Kitt,
Did you read the entire original linked post? Because it addresses your specific concern....."I believe M&M also own the majority of common stock in spng so all other commons shareholders are SOL...without the affirmative vote of a voting majority of the shares of the Common Stock ... M&M ARE the voting majority." I repeated it below for your convenience.
And by the way, the piece of the provision that requires a separate vote of the common shares is dictated by Delaware, not a creation of M&M...I'm sure they would rather it not be there.
Excuse the abbreviations, rounded to millions:
MM 11+9 (common+class B)
SM 6+9
FL 28+5
RME 66+5
So, the total common shares beneficially owned (suggesting probably under the control of for voting purposes) as of 9/28/09 was 111 million. The officers should have filed Form 4's if they had any subsequent transactions.....I would have expected a Form 3 for RME (based on their Class B holding) and Form 4's for subsequent transactions, but that's just my opinion.
Based solely on the above, if there are more than a total of 222 million shares outstanding and if there have not been any increases in the holdings reported as of 9/28, the 3 directors cannot authorize an increase or decrease in authorized shares by themselves.....without soliciting the votes of all shareholders.
Those are 2 very big ifs and as I said, this is just food for thought.
By the way, Pike indicated ownership at that date of 100 million plus 42 million added later. And we don't know the status of the Signature and Levin(sp?) holdings, but I can't imagine that their shares could participate in a vote without a notification to ALL shareholders.
