Diligence

Diligence (pronounced dil-i-juhns or dee-lee-zhahns (French))

(1) Constant and earnest effort to accomplish what is undertaken; persistent exertion of body or mind.

(2) In law, expressed often as “due diligence” the extent of care and caution required of a person or entity in the relevant circumstances.

(3) In the law of Scotland, the process by which persons, lands, or effects are seized for debt; process for enforcing the attendance of witnesses or the production of writings.

(4) Care; caution (obsolete).

(5) A public stagecoach, especially of the small, fast type once used in France (archaic).

1300–1350: From the Middle English deligence (constant and earnest effort to accomplish what is undertaken), from the Old French dilligence (attention, care; haste, speed) and directly from the Latin dīligentia (carefulness, attentiveness), from diligentem (nominative dīligēns) (attentive, assiduous, careful), the present-participle adjective from diligere (single out, value highly, esteem, prize, love; aspire to, be content with, appreciate (originally “to pick out, select”), the construct being dis- (apart) + legere (choose, gather), from the primitive Indo-European root leg- (to collect, gather (with derivatives meaning "to speak (in the sense of “to pick out words”).  The meaning-shift was gradual and evolved from “love” through “attentiveness” to “carefulness” to “steady effort”.  The legal sense “attention and care due from a person in a given situation” dates from the 1620s.  A now probably extinct synonym was worksomeness.  The –ence suffix was a word-forming element attached to verbs to form abstract nouns of process or fact (convergence from converge), or of state or quality and was from the Middle English -ence, from the Old French -ence, from the Latin –entia & -antia (depending on the vowel in the stem word).  The Latin present-participle endings for verbs stems in -a- were distinguished from those in -i- and -e- and as the Old French evolved from Latin, these were leveled to -ance, but later French borrowings from Latin (some of them subsequently passed to English) used the appropriate Latin form of the ending, as did words borrowed by English directly from Latin, thus diligence, absence et al.  There was however little consistency, English gaining many words from French but from the sixteenth century the suffix –ence was selectively restored, such was the reverence for Latin.  In French, the word dates from the 1740s and was a shortened form of carosse de diligence (literally “coach of speed”).  The stage-coach sense should be pronounced as in French because use will be so rare it’ll be thought correct rather than an affectation though if preferred, the further truncation “dilly” was common.  Diligence is a noun, diligent is an adjective and diligently an adverb; the noun plural is diligences.

In commercial law, due diligence describes the comprehensive and systematic review of all aspects of a business, investment opportunity or legal matter before a transaction or decision is made.  The process involves an examination of all available information (including identifying what is not available) related to the subject, including financial statements, contracts, legal relationships, intellectual property, internal structures and such obligations which may exist.  The purpose of due diligence is to identify potential risks, liabilities, or opportunities associated with the matter to ensure that whatever decision is taken, is made with a full understanding of all matters.  The companion term, summary diligence, isn’t drawn from law but describes a similar but less extensive process; less detailed and less comprehensive review which is restricted usually to only the critical aspects of the matter.  Summary diligence is undertaken when it’s certain that even in a worst case scenario, losses will be minimal or outweighed by other advantages.

Due diligence is the investigation or exercise of care that a reasonable business or person is normally expected to take before entering into an agreement or contract with another party or an act with a certain standard of care.  Although the concept also exists as a legal obligation, it’s also used of the process undertaken in self-interest to ensure all relevant information is known an assessed, prior to a decision being taken.  As a legal device, proof of others having failed to have exercised due diligence can in some circumstances be used as a defence against allegations of inadequate (as opposed to misleading) disclosure.  Alternatively, against allegations of negligence, if one can establish that the threshold of “reasonable care” had been reached, a defence can also succeed even if the process was in some way incomplete.  In the US where formally it entered the language of commerce and law during the 1930s, it was originally merely an indicative description of the process of investigation before, via an adjectival career, becoming both noun and legal jargon.  Depending on what’s required and as a general principle the larger the quantity and the more complex the quality of information to be assessed then the greater resources will be required duly to be diligent but the principles are the same of any data set and many check-lists are available for box-ticking.  Depending on what’s involved, there may be a functional need to create dozens of sub-headings under the boxes but, within the bounds of fuzzy logic, most check lists suggest the categories are something like: (1) Financial, (2) Legal, (3) Tax, (4) Compliance and Regulatory (5) Commercial, (6) Human Resources, (7) Intellectual Property, (8) Information Technology, (9) Environmental & (10) Health and Safety.

