The Houseboy of the Corporation Secretary
Warning: If you are underage, or if local laws prohibit you from reading this, then please click away. If you are offended by sex between consenting males, then I would also recommend that you leave.
This is a serial story. It will be posted in parts, as they are written. As the author is able, he will try and pre-write chapters in advance and have them posted on a somewhat regular basis. This story will be a story with some sex, not sex with some story. If you are looking for a get off quick story, consider looking elsewhere. The author believes in allowing the characters to speak and advance the plot themselves. The characters write the stories, the author is only the tool for which the characters work through to get their story told.
The author welcomes all constructive criticism at ChrisLuvsU2@gmail.com.
The Author does not claim to be knowledgable on corporate laws, nor does he imply knowledge in the workings of DA offices, the court systems, or of corporations. There use in this story is purely for the development of the plot, and should not be taken to show any legal knowledge. If you have any questions concerning corporate law please consult an attorney of law. Furthermore, the author bears no responsibilities on your use of this story.
This story is a fictional story. All characters are fictional, any resemblance to any person, living or dead, is purely coincidental.
While sitting in Jill's room while she was sleeping, I called my attorney and asked him to come over St. Mary's Hospital. I told him I needed to talk to him, and give him some documents that I needed for him to do. He said he would be there in about forty-five minutes. While I waited, I lifted up a silent prayer to God, asking Him to heal Jill and to give the police the knowledge to find and apprehend Billy Wilton, Jill's ex-husband. I thanked God that Jill was found alive and that she is going to make it.
About forty minutes after I hung up with M. Richard Smith, my attorney, I heard a brief discussion in the hallway outside Jill's room. Apparently the police officer on duty was not going to allow Rich to enter the hospital room. I stepped out into the hallway, and told the police officer that Rich was my attorney and that I had called him to come to the hospital. The police officer backed down and allowed Rich to enter the room.
When he entered and saw the condition Jill was in, he was shocked and angered. He knew immediately what had happened and who was responsible. When he asked for confirmation, I gave it to him. We then settled down to talk.
"Rich, I called you here because I need you to draw up a contract and a secondary power of attorney for myself as well as a power of attorney for someone else."
"That can be arranged David. May I ask whom you are giving secondary power of attorney to?"
"His name is Michael Potter. He recently became a part-time secretary at my corporation, AAM."
"Am I to presume, that this same individual is the one that you need power of attorney for?"
"That is correct."
"David, is Michael going to become what I think he is going to become?"
"Yes, Rich. I have finally found a houseboy that meets everything that I want in a houseboy and more. He is a nice young man, and he meets the qualifications I have set."
"David, it would be my great pleasure to write up the contract for you two then. Will he have a attorney that will go over it with him, before we set up a time to sign and notarize everything?"
"Yes, I have already told Michael that once the contract was written, I was going to be sending him to the head attorney for AAM to be pointed to an attorney that would look out for his best interests. He begrudgingly agreed. We wanted to just take your word and mine and just sign. But you know that I don't allow that, and even if I did, you wouldn't."
"That's right, David, I don't. Do you have notes or an audio recording from your discussions so I can have something to work off of as I draft the power of attorneys and the contract?"
"Yes, I have those things that you need right here. How quickly will you be able to have a draft of the contract to me for my approval?"
"I should be able to get the draft of the contract to you tomorrow and provided by how quickly you return them, I could have it finalized and ready to be sent to the attorney representing Michael by Friday."
"Great, I look forward to seeing you do as good of work as I have received in the past."
"I am sure you will be pleased. Is there anything else I can do for you, David."
"No, Rich. That is all. Thanks for coming and getting this material and doing this for me."
"You're welcome David. That is why you pay me the big bucks to be your attorney."
With that, we stood and shook hands. Rich left while I sat back down. I pulled out my presentation that I had been working on for the Board of Directors meeting that I have coming up on Friday. I spent the next couple of hours working on it, and was occasionally disturbed when a nurse came in to check on Jill. I had just finished putting my finishing touches on the presentation when Jill woke up. I buzzed the nurse, and the nurse came in to check on Jill and left to call the doctor.
Jill and I talked quietly while we waited for the doctor to arrive. She asked me what I was working on while she was asleep, why I was still at the hospital, and what I was not back at the office. She remembered that I was supposed to go to a couple of my other offices during the afternoon. I told her that my place was next to her for the day to make sure she was okay and being well taken care of. She thanked me for my kindness. The doctor then arrived cutting off any further conversation.
The doctor told her about the injuries that she sustained and about some of the damage that her ex had inflected. He said that they would not have to go in and operate, that they were going to closely monitor her for the next week or so, to make sure that everything was okay, and that nothing was happening that they hadn't detected.
The doctor did tell her that had she not been found when she was, that she would have been a lot worse off because of some swelling in the brain. Jill looked at me and thanked me again for taking the whole situation seriously when she didn't arrive for work. I reminded her that that was out of character for her to not call me if she was going to be late, or if she was going to be out.
I sat with Jill until it was time to meet several friends for dinner at the Mexican restaurant. Before leaving I told her that I would be back tomorrow to check on her. She thanked me again for my kindness.
I had a great time with my friends. They were business associates, and we were sharing stories. One of my dinner partners was my friend in HOP-MI the mother corporation that AAM was currently working on separating ourselves from. During the course of the evening, our friends slowly left for other engagements. Soon it was just Joyce Cook and I. Joyce Cook is the friend that has been feeding me information from and about HOP-MI.
