Chapter 7 - The Emergency Board Meeting

The emergency board meeting happened while I was still hospitalized.
I joined by secure video.
Ethan attended.
Frank.
Four independent directors.
Lydia’s chair seat remained technically hers, but she was under no-contact order with me and counsel advised separate participation.
She joined with attorney from another room.
Rachel attended as company counsel? Conflict because she is my divorce attorney? Better company has separate general counsel. Let's introduce Amelia Brooks as general counsel. Rachel there only as my shareholder/trust counsel? To avoid conflict, company GC runs. So Amelia Brooks led governance.
Amelia said:
“Purpose is preservation, not adjudication.”
Good.
Actions proposed:
Suspend Lydia’s chair authority pending independent investigation.
Create special committee of independent directors.
Freeze payments to five vendors.
Engage external forensic firm.
Preserve all electronic records.
Review conflicts and related-party transactions.
Appoint interim chair.
No declaration of guilt.
Lydia’s lawyer objected.
“Mrs. Bennett denies wrongdoing and disputes reliability of documents obtained in divorce.”
Amelia responded:
“That is why investigation is independent.”
Vote.
Lydia could not vote on her own suspension due conflict under bylaws.
Frank recused voluntarily because spousal relationship.
Ethan voted yes.
Three independent directors yes.
One abstained pending more information.
Motion passed.
Lydia’s face on screen did not change.
Then she looked directly at Ethan.
“You voted against your mother.”
Ethan’s jaw tightened.
“I voted for investigation.”
“After your wife staged a pregnancy and had me arrested.”
I said nothing.
Dr. Patel had already sent verification to Ethan with my authorization.
She knew pregnancy was real now.
Still said staged.
That was not belief anymore.
It was strategy.
Ethan replied:
“The pregnancy is real.”
Lydia:
“So she got lucky.”
Something inside me hardened.
She continued.
“And now she’s using it to take company.”
I finally spoke.
“The Mercer Family Trust already owns fifty-eight percent.”
“You know what I mean.”
“No.”
I leaned toward camera.
“I think for years everyone has let you say ‘Bennett company’ until you began believing the words transferred ownership.”
The independent directors looked uncomfortable.
Good.
Some truths should make boards uncomfortable.
Lydia’s mouth tightened.
“You would have nothing without this family.”
I almost smiled.
“Robert Mercer founded company before I met Ethan.”
She disconnected before vote concluded.
Interim chair:
Diane Keller, former hotel executive and independent director.
Special committee retained forensic firm Hart & Lyle.
My own accountant James handed over work and stepped back from final investigative conclusions to preserve independence.
That mattered.
No one could say I manufactured findings.
The company continued operating.
Employees were told only:
Board chair temporarily suspended pending review of related-party transactions.
No pregnancy mention.
No pool drama.
May you like
Corporate governance did not become family gossip.
At least officially.