Lights burning at a quarter to midnight: the company formerly known as Credit Suisse.

The classic example of the use of the due diligence process is in mergers & acquisitions (M&A) and probably in no M&A activity is it of more interest than in the financial services sector.  It was notable therefore that the process or arranging the “purchase” by Swiss bank UBS (the old Union Bank of Switzerland) of its erstwhile national competitor Credit Swisse (the old Schweizerische Kreditanstalt) appeared to be completed in the time that either institution would once have though inadequate were either contemplating acquiring a reasonably successful suburban dry-cleaning shop.  It was however a most unusual purchase which should more correctly be thought a takeover or absorption and the timing of the announcement was based not on the satisfactory completion of the due diligence process but the need to make an announcement before the markets opened the next Monday morning.  Despite all that, UBS certainly undertook an exercise in due diligence, dotting every i and crossing every t, once the Swiss government had made it clear they were making an offer the bank shouldn’t refuse.  UBS’s interest was less in the exact state of Credit Suisse’s books (something that would take even a big team at least weeks to determine) than in ensuring whatever losses subsequently were sustained, they would be underwritten by the Swiss exchequer and not the bank.  To ensure that, UBS would have ensured diligence was more due than usual.  So there’s somewhere a “secret protocol” to the UBS-Credit Suisse pact, presumably well protected in a Zürich vault and it’s likely to be a document the Swiss government will be unlikely to discuss, let alone publish.

Hank Paulson before the US Congress, 2008, "explaining" the bank bailouts at the start of the global financial crisis (GFC).

Whether whatever the Swiss government undertook can be characterised as something like un-due diligence (as opposed to undue diligence) might emerge in the months ahead as the true position of Credit Swisse unfolds because it may be even within the organisation, nobody can be certain how high the liabilities might go, the track derivatives can follow being among the more unpredictable in the world of gambling.  Still, the fear over that weekend was something like Hank Paulson (b 1946; US treasury secretary 2006-2009) had little trouble conveying to the congress in the wake of the failure of Lehman Brothers (1850-2008) and the same risk of “contagion” meant Bern really had little alternative that have the Swiss taxpayer assume responsibility for whatever is going to happen.  If that turns out to be effectively a very big credit default swap (CDF), the Schweizerische Nationalbank (SNB, the Swiss central bank) quantitatively may need to easy many Swiss francs.

Photo due diligence

There are two aspects to "photo due diligence".

(1) Ex ante (before the photograph is taken) due diligence is assessment of factors such as the background, the environment and (often especially) who else will appear in any photo.  This is of some importance to those for whom public image management is an important part of their career.  One would not wish to be photographed in the “wrong” surroundings or be seen with the “wrong” people.

(2) Ex post facto (after the photograph is taken but before release for publication) due diligence is really possible only when “embargo” arrangements exist with the photographer, something sometimes a condition imposed by event organizers.  When photographs needed to be processed from negatives this something sometimes difficult to enforce but in the digital era, unsuitable images can instantly be deleted.  Out in the wild, where the paparazzi roam, it’s a contractual arrangement between subject and photographer and there is some evidence of cooperation.

Photo due diligence failure: Tony Abbott (b 1957; Australian prime-minister 2013-2015) photographed (left) outside the Reject Shop, Canberra, Australia, June 2015.  There was some prescience in the image because some three months later, the Liberal Party ejected him as leader and thus from the prime-ministership.  In this case, the failure of due diligence was among those minders who arranged the photo-opportunity although it’s surprising Mr Abbott’s political antennae seems not to have been sensitive.

Photo due diligence success: Lindsay Lohan at Christian Siriano’s fashion show, New York City, February 2023.  This one could be used in a case study of how to tick the due diligence boxes: (1) prestige brand-name, (2) front-row seating, (3) an acceptable degree of ethnic diversity, (4) the show well attended & (5) ideal lighting for photography.

Droste

Droste (pronounced dross-tee)

(1) A surname of Germanic origin.

(2) An object displaying the Droste effect.