Joyce and I began to talk, and I began to tell her about the developments that had happened since we last talked. She was shocked to hear of the memo that John Fisher received a couple days earlier. She asked me what our Board of Directors response was to the memo. I explained to her the meeting I had with a member of the Board of Directors and that hopefully by the end of the day Friday AAM and all daughter corporations would no longer be attached to HOP-MI.
"Really! What is going to happen to me when the DA files the court cases against the corporation, the founder and CEO, and the Board of Directors? Am I going to be protected?"
"Joyce, I have the assurance of the DA that you will be protected and that no charges will be pressed against you. The state thanks you for the work you have done in helping to uncover and provided documents to prove the criminal activities."
"David, will I have a job when this is all said and done?"
"Yes, you will have a job when this is over with. I would hire you now, except that it would compromise you. Just know that you will have a job with AAM when this is over with."
"Thank you, David, for everything you have done."
"You're welcome, Joyce. And thank you."
"You know my boss is not going to be very happy when she finds out what is going to happen. In fact, that is putting it lightly. She will be thoroughly pissed. She will rant and rave, yell, scream, and carry-on about how you are in the wrong, that you have no right to do this, and that this is unethical."
"Yeah, she will be thoroughly pissed, but we can do this, we do have the right, it is the ethical things to do, and we are in the right. She is the one committing ethical and legal violations."
"You know that, and I know that, but she pretends to not know that."
We talked for a few more minutes and then went our separate ways.
It was getting late, and I still had some work to do. I got home, and Michael was there sitting in the living room. He was doing some work that he brought home from the office when he came home. I came in and went to the kitchen to get a Dr. Pepper. Then I went to my office and began to work. I noticed the handwritten essay that I had asked Michael to write. I quickly glanced through it and was impressed. He had a good writing style. I began to think he might make a good speechwriter. I sat it aside to read and deal with later.
I had just started working through a stack of files that I had brought home to work on, when the phone rang. I quickly answered, and it was Jacob Bonow. He told me we needed to talk ASAP. I gave him directions to my house and told him to meet me here as soon as he could. Once I hung up I went out to the living room to talk to Michael.
"Michael, that phone call was from a member of the Board of Directors. He and I need to talk. Go into the kitchen, pull up the computer and type in Jacob Bonow. It will give you his favorite drink. Once he arrives, please prepare him his drink and fix me a strawberry and kiwi herbal tea with four and a half heaping teaspoons of sugar. Come with me so I can show you where the conference room is. When Jacob arrives this is where he and I will talk and where you will need to bring our drinks. Once you have served the drinks, you will need to leave and shut the door. Do not try to listen in. This is a private conversation and we will be discussing confidential and private information. Do you understand?"
"Yes sir, I do understand."
"I trust you Michael. I know we are not under contract but it is important that you obey me on this. Many lives hang in the balance."
"I will obey, David."
"Thank you, Michael."
"You're welcome, David."
I was sitting in the conference room with several files, a couple of opened binders, and a couple of legal pads of paper and pens looking at some information when Jacob arrived. Michael showed him into the conference room and then left to get the drinks. He returned, offered Jacob his drink, and then gave me mine. He left pulling the door completely shut. As soon as the door shut, a TV monitor came on and I was able to see the hallway leading up to the door of the conference room. I saw him walking down the hallway away from us. He was obeying my desires so I could hold this private meeting.
"David, I was doing some research through our bylaws, state laws, and federal laws, concerning the dissolution of the bonds between AAM and HOP-MI. From what I can tell we will be successful in doing it. However, we have to get a 3/4 majority vote not the traditional 2/3's vote."
"What!?!? A 3/4's majority vote? Why do I not know about this?"
"You know that there is a special packet that I have that gets mailed to you in a sealed envelope of which you are not permitted to open. That packet gets mailed to you whenever the Board of Directors elects a new board president. Well, I kept mine when my term was up even though I am suppose to destroy it."
"Are you telling me that there are special guidelines that we have to follow, but yet no one on the board knows about it? What other secretive items are there that you and other Board of Director presidents have been keeping from the board?"
"David, please understand me when I tell you that I never had any intentions to keep this information hidden from you or anyone else on the board. I thought everyone else knew about it."
"How did you come up with that idea?"
"Because of the date on the packet and the letter that was included. You know how immediately after the board has elected a new board president and have welcomed him/her into their new position, that the Board of Directors move into a session without the newly elected board president to discuss compensation of time?"
" While the letter claims that the packet that is enclosed with the letter was developed and adopted by the board during that session. It wasn't till it came time to elect the next board president, and I was in the room for that session that I learned that the letter was not telling the truth. My suspicions were confirmed when I talked with the current board president to see if he got the same packet. He did; he was shocked to say the least that the letter was a lie. He blamed you for the lies in the letter."
"Me!? Why me?"
"Because the letter is supposedly written and sent by you. When he started to accuse you though, I told him that I had compared your verified signature, against that which is on the letter and they are too different to be yours. The one on the letter looks almost feminine."
"You mean the founder and president of HOP-MI has been forging the signature of the Secretary of the Board of Directors?"
"Great. I will need to get photocopies of the packet and the letter from you as evidence against this individual."
"I have several copies with me. Now, on to this 3/4 majority vote that we need to dissolve the bond."
