Arpad Benedek
This is why it is a good idea to have an independent chair of the board. The chairman of Western Wind Energy Corp.'s board won't be the chairman of what is likely the most important meeting in the company's history.
On Tuesday, shareholders are set to vote on whether to throw out the incumbent board and install a new board proposed by dissident investor Savitr Capital.
That meeting was set to be run by Michael Boyd, the chairman of Western Wind, until the British Columbia Supreme Court ordered an independent chairperson instead run the meeting.
Chairing the meeting will be securities lawyer Gordon Chambers of Cassels Brock Lawyers.
The problem seems to be that Mr. Boyd is not an independent director. In fact, he is not only chairman of the board, but an executive at Western Wind reporting to chief executive Jeffrey Ciachurski, who has been the point man fighting off Savitr. So on one hand, he is the chairman of the board that is supposed to oversee Mr. Ciachurski's work. On the other hand, Mr. Ciachurski is his boss.
"While the appointment of an independent chair is not granted in the ordinary course, the Court held that the series of events in this case gives rise to a reasonable apprehension that the chairmanship of the Meeting by Mr. Boyd, who reports to Mr. Ciachurski, will not be conducted fairly," Savitr said in a statement.
Western Wind said in a statement that "we welcome the appointment of an independent chairperson of the meeting as we are committed to an open and fair meeting."
The result, no matter who wins, is likely to be a sale of Western Wind. Both sides say they want to sell the company; the fight is simply over who is best placed to do it.