An AMAZINGLY pathetic revelation......only 7 years too late!!
posted on
Mar 25, 2014 01:53PM
"We believe the appointment of an independent member to the PDS Management Committee will facilitate decision-making in the best interests of the joint venture."
While now, nearly 5 years after the last person quit that position, in my opinion due partially to the legal exposure he faced because of his clearly "DEpendent on and to TPL" status and the crap that TPL pulled under his watch, and because DL had reneged on the side deal he had for monies from the MMP, PTSC now finds it in the best interests of the joint venture to have the position filled.
What a shocking public admission of their breach of fiduciary responsibility to sharehoders, and the deriliction of their duties as officers and directors of a public company!
It's clear that this was something that SHOULD have been done from the START, ie. Robert Neilsen did not qualify for this position, and even after our BOD allowed him to serve to the detriment of PTSC Shareholders' interests, it was a requirement that he be replaced per the operating agreement of PDS:
4.1 Management of the Company by Management Committee. The business
and affairs of the Company shall be managed by a management committee (the
"Management Committee") consisting of three (3) Managers, which number may not
be changed without the written consent of the Members holding at least 75% of
the Percentage Interests.
(c) Independent Manager. The Patriot Appointee and the TPL Appointee shall work together in good faith to appoint a mutually acceptable third Manager (the "Independent Manager"). In the event that the Patriot Appointee and the TPL Appointee are unable to appoint a mutually acceptable Manager within 10 days of the resignation or removal of the Independent Manager, either party may apply to the American Arbitration Association ("AAA") in Santa Clara County, or the nearest county thereto, if necessary, for the appointment of the Independent Manager, and the AAA shall select the Independent Manager from a list of no more than three persons submitted by each party. All costs associated with the selection of the Independent Manager by the AAA pursuant to this Section 4.2(c) shall be paid by the Company.