"That is going to be almost impossible. We both know that we currently have about half of the Board of Directors that are in favor of dissolving the bond. We have a quarter that are opposed. Finally, we have another quarter that we have no way of knowing which way the fall on the matter. For this to pass, we would need to have everyone that is in the quarter we are unsure about, and a couple from those that are opposed, to vote in favor of dissolving the bond."
"I know what we need. I have been meeting privately with each member of the Board of Directors. I got the board president to write a gag order for me to use. I told him that what I needed to discuss with each board member was so confidential that if any person talked about it, that it could jeopardize and bring harm to many people. He issued the gag order, so I am able to talk with each board member, and then put them under gag order."
"How have these talks been going?"
"They have been going well. I have talked with the half that we know are in our court. They confirmed that they were in agreement and wanted to dissolve the bond between AAM and HOP-MI. I then started talking with those that fell in the quarter that we are unsure about. Surprisingly, after talking with each of them using what if situations, they all said that in such a situation they would support dissolving the bonds between AAM and HOP-MI. I finally started talking with the naysayers, those that believe we should not dissolve the bonds. I started with those that have voted no, but weren't adamant in the discussion then moved my way towards those that have been adamant. Using those same what-ifs, I convinced a handful of the current naysayers to actually say that in that situation they would support the dissolution of the bond."
"Are you telling me that we stand a very good chance at having a good solid ¾ majority going into this meeting?"
"Yes, we will have a solid majority going into the vote."
"That is wonderful news."
"Yes, it is David. I actually have several backers that are going to co-sponsor the articles of dissolution of the bond between AAM and HOP-MI."
"That is good. I wish I could, but we know I can't and why. Listen, while I am thinking about it. If these articles pass, and after a recess for me to file the articles, I will want to bring up a motion to increase the number of chief executives from 6 to 8, make the CPO and the CCO chief executives, and have them sit on the chief executives board. What is your opinion?"
"I fully agree. Those two positions should have always been chief executives, if it wasn't for the required bylaw provision limiting the number to 6. Would you also be nominating Janice and Chris to fill the newly created chief executive positions?"
"Yes, Jacob, I would. They are both highly qualified in what they are doing. We have them doing the work, and job load of a chief executive, just without the respect and the pay. They both currently answer to me as the CIO. By naming them chief executives, we would be making those two positions answering to the CEO and no longer to the CIO."
"I would fully support your motion and would even second it to bring it up for a vote."
"Well, David, I just thought that I needed to get this information to you ASAP so you could give an update report to John."
"Thank you, Jacob for all your work on this. I appreciate it and I know John does too, even though he does not know that you are the one that is doing all this."
"Your welcome, David. Well, I'll see myself to the door. See you at the meeting on Friday."
"Ok, Jacob. See you then."
With that Jacob left the conference room. Michael obviously heard the front door shut, and came looking for me. He wanted to know if everything was ok, and I told him that everything was fine, there were just some details that Jacob and I needed to discuss concerning a board meeting we had coming up on Friday.
Michael and I talked about our schedules for the rest of the week. I told him that I had gotten my attorney started at drafting up the contract for us. I also told him that Friday was going to be a hectic day in my office area. I was not going to be in because of the board meeting. He was interested to know what all the board was going to be doing on Friday. I did a brief overview of our public agenda for the meeting as well as a schedule of when things would be happening.
He was most interested in the fact that the board would have breakfast, lunch, and supper together as part of our monthly board meeting. He was also interested in the press conference. He asked if there was anyway that he could observe the press conference without getting into trouble. I told him, I would get him a pass to the press conference but that he would not be permitted into the area were the press was. I also stressed that he could not tell them that I had gotten him the pass.
It was getting late, and I needed to get a report written up for John to glance through tomorrow. I was going to go in early and check in on Jill to see how she is doing before going in to work. I have to go to work tomorrow, as much as I would rather be with Jill, I know I can't. She would force me to go in to the office like she did the last time, and continue working. I had already called and arranged a meeting with John for next Tuesday during lunch. It was a replacement for the appointment I had canceled today.
John is a very understanding man. He knew a little about the relationship between Jill and I, and he knew that yesterday I was going to be distracted and so he allowed me to do what I knew I needed to be doing. He knew I would still get the work done that I needed to get done during the day, because he knew Jill would not be awake all day, and that Jill would insist on me working.
I finally finished the reports that I needed to get finished and crawled into bed at about 2:30 AM. I got up at my normal time to do my daily devotions and prayer, followed by my morning run. When I returned, Michael was awake, showered, dressed, and fixing breakfast. When I returned, I walked into the kitchen and instructed Michael that this morning I wanted Twinnings of London Irish Breakfast Tea. I instructed him that once the water had come to a boil, to pour the hot water into the tea cup, and then place the tea packet in the water. He looked at me with a questioned look.
"David, yesterday you had me do the complete opposite of what you are instructing me today."
"Michael, each tea is different. I have personally tried different ways of making tea. Putting the tea packet, and pouring the water on top of it, or vice versa. I personally find that the Princess Noori tea that I had yesterday has a more fragrant taste when you pour the hot water onto the tea packet. Most other tea varieties have a better taste when you place the tea packet into the hot water, not pouring the hot water onto the tea packet."
"Ok. I see that I will need to pay attention to what your personal preference is when it comes to your tea."
"Yes, Michael, you will. But, I have made it easier on you. You know the computer you used to look up Jacob Bonow's drink preference?"
"That computer also lists my preference for each tea variety and how you are to make it. It will tell you which tea variety I want each morning. You need to memorize this, because after a certain length of time, that information will lock up, and you will need a password to access it."