1904: The Droset effect is named after an image of a nurse carrying a serving tray with a cup of hot chocolate and the box, the image thus replicating.  The Droste brand was from the Netherlands and was founded in 1863 by Gerardus Johannes Droste (1836-1923), the image was designed by Jan Musset (1861–1931.  The packaging of the cocoa powder was first used in 1904.  The surname’s origin was in the German province of Westphalia, the name derived from the Old German drotsete, derived from the elements truth (body of servants) and sizzen (to preside).  The surname Droste thus denotes a head servant or steward, in charge of a nobleman's household servants.  The first known instance of the name appearing in records was found in Schweinheim, Westphalia in 1335.  The variations in the spelling of the name included Droste, Drost, Droz, Drossate, Drossaerd, Drossärd, Drossart and others.  Droste is a proper noun, a noun and an an adjective; the noun plural is Drostes.

A box of Droste cocoa powder, which demonstrates the effect to which it lent the name.

In French, the equivalent term is mise-en-abyme (plural mise en abymes or mises en abyme), (literally “placement into abyss”).  Long familiar in art and advertising, it was first used as device of literary criticism by the French author André Gide (1869–1951), whose output was varied but in the field of literary criticism was usually comprehendible, unlike some of what would later emerge from Paris.  His private (in his case a relative term) life was less admired.  In literature, the expression of the idea varies from introspection to the interpolation of a version of the work into the work itself; a story within a story.  In its more arcane interpretations, it’s used in deconstructive literary criticism to explore the inter-textual consequences of language (language abstracted from the constructed “reality” of the text).

A visual representation of the original Droste in an infinite loop (choose loop option to run).  Depending on how one defines infinity, an actual Droste probably can’t exist because at some point the light reflecting to define the image would become a single photon and because light cannot be smaller than a photon, the loop must stop.  It can however be described to the point where the loop tends toward infinity because whatever the visual dimension might be, descriptively it can (as a mathematical expression) be halved.  Infinity itself, although it probably doesn’t exist, can also be described although perhaps not as an equation.

London based art design group Hipgnosis played with the idea for the album cover for Pink Floyd's Ummagumma (1969).

Gide was unusually helpful (compared by later French theorists) in provide explanations which could be understood and were genuinely deconstructive in a useful way.  He made clear for example that his allusion to the Droste effect in the visual arts (infinite regression of form) did not imply a direct application of the concept to literature; he was discussing the use of the representation of a work within a work and makes the point that pure regression within something like a novel would be an absurd loop.  Instead, his conception was of structural elements of a novel appearing within the text as a way a author can construct meaning by creating or resolving conflict.

In computing, the mechanics of the idea is expressed as a quine (a computer with no dependence of user (or third-party) input, the only output of which is a replicated copy of its own source code).  Usually called, "a self-replicating program", quine was coined by US physicist Douglas Hofstadter (b 1945) and appeared first in his book Gödel, Escher, Bach: an Eternal Golden Braid (1979) in honor of US philosopher Willard Van Orman Quine (1908–2000) who wrote widely about indirect self-reference.  Hofstadter’s core concept in Gödel, Escher, Bach is elusive but is probably best understood as revolving around the interplay of loops in the mathematical structures in art, music and language.  It is not an easy read.

Sarcophagus

Sarcophagus (pronounced sahr-kof-uh-guhs)

(1) A stone coffin, especially one bearing sculpture, inscriptions, etc, often displayed as a monument.

(2) In Ancient Greece, a kind of limestone thought to consume the flesh of corpses, used for coffins.

(3) In contemporary use, any (usually large) structure used to encase something.

(4) A form of wine cooler used in the eighteenth century.

1595-1605: From the French sarcophage, from the Latin sarcophagus, from the Ancient Greek σαρκοφάγος (sarkophágos) (coffin of limestone), noun use of the adjective sarcophagous.  The original in Ancient Greek was so named because of the limestone’s supposed property of consuming the flesh of corpses laid in it: σαρκοφάγος (sarkophágos) (flesh-eating, carnivorous), from the genitive σαρκός (sarkós) of σάρξ (sárx) (flesh; meat) + -φάγος (-phágos) (from ἔφαγον (éphagon), past of φάγω (phágō) (eat), the root of phagein (to eat) being the primitive Indo-European bhag- (to share out, apportion; to get a share).  The preferred plural remains sarcophagi although all dictionaries list the unpalatable sarcophaguses as an alternative.

