If I read the Register correctly, the rules were implemented in December '03 and provided a flexible grace period for compliance, specifically that the MAJORITY of directors be independent, "non-employees". My guess is the conflict was over Musser's position as Chairman made January '03 before the rugulation changes. While he holds no other official company title, he is still listed as a direct employee. TKO probably argued the point that he had no direct involvement and lost.
The lowest on the totem pole and most expendable was Sadle, a logical choice to evict. They'll probably bring him back in later on if Musser or Ron vacate for whatever reasons. Delisting was never a threat, and the share price had been coming down long before the AMX letter was received due to dilution problems.
My daughter graduated Kellogg in '03 as class VP... I'll see if she has an opinion of Paoni. Maybe he's the breathe of fresh air the board needs to "get the show on the road" so to speak!
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