With that I went to take a shower and get dressed for work. I gathered my reports and placed them in my briefcase. I was getting prepared to go into the office, when Michael knocked and announced that breakfast was ready. I went out and had breakfast. I ate quickly so I could stop in and see Jill.
I told Michael that I would see him when I got home from work. I drove straight to the hospital, and went in and saw Jill. While I was talking with her the doctor came in and began to check her out for the morning. He said she was progressing well and that he was optimistic. He scheduled a couple of tests to be run during the morning. With that I told Jill that I would stop in on my way home after work.
When I got to work, I found my entire office area waiting for me to hear how Jill was doing. I gave them the doctors update, and there was a cheer. I walked into my office, and my aide was waiting and handed me my tea, and started my briefing on the happenings. Upon completion, she left and I stepped into the executives' hallway, and walked to John's office. I stepped into the office, and greeted John. I handed him my report concerning the meeting with Jacob Bonow. The report did not list Jacob as the board member; I was still protecting his identity.
John glanced through the report and read through some of the more important parts. He was distressed that there were stricter guidelines that the board was going to have to abide by. He saw that we could meet those guidelines, but that it was going to take some work. John asked if there was anything he could do to help. I told him that there really was nothing that we could do, because of our current commitment to the policies of HOP-MI.
With that, he said that he had several important meetings he needed to finish getting ready for. He told me that he would see me tomorrow afternoon for the cocktails. With that I walked back to my office, and headed to the CPO's office. I had noticed that I had not received a report from him and I wanted to know what he had uncovered since I talked to him yesterday. I walked to his office; his secretary saw me and buzzed him to let him know that I was on my way. By the time I got to his office, Chris was waiting for me. We welcomed me into his office, and as soon as we closed the door he started telling me that he has just finished his report and that it was printing now. He asked if I would deliver the report to the rest of the executives, since I was on the same level as them. I told him I would. He handed me my copy of the report and I started reading it. It was a pretty detailed account of a timeline that Billy followed from entering the property, to gaining entry to the building, and then getting up to the office area. The report started looking at the ways he was able to gain entry with a gun, and succeed in getting Jill out of the building without getting caught.
Chris was apologetic again that this happened. He wanted to know if anyone was going to loose his or her job over this situation. I assured him that neither John, nor I were interested in firing anyone, we just wanted to make sure that something like this never happened again. Chris sighed in relief and thanked me.
I had work to do, so I took the rest of the chief executives reports, delivered them, and then went to my office to begin getting caught up from not being in the office the day before. First on my to-do list was calling the restaurants that the board would be eating at for each of their meals. I set up a credit with each restaurant to put everything on one tab, and that everything would be placed on a credit card. I did tell them, that any alcohol would be payable by the person that ordered it not by my tab.
The rest of my day was spent getting things ready for the Board of Directors meeting tomorrow. I printed agendas, information packets, and reports for each of the board members. I went to the board room and made arrangements in there to get everything ready. I got with security to protect the floor and prevent entry to the floor by any non-board member unless they were directed to come by request of the Board of Directors. I confirmed with the press that there would be a press conference at 6:15 PM on Friday. Finally, close to 5:45 I was finished and everything was ready for the Board of Directors to arrive in the morning for pre-breakfast drinks at 6:30 AM to be followed by breakfast at 7:00. I did manage to remember to get a pass for Michael to attend the press conference.
I stopped by and saw Jill; she was doing well after the tests and was looking even better then when I saw her that morning. I went on home and Michael was there. He was fixing dinner. He was fixing enchiladas and nachos with chili con queso. I grabbed my Dr. Pepper and began looking through my mail. I sorted things out, and dealt with the most important after throwing out the junk mail.
I told Michael that after supper, I would be going to bed early, so I could wake up refreshed for the Board of Directors meeting. I told him that in the morning he would only have to fix me my morning tea because I was having breakfast with the rest of the board members. Michael understood and said that he would keep quiet and make sure that he would lock up the house before going to bed. He affirmed that he would not disturb me. I thanked him.
I thanked Michael for the delicious supper, and went to my bedroom and got ready for bed. After going through my nighttime routines, I went to bed and quickly fell asleep. I slept through the night, and woke up refreshed and ready to go. I did my morning devotions and prayer, but skipped my morning run. I knew I would not have the time because I had to get dressed and get in the office to be there to welcome and greet each of the board members for the Board of Directors meeting.
Michael had my tea ready to go, when I came out of my bedroom dressed for the Board of Directors meeting. I was wearing an expensive pinstripe suit complete with a tie. Our corporation had a company color, a nice shade of blue. Our other color is white. The tie was this shade of blue. I handed Michael his guest pass and told him that he was to say that he was asked to be there by the CIO as a representative of his office area.
I left and headed to the office building. I called the hospital on my way, and I talked to a nurse about Jill's status. Apparently things are going well, and she was getting better with each passing hour. That was good news. I pulled into my reserved parking space as a member of the Board of Directors. On the days that the Board of Directors meet, we blockade a section of the parking lot closest to the entrance for the members of the Board of Directors to park their vehicles. On the days of board meetings, I am acting in my role as Secretary of the Board not as CIO of the corporation, so I park with the rest of the board members. As CIO I also have a reserved parking spot to use whenever I am at the office.
