The next day had a hectic start. Teddy got fed and walked, puppy pads got changed and Jolene ate breakfast with Randall. They had barely finished when the doorman rang to say that the wedding planner was on her way up.
Randall asked the kitchen staff to bring them a pot of coffee and three cups to the sitting room. Then he led Jolene to the couch and went to the foyer to meet the wedding planner.
Jolene was both nervous and excited. Nervous that the planner would tell them there was no way to pull off a fairytale wedding in three weeks at Christmas. Excited that she was getting the wedding of her dreams with the man of her dreams. Voices intruded on her thoughts – Randall talking to the professionally-dressed woman as they entered the room. “Cost isn’t an issue get her what she wants, and send me the bill. We want the perfect wedding on the 23rd.”
“I understand, but you do realize what it will cost to pull this together so quickly?”
“I do, and I’ll cover every expense just give her what she wants.”
Jolene stood as they came fully into the room. “Hello, I’m Jolene, thank you for coming on such short notice.”
The woman laughed. “Honey your man’s assistant made it impossible to say no. I’ve never been offered such an open-ended contract before. I wouldn’t miss the chance to – how did he put it, oh yeah, spare no expense. Your man has just confirmed that you get whatever you want, so let’s talk wedding.”
Randall sat on one side of Jolene and Clara, the wedding planner, set on the other. She opened up her tablet and started asking questions. An hour later, she was showing Jolene wedding gown photos and when they had picked a few, she called and made an appointment for her to try them on. Then it was on to venue. The lady again made the call and confirmed that Jolene and Randall’s church and pastor were available that day. She made the reservation and assured the pastor that Randall and Jolene would be at his office that evening to start the required premarital counseling. Randall put it on his calendar and quickly called Larry to make sure there was nothing that needed rescheduled. After getting off the phone, he handed Jolene his American Express Gold Card and gave her a kiss. “I need to head in to the office, the board is having a fit with me being gone so much. If you need my opinion on anything, just call me. Larry has been told that you have priority over anything. So call if you need me. I’ll be home in time to eat supper with you before we head over to the church.”
“Okay, I love you, have a good day at work,” Jolene responded, looking up from the images of floral decorations.
“I love you, too.”
Randall hurried to the parking level and raced uptown to his corporate offices. He still got a kick out of seeing his name on the glass doors, but today he only smiled a little bit. He only had an hour till his meeting with the board of directors and he needed to speak with both his lawyer and accountant. As he hurried through the hallways, he smiled and greeted everyone he passed. He remembered that he came from less than most of his employees did and was thankful for all that God had given him. He tried to make sure each and every employee felt like he knew them and cared about them.
Larry was waiting for him outside his office. He didn’t know how, but his assistant seemed to always know when he arrived. Randall was sure the man had someone who called him when the boss was seen entering the building.
“Good morning, Larry.”
“Hello, Mr. Herrschner, the board is already here and wanted to meet as soon as you get here.”
“They’ll have to wait. Get my lawyer and accountant up here right now. Tell them it’s an emergency.”
“Yes, sir, what should I tell the board?”
“Remind them that they work for me, not the other way round. I will be there when I’m ready to be there.”
“You do know that they won’t like that answer.”
“Too bad, while I try to treat everyone fairly, they seem to think that means their combined 15% of the stock gives them control over me. This is not a public company, it is my company. I own 85% of the stock and am the CEO not because they made me CEO but because I own the company. My name is on the doors, not theirs. Now get me my lawyer and accountant.”
Ten minutes later, both the lawyer and accountant were sitting in front of his desk.
“Thank you both for coming. Let me get right to it.” Randall looked at his lawyer. “I need to know what my options are for buying back the 15% stock that the board holds right now. I know there was a buy back clause – what does it say and how long will it take to enforce it?”
The lawyer reached into his briefcase and pulled out five contracts that were gator-clipped together. “Each of your board members signed the same contract. Your buy back option is that you can buy their stock at full market value anytime, and they are required to accept the payment as long as it is full market value. However, if I may give my opinion here?”
“Certainly, that’s why I hired you in the first place, to advise me on legal and contract matters.”
