Below are the final meeting notes of the company in which Levy uses Sir Clive Sinclair’s proxy vote to swing all the decisions his way.
VOTE ON RESOLUTION 2The proposal was therefore defeated. Resolution Proposed by Rai Hamilton: that the employees of the company being two software writers are requested to report in writing or be interviewed by the board to explain the potential of the software in relation to the development of a Chatbot DISCUSSION ON RESOLUTION 3“This proposal is not relevant because the company has no employees. Those who have done work for the company have done so on contract.
I have suggested that if we follow Rai’s suggestion of winding up the company, one way that each shareholder could avoid feeling they have lost out on a future opportunity would be if each is given a CD-ROM containing that software and allowed by all other shareholders to do as they wish with it i.e.
if they can make something of it as a platform they will be free to do so.
I have a copy of those Model Articles with me for reference, should they be needed, on which I have marked those Articles which are explicitly disapplied in our own Articles.“In accordance with our company’s Article 15 the number of directors or their proxies required for a quorum at a Board meeting is three (i.e. The company currently has four directors: Sir Clive Sinclair (Chairman); Dr Janko Mrsic-Flogel, Mr Alexander Hamilton, aka Rai Hamilton, and myself, Dr David Levy.
Today three of these are present in person or by proxy, so we have a quorum.