I walked in and greeted the security officer that was handling the entrance and exits of everyone because of the Board of Directors meeting. I passed my briefcase and other items with me through the machine, and then I walked through the metal detector myself. After clearing the check point and collecting my items, I went to my office to get the boxes of materials that I needed for the board meeting. I proceeded on to the 14 th floor where the meeting was going to take place.
I finished getting the room ready, when the catered food service arrived to set up the drinks and cocktails for the board members to enjoy before leaving to go have breakfast. I got myself a mixed fruit juice that this catering company was known for. It is absolutely delicious. They will never tell me what is in it, but I have detected the subtle taste of apple, orange, grape, raspberry, blackberry, blueberry, banana, watermelon, cantaloupe, honeydew, and strawberry. Every time I get it, I try and see if I can detect any more fruits. They tell me that the ones I have mentioned are included but that I am missing several and that they will not tell me quantities until I have guessed every fruit that is included.
By the time they are completely set up and everything is ready to go, the board members have started to arrive. While everyone waits for the entire board to arrive, they stand around and chat with different board members. Talk turns to some of the items that the board will be discussing during the day and people start getting restless waiting for the last couple of board members to arrive. Finally, Mr. Jacob Bonow arrived. He was the last board member to arrive, and we could finally head out for breakfast.
In the corporation, all members of the Board of Directors are volunteers. We pay the members of the executive committee for their work. The compensation to the board in thanks of all their hard work is three meals at different 5-star restaurants, free snacks, and beverages throughout the day. At Christmas time they are treated to a theatre show and a dinner for them and their spouse. The only tab the corporation will not pick up is if any board member desires to have an alcoholic beverage during the course of the day whether it is as part of a meal, or there at the board meeting.
Breakfast was a great time of allowing the board members to chat amongst themselves and catch up on each other's lives. For most of the board, it is only here at these meetings that they get a chance to see each other and chat. Once breakfast was finished, we headed back to the office of the corporation and we began the meeting.
The President of the Board of Directors, Mr. James O'Connell, called the meeting to order, read and adopted the agenda for the day, and read the minutes from our previous meeting. Once they were approved we received a couple of reports. I then gave me presentation with a motion to develop and build a new park. The motion passed 20-12.
Next on the agenda was an important acquisition that we had been working on. We welcomed Mr. William Smith, president of the Board of Directors of the company DPC-IM that we desired to acquire, to the meeting to talk with the board. He greeted us and announced that the Board of Directors had unanimously agreed to the acquisition, and that work would be able to begin as soon as we voted to agree to the terms of the acquisition. We had already gotten clearance from the necessary agencies. After he reported on the terms that had been worked out, and on the vote of their Board of Directors, we thanked him for his time to come and report. We then had him go to a room on the same floor while we discussed the details of his report.
We held a secret ballot, as per the guidelines of our bylaws, and the motion to acquire DPC-IM passed by a vote of 25 to 7. Afterwards, we brought Mr. Smith back in, and reported to him that the Board of Directors had adopted the terms of acquisition of his company, and that we would begin the necessary measures to finalize the deal.
After Mr. Smith left, the Board of Directors discussed and held votes on several other items that needed the boards' approval on. One item was on the next year's tentative budget for the corporation. That discussion always causes heated debates because there are people that have worked in certain areas that are similar to areas that we have in the corporation and they believe that those areas deserve more money than they are getting allocated. Finally the board adopts a tentative budget for the next fiscal year that we will then send throughout the corporation to get feedback on. By the time we finished that discussion it was time for lunch.
After returning from lunch, we had two more detailed items on the agenda before members could bring up new items not included on the agenda. We quickly dispensed with those two items and then Mr. O'Connell opened the floor for new motions. Mrs. Sherry Perryman brought a motion up to have a Board of Directors sponsored ball for the elite of the city. The discussion got refered to our fundraising committee with a directive to report at our next regular meeting.
Mr. Jacob Bonow, then stood up, and got the floor. He began to talk about a memo that he had been told about that the corporation had received. He informed the board about the goals of the founder and president of our mother corporation. He made a motion to dissolve all ties between our corporation and our mother corporation. Mrs. Nicole Schultz seconded the motion. Immediately Mr. James Hoffman, stands, gets the floor, and tries to have Mr. James O'Connell declare the motion out of order and against the provisions of the bylaws.
Mr. James O'Connell saw right through Mr. James Hoffman, ruled him out of order, tells him to sit down, and states that the motion is up for discussion. Immediately it is obvious to see where each person on the board falls on the issue. The only people that you can't tell are the new members that have been added since the last time this issue came up. There are seven of them: Mr. Scott Pierce, Mr. JC Spencer, Mr. Mike Crawford, Mrs. Rebecca Brown, Mr. Todd Willis, Mrs. Danielle Edinburgh, and Mrs. Nancy Underwood. If what Mr. Jacob Bonow told me in that meeting at my house was true, then we needed at least 6 of the 7 undecided members to vote in favor of the motion for the motion to pass.
The discussion is heated, with hot words thrown around among the board members that are for the motion and those that are against. Several times, some of the board members that were against the motion tried to pull me into the discussion, and each time I replied that "I abstain from making any comments either in favor or against this motion. I am prohibited from being involved in this discussion."
Finally after two grueling hours of discussion, a motion is made by Mrs. Carrie Garland to have a preliminary voice vote as called for in the bylaws on a motion to dissolve ties or on a motion of dissolution. The motion is seconded by Mr. Paul Woods. As the secretary of the Board of Directors it was my duty to call out the name of each board member in alphabetical order, listen for their vote, record it, and then repeat their name and their vote. At the end, I reread each board member's name and their vote. This allows the board member to make sure that their vote was recorded accurately.
