Let me make this a little simpler.
A member of the executive team on the board is non independent member
Those not affiliated with Peregrine are considered independent.
Since there is wide discretion, the SEC would have no interest in the matter. The intent is that some supplier is on the board, voters don't know of the supplier contract, then the board member directs his product to the company.
I don't think there is a transparency issue with Ronin.
Tustin has said they are using a search firm to find candidates. The current board will vote on them and recommend them. Since the nominating board are the same individuals, would that not also be a conflict under your definition.
Also, you said their 2 nominees were taken to Dart for review. Would they then be independent? One can't argue both sides on that one.
Not an issue. Ronin for the win
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