The showdown between Arcturus $ARCT and its former CEO is culminating in what will likely be a rather uncomfortable meeting at the company’s legal office, where shareholders will vote on who should sit on the board.
Joseph Payne, the former chief executive who was fired from the RNA medicines company for allegedly putting his own self-interests before the company’s, has been a bit of a thorn in the company’s side over the past couple weeks. He had his attorney draft a letter in response to his ouster, alleging the board had conspired against him. In particular, the letter said Payne had been pushed out by four company directors, who he says engaged in an intrigue that violated the rules established by the Israeli laws that govern its operations.
The company’s reverse merger with Israel-based Alcobra, which took place last September, is being blamed for the sudden power shift as the root of “the poor corporate governance demonstrated in recent months,” Payne’s letter noted.
Payne followed that letter with demands for the company to hold an extraordinary general meeting to vote on an ouster of his own design.
That meeting is now set for May 7 at 10 am, taking place at Cooley’s legal offices in San Diego. The company’s shareholders will vote on six proposals: three laid out by Payne and three laid out by the current board.
The proposals center on the makeup of the board. Payne wants four company directors (the ones he says conspired against him) ousted: Stuart Collinson, Craig Willett, Daniel Geffken, and David Shapiro. He suggested four new directors take their place: Magda Marquet, Peter Farrell, Andrew Sassine, and James Barlow.
Arcturus, in return, wants Payne booted from his role as director of the board, with immediate effect. They’re also calling for an audit of the company’s financial statements for the year ended 2017.
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