"Mr. Jacob Bonow – Yes
Mrs. Rebecca Bowman - Yes
Mr. Andrew Carlson - Yes
Mr. Mike Crawford - No
Mrs. Danielle Edinburgh - Yes
Mrs. Carrie Garland - No
Mrs. Cindy Green - Yes
Mr. James Hoffman - No
Mr. JD Hutchison - No
Mrs. Faye Kennedy - No
Dr. Tim Long - Yes
Mrs. Marie Loutherback - Yes
Mr. Daniel Mace - Yes
Mrs. Jill Mann - Yes
Mr. David Murray - No
Mr. Brent Norris - Yes
Mr. James O'Connell - No
Mrs. Sarah Osborne - Yes
Rev. Duane Patterson - Yes
Mrs. Sherry Perryman - No
Mr. Scott Pierce - Yes
Mr. Robert Rice - Yes
Dr. Catherine Salter - No
Mrs. Nicole Schultz - Yes
Mr. JC Spencer - Yes
Mrs. Kimberly Trimble - Yes
Mrs. Nancy Underwood - Yes
Mrs. Michelle van Dyke - Yes
Mr. David J. Vardeman - Yes
Mrs. Brandy Wilkerson - Yes
Mr. Todd Willis - Yes
Mr. Paul Woods - Yes
The ayes have 23 and the nays have 9."
Mr. O'Connell than speaks up and says, "I want everyone to understand that this is not the official vote. The official vote must be by secret ballot. Furthermore, due to the close vote, I feel I must inform you. There is a packet that gets given to the President of the Board of Directors by the Secretary of the Board of Directors. The cover letter makes it sound like that it is a packet that the board adopted after I was elected. However, in talking with several past-presidents of the Board of Directors, that then sat in on the meeting after the newly elected president steps out, that no such packet is ever discussed or adopted. However, it is a binding packet that we are required to follow.
"There is a provision in our bylaws, that any document adopted by HOP-MI is binding upon any representative of the corporation. As president of the Board of Directors, I am considered a representative of the corporation. This packet states that any vote to dissolve the ties or of dissolution requires a 3/4's vote of the Board of Directors. Since we have 32 board members that means we have to have at least a vote of 24 ayes, for the motion to be considered passed. Currently according to the roll call vote we don't have that, but the official ballot has yet to be cast."
Dr. Tim Long rose and said, "Mr. President."
"The chair recognizes Dr. Tim Long"
"Mr. President, I call for the previous question"
"I second the motion," said Rev. Duane Patterson.
Mr. O'Connell put the motion up for a vote, and it passed. All debate was closed. I proceeded to pass out the ballots. Each board member cast their ballot, and placed their ballot in the ballot box. I then took the ballot box, and in the presence of the Board of Directors read off each ballot, making a notation of the number of ayes and the number of nays. I reported the results to the President of the Board of Directors, and he then announced the results.
"The ayes have 26, the nays have 6. The motion has passed. This corporation is no longer a daughter corporation."
"Mr. President," said Mr. Jacob Bonow.
"The chair recognizes Mr. Jacob Bonow."
"Mr. President, I move that we recess to allow Mr. Secretary time to make this vote official in the eyes of the law."
"I second the motion," said Mr. Daniel Mace.
"All those in favor say aye."
Everyone said aye.
"All those opposed say nay."
There was absolute silence.
"The ayes have it; we are in recessed until Mr. Secretary has returned."
With that I left the board room, and proceeded down to my office. The DA was waiting for me.
"I see you finally got a recess."
"Yes, we are recessed until `Mr. Secretary has returned'. I have all the paper work filled out all I have to do is plug in the vote into a couple of places and then print and sign in triplicate. Would you mind going with me to the courthouse so I can file these papers?"
"I would be honored to. You know, I am ready to officially file all these court cases. The court already has them, but I have waited to make them officially filed."
"Great. I am so glad we are finally removed from that dictator's rule."
"I am glad for you. I would have hated to have to press charges against you and AAM. Tell me how the vote was?"
"Well, the voice vote was 23 ayes and 9 nays. The official vote was 26 ayes and 6 nays. We were required to have a 3/4 majority for the motion to dissolve the ties to pass."
"No, another stupid rule that the founder of HOP-MI had forced upon us. No matter though, we no longer have to abide by her rules. I wish I could be a fly on the wall when she gets all this paper work."
"I am sure she is going to be pissed, David."
"That is putting it lightly, Walter M. Richardson."
"Well, here are the three signed copies; one for the courthouse, one for the founder and president of HOP-MI, and one for our records. Let us be on our way. I have a couple of more motions I want to get passed through today."
With that Walter and I, proceeded to leave the building through the executives exit. We got into Walter's car, and he drove us to the courthouse. Once there, we collected the 5 boxes of motions he was filing, and I carried the paperwork that I was filing and we entered the courthouse. We walked in and the clerk saw all the boxes and groaned.
"Mr. Richardson, what are you trying to do, bury us in even more paperwork? And Mr. Murray what are you doing here, I heard you had a Board of Directors meeting today?"
"Now Rhonda, be nice. Mr. Murray, was one thing he needs to file with the state. His corporation just voted to dissolve all ties with HOP-MI."
"Oh, Mr. Murray, that is great news. I was wondering when this would happen. I would be honored to file your paperwork and make everything official."