“Mr. Herrschner, such an act will be seen as hostile by the board and as a lack of confidence in their leadership.”
“I understand that.” Randall then looked at the accountant. “What is fair market value of their stock right now?”
The accountant opened his laptop and went to the NY Stock exchange. Then he asked to see the contracts and flipped to the section detailing how much stock each of them held. After using a calculator, he figured out how much each of them were entitled to. “They each have an equal amount of shares in Herrschner Industries that are worth fifty thousand dollars each, as of today’s index.”
“So two hundred and fifty thousand total?”
“ I would like you to prepare me five checks, one for each of them, for one hundred thousand apiece. I need them at noon.”
“May I use your phone?”
While the accountant was calling his office downstairs, Randall turned back to the lawyer. “I’ll need the proper paper work then, as well.”
“Not a problem. Is there anything else?”
“Yes, what are my options when it comes to terminating them all?”
A frown creased the lawyer’s face. “Who?”
“The board, who else have we been talking about?”
“Again, they serve at your pleasure. You may terminate them at any time. It would be customary to give them a severance package equal to two month’s wages.”
“Fine, draw up that paper work as well. I want them gone by the end of the day.”
“I can do that as well. I’ll just head down to my office and get both sets of paperwork ready. Shall I attend the meeting as well?”
“Yes, please.” Randall turned back to the accountant. “I will need those severance packages at noon as well.”
“Of course sir, I’ll go get right on that. Both sets of checks will be here in half an hour.”
“Good. Also, if I can meet with both of you this afternoon I would appreciate it. I have other things I want to do but this takes priority.”
Both men nodded and then left Randall’s office. Larry stepped inside. “Sir, I informed the board that you were booked and would meet with them at noon as was scheduled. They were not pleased.”
“I don’t care. Larry, you’ve been my assistant since I started this enterprise and you’ve done a wonderful job.”
“Thank you, sir.”
“So I want to do something for you. This afternoon I’m promoting you to Vice President of Operations.”
“That isn’t necessary, sir.”
“Actually it is, Larry. As you know, I got engaged this week and Jolene and I are planning to be married before Christmas. I plan to be absent from the company till after the first of the year starting next week. I need to leave the company in the hands of someone who knows me and how I would want it run. That’s you. So I need you to find a replacement for your job as my personal assistant and train them while I’m gone. Also find a female who would make a great personal assistant for Jolene, will you? She’ll need one after we get back. She just doesn’t know it yet. Have that person report to my penthouse tomorrow morning at nine.”
Larry had been busy taking notes. “Yes, sir. May I ask what my new responsibilities will be?”
“You will help me run the company. You will be a member of my new board of directors and will sit in for me when I’m away. Your salary will be $95,000 a year and you will receive 5% of the stock of this company. You will receive an office on this floor and a leased car, and your insurance package will remain the same.”
“Thank you, sir. I will get right on the task of finding those personal assistants.”
“Good – and Larry, congratulations, you’ve earned this post.”
“Thank you, sir.”
Larry left and Randall took a moment to sit and get himself calm. First, he prayed for God’s peace to fill him. Then he opened the Bible that he kept on his desk and spent time sitting at the feet of his Lord and Savior. When the lawyer arrived, with the paperwork for his signature and the checks from accounting, Randall was ready to face the board with integrity and peace.
Randall entered the board meeting, followed by Larry and the lawyer. Jeff Davies, who considered himself the leader of the board of directors, stood. “Randall, what is the meaning of this? We are having a board meeting. Bringing your entourage is unacceptable.”
Randall stopped where he was and stared at Jeff. “Sit down, Mr. Davies. Contrary to what you seem to think, you are not in charge here. This is my company, I own 85% of the stock and you five board members own 3% each. That’s an equal amount, making you all equals. As the owner of this company, I will bring anyone I think is needed into these meetings. Have I made myself clear to you, Mr. Davies?”
Randall waited until the man nodded and sat down. Once the man was seated, Randall continued to his own chair at the head of the table. He indicated that Larry and Mr. Archer, the lawyer, take seats behind him along the wall.