In English, the sense "stone" was the earliest, the meaning "stone coffin, often with inscriptions or decorative carvings" didn’t emerge until 1705. The Classical Latin was shortened in Vulgar Latin to sarcus, source of the French cercueil (coffin, casket), the German Sarg (coffin) and the Dutch zerk (tombstone).  The reputation of lime as a means of causing the rapid putrefaction of corpses persisted well into the twentieth century and was the downfall of some murderers subsequently surprised to learn it acted instead as a preservative on the bodies they had buried.

The Chernobyl incident

Before incident

The incident at the Chernobyl power-plant on 26 April 1986 was trigged by an uncontrolled nuclear chain reaction which happened because of a series of events over two days, ironically during was supposed to be a test of safety systems.   After several explosions, during which quantities of radioactive material were released and spread widely over Europe, the core of reactor number four melted down.  Despite this, other reactors continued to operate and the Chernobyl power plant wasn’t finally decommissioned until December 2000.  The surrounding area is now an exclusion zone and will not be habitable for at least twenty-thousand years with the highly contaminated reactor number four encased in what was intended to be only a temporary concrete sarcophagus (the original Russian name was Объект Укрытие (Obyekt Ukrytiye) which translates as sheltering or covering); it’s since been covered with a metal enclosure.

After incident

The contaminated ruins of reactor number four were so dangerous that work on a sarcophagus began within a month of the meltdown, construction of the reinforced concrete structure substantially complete by November 1986.  However, the building had become so radioactive it became impossible for workers to approach close enough to finish the work and the robots used instead were not able completely to seal the sarcophagus.

Sarcophagus

Envisaged by engineers to have a life of thirty years, the sarcophagus deteriorated more quickly than had been expected and in 1997 an international project was formed to design and build something more durable.  Known as New Safe Confinement, it is a metal arch some 344 feet (105 metres) high and spanning 843 feet (257 metres), prefabricated and moved on rail lines, sliding over the existing sarcophagus.  The project team noted the adoption of the word confinement, rather than containment, commonly used in nuclear facility architecture.  The distinction is the difference between a reactor containment building which designed to contain radioactive gases and a structure built for the confinement of solid radioactive waste.

New Safe Confinement

Construction was completed in late 2018, after which trials and tests of the internal systems were run.  Unlike the sarcophagus, New Safe Confinement is designed to permit, using robotic devices, the remains of reactor number four safely to be dismantled and removed.  This is of course a man-made structure and like them all, nothing lasts forever and there is still no agreement between engineers about when a replacement layer will have to be added although all agree the new sarcophagus should adequately serve for decades; the discussion is about how many.

Chicane

Chicane (pronounced shi-keyn or chi-keyn)

(1) In bridge, a hand without trumps.

(2) In motor sport, one bend or a short section of sharp bends formed either by the design of the track or by barriers placed on the circuit.

(3) To quibble over; cavil at (now rare, probably extinct).

(4) A less common word for chicanery (deception; trickery); to use chicanery, tricks or subterfuge (rare).

1665-1675: A borrowing from the French chicane, from chicaner (to quibble (of obscure origin)), from the Middle French chicaner, from the Middle Low German schicken & schikken (to arrange), ultimately from the Proto-Germanic skikkijaną, origin of modern French chic.  The word has been used in English in various senses, including as an "act of chicanery” (the art of gaining advantage by using evasions or cheating tricks) from the 1670s.  The now most familiar sense, "obstacles on a roadway" didn’t emerge until 1955 (quickly spreading to motor-racing circuits) although it had been a technical term in bridge design since the 1880s.  All the English forms are from the archaic verb chicane (to trick), first noted in the 1660s, from the sixteenth century French chicane (trickery) from chicaner (to pettifog, to quibble).  Chicane, chicanery & chicaner are nouns, chicanerous is an adjective and chicaned & chicaning are verbs; the noun plural is chicanes.

Chicanery & low skullduggery: The film Mean Girls (2004) was based on Rosalind Wiseman's (b 1969) book Queen Bees and Wannabes: Helping Your Daughter Survive Cliques, Gossip, Boyfriends, and Other Realities of Adolescence (2002) which explored the interaction of the shifting social cliques formed by school girls.

