Serial Nook

My Board Chair Fired Me Before Selling Our Testing Floor, Believing My Founding Shares Had Expired, But My Preferred Stock Forced His Buyout Into A Public Reckoning

The Chair Lost His Gavel When The Audit Reached The Board

Part 6 · 3 min read ·

Malcolm asked that I leave while the board discussed the audit.

Ruth set the report in front of her.

"Mr. Abbasi is here to answer technical questions."

"He is a former employee."

"And a current shareholder," she said.

He looked toward the other directors. The three outside members sat together now. Owen's place was empty. His lawyer had sent a letter saying he was unavailable.

Sora sat near the door, hands folded over her folder.

Nora had told me to keep my answers short. I had written three words on a card: Know. Saw. Kept.

What I knew. What I saw. What records I kept.

Malcolm called the false reports rough drafts.

I showed where a paid invoice said final delivery.

He said a vendor name did not matter.

Arthur showed the personal bank account, the false company statement, and the pages copied from staff work.

He said the stock minutes reflected an informal agreement.

Ruth held up the original signed minutes.

"Then why did the buyer receive a different version?"

"To make the record clear."

"Without another vote?"

"We all knew what Owen was doing."

"I did not," she said.

No one raised a voice. The air vent clicked above us.

At last, Nora asked about the email.

Malcolm adjusted his cuffs.

"My understanding was that his employment interest would lapse."

"You called it a consent clause," she said. "You asked for a release before removing it."

He turned toward me.

"After everything this company gave you."

I looked at the water pitcher. A faint ripple crossed its surface when a truck passed outside.

"I gave the company four months of earned pay," I said. "You signed what I got for it."

Ruth called for a vote.

Three directors voted to remove Malcolm as chair and Owen as secretary. They put control of the records and bank access under an independent committee. Ruth became chair.

Both men remained directors for the moment. A special shareholder meeting would decide whether they kept those seats.

Malcolm gathered his papers while Ruth read the next motion.

The company would pursue recovery of the $180,000. Counsel would seek cancellation of the disputed shares and send the evidence to the proper authorities.

"You're destroying the deal," Malcolm said.

Denise spoke from the far end of the table.

"Your disclosures nearly did that."

He left without asking anyone to find his coat.

After the meeting, I stayed with Denise, Ruth, Sora, and the floor staff.

The bank balance on the screen was $214,000. Payroll ran about $68,000 every two weeks. We had enough room to work, but not enough to argue for months.

Denise wanted the customer contracts. She also wanted a lower cost than rebuilding the floor somewhere else.

"I can take a new plan to our board," she said. "I need a plan I can defend."

Bev opened the schedule.

Elena showed the open orders.

I explained which test stands needed new controls and which only needed repair.

Our proposed upgrades cost $1.2 million over two years. A new isolation room elsewhere would eat most of that before the first useful test.

"Keeping a floor doesn't promise every job forever," Denise said.

"I know," I told her. "Put the promise you can make in writing."

We worked until the light outside turned gray.

The revised plan would keep testing in Peoria for at least three years. Current staff would have two years of pay protection, subject to ordinary rules about work and conduct. Anyone later laid off would get added severance.

A staff council would receive quarterly floor accounts and a meeting before any closure decision after the protected term.

Ruth insisted that the plan carry a funded reserve and clear remedies if the buyer broke it.

Denise did not agree to every line. She crossed out one promise and added a dollar cap to another. I crossed out a loophole about moving work through an affiliate.

It felt like setting a machine level, one foot at a time.

At seven, Sora placed a fresh table beside the draft.

"One million three hundred eighty thousand valid shares, assuming the disputed grant is canceled," she said. "At twelve dollars, that's $16,560,000."

The buyer's earlier budget had included $1,440,000 for Owen's grant. Denise would seek approval to put $1.2 million of that planned spending into the floor instead.

No one called it free money.

I put my pen away.

"My class consent waits for the court record and final terms."

"It should," Ruth said.

My phone vibrated as we packed up.

Nora read the new message over my shoulder.

Owen had offered to surrender the disputed certificate.

Malcolm had refused to sign the settlement.