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downsideup

09/24/10 3:24 PM

#36470 RE: conagra #36467

Pattin WAS the sole board member for a period of time during the transition and restructuring that occurred in early 2008 under the 2008 settlement agreement.

The fact the company was not being managed or run according to the law is the whole point... that fact is how Daic et al were able to impose themselves on the company, and that was the reason shareholders needed to become directly involved, with Dave eventually taking control of the board, and that is also why the company is now suing Daic et al.

Start from this filing...
http://www.sec.gov/Archives/edgar/data/719729/000114036108007362/form8-k.htm

"Should the aforementioned transactions take place, a new board will be elected to replace the current board and new officers will be appointed by the new board."

CLYW has NEVER held a shareholders meeting, and the shareholders have NEVER voted to approve the appointment of any board, including the current board. Daic and his supporters LAUGHED when I and others here pointed out that the lack of a legitimate board, and the STILL unmet need for shareholders approval, means most of what has been done TO the company by them, can be unwound... when there IS a shareholders meeting.

The 2008 settlement agreement, and everything that has occurred prior to that or since... have not been ratified by shareholders.

Those "board members" who have served... have acted without having been elected, and without shareholders approval.

The SEC was fully aware of the events that took place in late 2007 and early 2008... which you can see on Edgar in the correspondence that addresses some of those issues in early 2008.
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downsideup

09/24/10 4:07 PM

#36483 RE: conagra #36467

You are correct that Pattin acted without any authority, and directly against the specific direction of the board of directors... but that was much "later" than at the point where the 2008 settlement was finalized.