Of the chicanery of the FIA

The FIA (Fédération Internationale de l'Automobile (International Automobile Federation)) has since 1904 been involved in the organisation and regulation of motor-racing.  The FIA used to be mostly harmless but in recent decades has degenerated into about the most dopey regulatory body in sport, making the men of World Rugby’s (the old International Rugby Board (IRB)) standing Laws Committee look like chaps of rare skill and talent.  For a long time the FIA have approved not at all of any interesting form of motor-racing, their response always to make things slower and more processional, a curious approach in a sport about speed.  Although most obsessed with publishing volumes of complex regulations which require the employment of FIA officials to administer, the FIA also has an almost fetishistic relationship with chicanes.  A chicane is essentially an obstruction which requires a racing car to slow to negotiate.  While curves, climbs and corners have always been part of just about any form of motor-racing, the FIA seems never convinced there are enough.  It’s suspected if the FIA had their way, there would be no straights on motor-racing circuits, just corners.

Le Mans, before and after.

Mulsanne Straight (Ligne Droite des Hunaudières in French) at Circuit de la Sarthe where the annual Twenty-Four Hours of Le Mans (24 Heures du Mans) is run was once 3.7 miles (6 km) in length.  It was one of the sport’s great institutions, the speeds attained a benchmark of progress in engineering and aerodynamics.

Year	Car	Config	CI	CM3	MPH	KM/H
1961	Maserati Tipo 63	V12	183	3.0	173.6	279.4
1962	Ferrari 330 TRI/LM	V12	244	4.0	182.9	294.3
1963	Ferrari 330 TRI/LM	V12	244	4.0	187.2	301.3
1964	Ferrari 330 P	V12	244	4.0	192.2	309.3
1965	Ford GT40 Mk1	V8	289	4.7	192.2	309.3
1966	Ford GT40 MkII	V8	427	7.0	201.5	324.3
1967	Ford GT40 MkIV	V8	427	7.0	212.6	342.1
1968	Porsche 908	F8	244	3.0	191.0	307.4
1969	Porsche 917 LH	F12	275	4.5	197.8	318.3
1970	Porsche 917 L	F12	275	4.5	205.2	330.2
1971	Porsche 917 K	F12	298	4.9	224.4	361.1
1972	Matra-Simca MS670	V12	183	3.0	205.8	331.2
1973	Ferrari 312 PB-73	F12	183	3.0	210.8	339.2
1974	Matra-Simca MS670C	F12	183	3.0	207.1	333.3
1975	Gulf-Mirage GR8	V8	183	3.0	193.4	311.2
1976	Renault-Alpine A442	V6	122	2.0	208.9	336.2
1977	Renault-Alpine A442	V6	122	2.0	218.2	351.2
1978	Renault-Alpine A442B	V6	122	2.0	227.5	366.1
1979	Porsche 936	F6	131	2.1	218.8	352.1
1980	WM P79	V6	165	2.7	217.6	350.2
1981	Porsche 936	F6	159	2.6	220.7	355.2
1982	Porsche 956	F6	159	2.6	220.1	354.2
1983	Porsche 956	F6	159	2.6	230.0	370.1
1984	WM P83B	V6	165	2.7	225.1	362.3
1985	Porsche 956B	F6	159	2.6	230.6	371.1
1986	Porsche 962C	F6	159	2.6	231.9	373.2
1987	WM P87	V6	165	2.7	236.2	380.1
1988	WM P88	V6	165	2.7	251.1	404.1
1989	Sauber Mercedes C9	V8	303	5.0	248.0	399.1
1990	Nissan R90CP	V8	214	3.5	226.9	365.2

These achievements impressed most but not the FIA which, for reasons of their own, decided to sabotage things, initially by reducing the maximum engine capacity in the premier class, firstly from seven litres to five and later to three.  When this didn’t prove sufficient to nobble the engineers, they insisted two chicanes be added to Mulsanne Straight.  They were installed in 1990 and proved effective, no car since has, in the race, come within 20 mph (32 km/h) of the marks set in the late 1980s and speeds in excess of 200 mph (320 km/h) are now rare.  The FIA has emasculated other circuits too; in 1987 a chicane was added to Conrod Straight at Mount Panorama, Bathurst in Australia.  Quite why the FIA remains involved in motor-racing isn’t clear when it’s apparent they'd be better suited to the administration of something like competitive basket-weaving.