So, this is interesting.
From CIG's filings in Feburary for CIG UK.
First thing of note is that Sandi is not on the board of directors of the UK company, but she is (or at least was) of the UK company.
Aside from CR, ER, and OF, there are two additional board members. One appointed by Infatrade (a loan company) and one by Indus Management Ltd, and i can't really find much info on this. I'm not sure either of them are related to Calder. The investor designee is Daniel Offner.
Also of interest is that if anyone can no longer serve as a director, CR gets no say in their replacement. Erin gets to choose OFs and CRs replacement. Ortwin gets to choose ERs replacement.
What is interesting for me are:
As i read this, it basically means Directors can (with agreement) claim any salary or other form of payment. A nice way to extract money from the company.
Kieth Calder is apparently only an observer
Interesting, so since that is by "Investor", it means there is a link between Indus Management and Calder.
Who the hell are Erloch UK and ITG? More investors?
Interesting, shareholders have no rights to see the company financials
This last bit is very interesting for me. While in general shareholder meetings, % of shares does affect voting power, it appears to my non-legal eye that things are different in meetings by the board of directors.
Now, i'm not sure if somehow 7.1 trumps 6.1, but one thing is clear. In meetings of the board, CR does not hold absoloute control. 6.1 requires a majority, so if 3 people vote against Chris, then he doesn't get his way. 7 seems to indicate that all must share a common view for a decision to be passed. But that might just be legalese for it to be termed a unanimous decision. 6.1 says decisions should be taken in accordance with 7 though.
Wish things were explained in plain English.
Anyone with real knowledge in this area clarify it?