"Thank you, Rhonda. I would appreciate that. I have three copies that you will need to make official. One is for HOP-MI, one is for the state records, and the third is for AAM's records."
"Yes, sir. Wait right here, and I will get everything needed to make this official."
Rhonda was gone no more than two minutes and returned. She signed and had the DA and a secretary sign as witnesses and then notarized all three copies. She then turned to the DA.
"Now, Mr. Richardson. What in God's name are in those five boxes?"
"Rhonda, those are literally thousands of court cases that are being filed against HOP-MI the former mother corporation to AAM. There are also thousands of court cases being filed against the founder and president, as well as each member of the Board of Directors, and the chief executives of HOP-MI. All notarizing and other work has been done by the other clerk and already on file. The ones in these boxes are the ones that you need to have sent by courier to Mrs. Cholt at HOP-MI along with this the dissolution of ties that David just filed. The courier, needs to hand the articles that David just filed to Mrs. Cholt first, before bringing in the five boxes of court cases that I have filed."
"Yes, sir. Mr. Richardson, when would you like to have this delivered?"
"Just before business hours close today. Since today is Friday, there will be nothing she or her corporation can do. By then, everything will be public knowledge."
"Okay, I will have our official courier come and pick them up now, and then go and sit outside Mrs. Cholt's corporation until 5 minutes to 5:00."
With that Walter and I drove back to my corporation headquarters so I could get back to the board meeting. Once I got back to the 14 th floor and entered the room, Mr. James O'Connell called the meeting back to order. Once the meeting was called to order, I gained the floor and reported on what had happened.
"Ladies and gentleman of the Board of Directors, I am pleased to announce that everything is official. AAM is no longer a daughter corporation of HOP-MI. We are now our own stand-alone corporation with our own daughter corporations. Furthermore, I talked with the DA Walter M. Richardson, and he informed me that he was there at the court house to file literally thousands of court cases in court against Mrs. Cholt, HOP-MI, the Board of Directors of HOP-MI, and the chief executives of HOP-MI."
With that announcement applause broke out around the room.
I continued, "You may not realize this, but it is a good thing that we were not attached as a daughter corporation to HOP-MI, at the time those court cases were filed. Now that we are no longer a daughter corporation of HOP-MI, I move that an amendment be made to the bylaws of AAM and increase the number of chief executives from 6 to 8.
"I second the motion," said Mr. Jacob Bonow.
The Board President then stated, "The floor is now open to debate on this motion."
Several board members that were opposed to dissolving the ties with HOP-MI spoke out against increasing the number of chief executives. Others that were opposed to the dissolution of ties spoke out in favor of the motion. When it was all said and done with, the vote was 29-3 to adopt the motion and increase the number of chief executives from 6 to 8.
"Mr. President," I said.
"The chair recognizes Mr. David Murray."
"Mr. President, I move to make the positions of Chief Privacy Officer (CPO) and Chief Communications Officer (CCO) chief executives."
"I second the motion," Mr. Jacob Bonow quickly said.
"The floor is now open to debate." Said the board president.
There was no debate. No one spoke out in favor or against. After a brief pause, the president called for vote. The vote was 24-8 in favor of making the CPO and CCO chief executives.
"The chair recognizes Mr. David Murray."
"Mr. President, I move that we make the CPO and CCO members of the Chief Executives Committee."
"I second the motion." Mr. Jacob Bonow said.
"The floor is now open to debate."
Several board members spoke up saying they thought that by making those two positions chief executives, they would automatically sit on the chief executives committee. I spoke up and said that for the longest time the COO and the E.VP did not sit on the chief executives committee even though both positions had been instated as chief executives. It takes a majority vote of the board of directors to name a chief executive position to be a spot on the chief executives committee. After some time of discussion, the motion was put up to vote. The motion was adopted by a vote of 23-9 to add the CPO and the CCO to the chief executives committee.
"The chair recognizes Mr. David Murray."
"Mr. President, I move that Chris Jenkins be elected to serve as CPO for a term to coincide with group 1 of the chief executives."
"I second the motion," said Mr. Jacob Bonow.
"The floor is open for debate."
There was some heated discussion as to whether a search should be done to see if he was the most qualified, or whether he deserved it after his faithful work to this corporation. When the motion finally went up for a vote, it was adopted and Chris Jenkins was elected as the first chief executive CPO of AAM for a term to coincide with the CEO and CTO by a vote of 25-7.
"The chair recognizes Mr. David Murray."
"Mr. President, I move that Janice Oliver be elected to serve as CCO for a term to coincide with group 2 of the chief executives."
"I second the motion," said Mr. Jacob Bonow
"The floor is now open to debate."
After the same debate that followed the motion for Chris, Janice was elected to serve as the first chief executive CCO of AAM for a term to coincide with CIO and COO by a vote of 24-8.
Finally, I was finished with everything that I desired to get adopted now that AAM was no longer the daughter corporation of HOP-MI. A motion to adjourn was adopted and the board meeting was over. All that was left to do was the press conference at 6:15 and the dinner at 7:00.
