's acknowledgement of knowledge, and knowledge implies connection, and connection is what the holding company documents establish." She clicked her pin. "We can build with this." She looked at Diane. "Your ex-husband's board relationship with Fitch needs to be disclosed separately. That's a governance issue that runs parallel to the vendor fraud. I understand." Diane said, "It complicates the 72-hour problem," Hartwell said.
Because once your ex sees the letter, Fitch knows the clock started. He'll try to get ahead of it. She looked back at Marcus. What does he do? In your read, he goes after the source of the documentation.
Marcus said he tries to frame it as a vendetta. Former employee with a history of conflict around the contractor group brought in by a VP with her own motivations. He makes it a credibility argument instead of a facts argument because the facts argument is losing. Hartwell wrote something. And what's his biggest vulnerability?
The holding company. Marcus said the civil suit settled, but the underlying conduct didn't get adjudicated. If the discovery documents are re-examined in the context of a new allegation of vendor infiltration, the settlement starts looking like a containment strategy, not a resolution. Hartwell looked at Diane again. He's good.
I know, Diane said. He's also a potential witness, Hartwell said. Which means we need to be careful about how much strategy he's in the room for. She looked at Marcus, not because I don't trust your discretion, because Fitch's attorney will try to make your involvement look like coordination rather than documentation if this gets adversarial. "Tell me what you need me out of the room for, and I'll step out," Marcus said.
Hartwell nodded, went back to her legal pad. They worked for 4 hours. Marcus stepped out twice, both times for conversations about Diane's ex-husband that were above his operational level and below his need to know. He got coffee from the machine in the hallway, which was bad, and checked in with the Cambria site supervisor about a permit timeline, which was not bad, and thought about the 72-hour window. Was going to move on him.
That much was clear. The only question was the form another call, another text, or something more direct, something that involved whoever inside the company had been passing him information about Marcus' role and responsibilities. After Hartwell left, Diane walked him to the elevator. The hallway was empty. This building had the particular late afternoon quiet of a place where most of the work was done in other places, and everyone who mattered had already left.
She's recommending full board disclosure. Diane said, "Not just the governance subcommittee, the whole board. That's the right call." Marcus said, "It opens me up." She said, "My ex will push back. He'll say I'm using the governance process to settle a personal dispute. That's what Fitch will tell him to say." Marcus said, "It's also not going to work because the Pacific Ridge documentation doesn't have your name on it.
It has mine and your general counselss." The case was built by an employee following procurement policy. She looked at him. You're not the one who found the vendor irregularity. He said, "I am through standard bid review. Your involvement is in escalating it appropriately, which is what a VP is supposed to do." He paused.
"You've been thinking about this as your fight. It's not only your fight." The elevator arrived. Neither of them moved toward it. Marcus, she said, "Yeah." She looked at him with something he'd been cataloging for months and refusing to name. And for a moment it looked like she was going to name it herself.