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Scott Paterson is slowly moseying back from the corporate wilderness, as he is standing for nomination to the board of Rand A Technology Corp.

Mr. Paterson has been keeping a low profile for the most part since his Ontario Securities Commission spanking in December, 2001, for conduct that was "contrary to the public interest."

His biography in Rand A's management information circular includes an explanation of the OSC settlement, "at the request of Mr. Paterson."

Mr. Paterson will be the eighth director on a fairly cozy board, where Dennis Semkiw acts as chairman, secretary and treasurer and his brother Brian is a director and chief executive officer of the company. Also at the table are brothers Frank and Ron Baldesarra -- both key executives at Rand A.

The three other directors (none of whom holds shares in the company) include a former Rand A officer now working as a consultant from Germany, a California computer executive and the vice-president of a soccer club who lives in Tofino, Italy -- a place that boasts only a slight esthetic advantage over Rand A's home turf of Mississauga.

The intimacy does not stop there, according to regulatory filings. The company's corporate headquarters -- part of the concrete vista near the airport -- is owned by Randvest Inc., which charges nearly $700,000 a year in rent. The players behind Randvest? Again, the band of brothers -- with Dennis Semkiw and the Baldesarras each holding a 28.5-per-cent stake and the remainder in the name of Vito Cavallo. Randvest also owns 13.5 per cent of Rand A's outstanding shares and earns $125,000 annually plus expenses for Mr. Semkiw's services to the board. That management contract was actually reduced from $250,000 as of last year.

Rand A's compensation committee is made up of two of the three directors not related to the company in either business or blood. It pegged salaries for Brian Semkiw and Frank Baldesarra at $283,500 but awarded each of them a $300,000 bonus last year because they negotiated financing for the company. This is usually where shareholders like to be reminded the stock has delivered an impressive negative 96.5-per-cent total return over the past five years.

Mr. Paterson will be voted in at Rand A's annual general meeting -- set for June 26th at its Randvest-owned HQ. No word on whether relatives will be called in to serve refreshments purchased from company-controlled vending machines.

Perhaps he'll even

learn to smile

W ith an election loitering about Queen's Park like a public servant on an extended smoke break, Bay Street Liberals are quietly being called to duty.

Wranglers are running Dalton McGuinty through a series of mock debates in a bid to polish his droning skills. After all, practice makes -- well, they just want to avoid an encore of his dismal performance in the last televised leaders' debate in 1999.

Among those enlisted recently to assume the roles of Mr. McGuinty's opponents: Two retired politicos with the needed pedigree. Ex-Ontario premier David Peterson played the part of Ernie Eves (sans Isabel and Bryl-creemtm) while former New Brunswick premier Frank McKenna stood in for NDP Leader Howard Hampton. Sources could not confirm how Mr. McGuinty fared or if he got a word in edgewise.

Torstar's Honderich

cheesed about wine

T he buzz along the grapevine suggests Toronto Star publisher John Honderich is not a huge fan of Torstar Inc.'s new booze business.

The newspaper began running full page ads last month for something called the Wine Connection -- essentially a delivery service for oenophiles desperate for a six-pack of Ontario wine.

The project is the brainchild of Torstar CEO Rob Prichard and strategist Joel Finlayson, an Accenture refugee. He is also the son of Michael Finlayson, who was Mr. Prichard's trusty vice-president during his reign at the University of Toronto.

While the wine club concept is a bit of a rip-off of what is already being done by newspapers in Britain and Australia, it is bold new territory for Torstar.

Founder Joseph Atkinson really put the pro in Prohibition in his day and refused to accept advertising revenue from liquor companies.

His "principles" are still in effect today, as part of a court-approved agreement with the five families who now own the paper.

The decision to peddle the vino comes after Torstar was forced to yank soft-porn ads from its television channel. Neither of its viewers was available for comment.

Janis Mackey Frayer is the host of The Close on Report on Business Television, weekdays from 4 p.m. to 6 p.m. EDT.

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