“SEC Accuses Long Island Town of Fraud,” The Wall Street Journal, November 24, 2017 B11. SEC alleges town failed to tell bondholders about special loan deals. Town feels victimized, as the town board didn’t know of the special deals.
If you have a duty to disclose certain information, and don’t disclose it, that is called either “failure to disclose” or “fraud.” Or a failure of management. There are certain things that, as a director, you are supposed to know.
Board members are fiduciaries.