James O'Connell, Jacob Bonow, and I went to my office to chat about who was going to announce what. It was determined that James would announce the acquisition with William Smith of DPC-IM. Jacob would announce the approval of several million dollars to create a new park and wooded reserve area for the city. I would be announcing the dissolution of ties between AAM and HOP-MI and the installment of CPO and CCO as chief executives of AAM. The DA was also going to be at our press conference and he would be announcing the pressing of charges against HOP-MI
While sitting in my office my personal attorney arrived with several copies of the contract for me to take with me. I had already set Michael up with an attorney to look through the contract and make any changes tomorrow. My attorney and his secretary would be on hand tomorrow to make any changes to the contract, print them out and then Michael and I would be able to sign in the presence of witnesses the contract between him and me. I was ecstatic. By this time tomorrow evening Michael would be serving as my houseboy, as per the contract.
When 5:30 rolled around, I walked out of my office and into the executive's hallway to head to the conference room. I was the last to arrive. John Fisher (CEO), Mary Rankin (CFO), Donald Hartfeld (CTO) Catherine Willows (E.VP), and Lance Browning (COO) were present. Also present were CPO Chris Jenkins and CCO Janice Oliver. They were all standing around chatting and as soon as I walked in the entire room went silent. I could have heard a pin drop. John called everyone to order, and asked everyone to have a seat. Once everyone was seated, I stood up and addressed everyone."
"Good evening, everyone. I am here this evening to report to you on the results of today's Board of Directors meeting. Before I begin I want to thank everyone for waiting around, and staying on this Friday evening."
Catherine spoke up and said, "David will you just shut up and tell us what we want to know."
"Ok, Catherine. Don't get your stomach all knotted up. Ladies and gentlemen as of 4:18 PM on March 5 the ties were dissolved between AAM and HOP-MI. We are no longer a daughter corporation of HOP-MI."
With that the room broke out in cheers and applause. Everyone was out of their chairs, jumping up and down and were ecstatic. Once everyone was seated again, I continued.
"The Board of Directors took a brave step today when they did this. We had to have a 3/4's vote majority to dissolve the ties between AAM and HOP-MI."
John spoke up, "A 3/4's majority vote?!?! And you were able to achieve it?"
"Yes, a 3/4's majority vote. We were able to achieve it. We needed a minimum of 24 votes, and we had 26 votes in favor of breaking the ties. The paperwork is filed with the state, and we are no longer viewed as a daughter corporation of HOP-MI. Now, Chris and Janice, I am sure you are beside yourselves wondering why you are here, hearing this information before it is public knowledge. Well I have what I hope is good news. After the ties were broken and I had gone to the courthouse to make it official, the Board of Directors adopted several motions to make the positions of CPO and CCO chief executives. Furthermore, the CPO and the CCO sit on the chief executives committee. The Board of Directors further elected Chris Jenkins to serve as the first chief executive CPO of AAM. Chris you will serve a term to coincide with John and Donald. The Board of Directors further elected Janice Oliver to serve as the first chief executive CCO of AAM. Janice you will serve a term to coincide with Lance and myself. Let me be the first to welcome you as chief executives and as CPO Chris Jenkins and CCO Janice Oliver."
There was applause and handshakes for our two new chief executives. Once the congratulations were finished, I finished speaking.
"With that, ladies and gentlemen, we have a press conference to attend. Chris and Janice as chief executives you are now required to attend. Let us go and get ready to take our seats."
We made our way down to the room attached to the press conference room that was just off stage. Once everyone that was needed for the press conference was backstage and ready to walk in when we were announced, Mary Dickens walked out and greeted the press. At the time she was greeting the press, everyone in the corporation was huddling around TV's in the lounges watching the press conference. I had spread a rumor through my temporary secretary that everyone needed to stay and watch the press conference here at the corporation on TV, because there was going to be some big news that was going to shock everyone and rock the boat.
Mary Dickens after welcoming the press announced the entrance of Board of Directors President James O'Connell, Board of Directors Past-President Jacob Bonow, and Board of Directors Secretary David Murray as the executives of the Board of Directors of AAM. She then announced CEO John Fisher, CIO David Murray, CFO Mary Rankin, CTO Donald Hartfeld, E.VP Catherine Willows, and COO Lance Browning. She announced that also joining the chief executives were Privacy Officer Chris Jenkins and Communications Officer Janice Oliver.
She then walked off stage. James stood up, and walked to the podium and welcomed the press. He then invited William Smith to join him and together they announced the acquisition of DPC-IM by AAM. James then invited Jacob to come to the podium. Jacob announced the building and funding of a new city park by AAM. Finally, the time of the big announcement. I walked up to the podium and began to speak.
"Ladies and gentleman, it is with great pleasure and great honor that I stand here tonight on behalf of AAM and all our daughter corporations, of our employees, and our staffs to make this announcement tonight. Today during the Board of Directors meeting, a motion of dissolution of ties was made and passed. At 4:18 PM today, AAM legally dissolved all ties with HOP-MI, and became our own stand-alone corporation. We are excited about these changes, and the challenges they bring up. We look forward to meeting this challenges, and to continue pushing ahead to be the best in our fields. Afterwards, the Board of Directors voted to increase the number of chief executives and make CPO and CCO chief executives. I am pleased to present to you chief executive CPO Chris Jenkins and chief executive CCO Janice Oliver. Now, ladies and gentlemen, before we begin to take your questions, we have one more announcement that will be made. We are honored to have DA Walter M. Richardson with us this evening."
Walter came out on stage and announced that charges were filed against HOP-MI, her founder, chief executives, and Board of Directors. Once he finished with his announcement, Mary Dickens stepped up to the podium and opened the floor to questions. After about half an hour of questions, she thanked everyone for coming, and ended the press conference.
©2005. By JD Trotter. All Rights Reserved