If they're at odds w/ their lawyers, you can bet there's a reason. Circumventing lawyers to assuage shareholders puts you in a precarious position...to say the least. Rather than focus on contracts, etc., may I suggest you ascertain...beyond doubt...what the foundation of the lawyer's protests ACTUALLY constitute? The answer to THAT query will reveal what's really going on.
I absolutely, 100% agree. And the directors would be fools (if it is true that the lawyers are at odds with the directors) to divulge the concerns that legal counsel has expressed. Attorney-client privilege is designed to protect the corporation.