“Now that we are all in understanding of how this company works, lets get to business.” He nodded to Mr. Archer, who stood and began to hand each board member a copy of their employment contract. Randall continued, “As I’m sure each of you are aware, you hold a copy of your contract in front of you. Will you please confirm that you signed that contract stating that you read and accepted it upon employment here as board members?”
They each agreed that they had. Randall looked at Larry. “ In your notes of this meeting, please note that each and every member of the board has agreed that they did indeed sign their employment contract.” Larry began to make notes on a steno pad. Randall picked up a copy of the contract. “Please open your contract to the post-it flagged page.” He waited as each of the board members did as he asked. “Notice the section highlighted on my right to buy back your stock options at full market value.” He pushed a button on the projector remote and a screen descended, on which the projector displayed the current market value of their stock. “Notice that the market value of each of your stocks as of an hour ago is fifty thousand dollars. I am executing my option to buy back all your stock.” He gestured to Archer, who handed each of the men a contract for the purchase of their stocks. “Notice that the amount has been left blank. If you sign this bill of sale right now, I am offering you twice the fair market value. If for some reason you decide to not sign your shares over to me, then two things will happen. First, Mr. Archer, here will leave at the conclusion of this meeting and go directly to the courthouse and file a suit against you for breach of contract. The second is the purchase price will drop to fair market value minus the cost of legal fees and lawyer fees for having to sue you.”
Everyone but Jeff Davies signed the contract and was handed a check for one hundred thousand dollars. Randall and everyone else looked at Jeff Davies, who was red with anger. “I will not be bullied by you, Randall.”
“I’m not bullying you, Jeff, I’m exercising the rights of the company owner that you agreed to when you were given the position as a member of the board of directors. I’m making sure that you and everyone understands that to not accept my more than fair offer has consequences that you will also see are spelled out in the contract you originally signed, stating that you accepted.”
“So you are bullying us! If we don’t agree, you sue us and give us less money. Well, screw you, Mr. Herrschner, I won’t sign.”
“Fine, your loss, Mr. Davies. Let’s table that for a minute, but I suggest that after this last piece of business, you contact a contract lawyer and see what he tells you. I’ll give you till five today to accept my price for your stocks, which is now only fair market value.
“Let us move on to the next order of business, then. Mr. Archer, will you please?”
Archer again reached into his briefcase and stood, handing each board member a manila envelope with their name on it.
Randall pointed at their envelopes. “Inside, each of you will find your severance package. As of January second, your services will no longer be needed.”
Jeff Davies jumped to his feet. “This is an outrage! I refuse to be treated like this.” He looked at the other four members of the board. “I say we get a lawyer and sue Mr. Herrschner here for putting his personal desires and feelings ahead of the good of the company.”
Randall shook his head. “Mr. Davies, you really seem to have no idea of who you really are in this company.”
“I do, sir, I’m a stockholder and member of the governing board of this company.”
“No, sir, look at your contract again. You, sir, are an employee of MY COMPANY. Your stock was a part of your employment contract as is your place on this board. This board was not a governing body, but an advisory one. I own this company. It is not a publicly traded company, it is MINE. Again, I will direct your attention to the contract you admitted you read and signed upon your employment with me. That contract does not guarantee you a severance package, and it states that I may end your employment at my convenience just as you can end it at yours. However, it also states, and which you agreed, to sell me back my stock for fair market at my request. Today you have refused. Now, you threaten me with a legal action you have no cause for. Therefore,” Randall stood and picked up the envelope sitting on the table in front of the angry board member. “You are terminated immediately and you will receive no severance.” He walked back to his spot, picked up the phone, and spoke. “This is Mr. Herrschner, I need two security personnel to the board room immediately. Thank you.”
Everyone was now talking at once. Before order could be restored, the two security members entered the room, which brought instant silence. “You sent for us, Mr. Herrschner?”
Randall walked down to where they both stood and looked at the name tags on their uniforms. “I did, thank you for hurrying, Mr. Reynolds and Mr. Thompson. Would the two of you be so kind as to escort Mr. Davies here to his office? See to it that he only removes his personal belongings, and then escort him to his car and make sure he gets off the premises for me.”
“Of course, boss.” The bigger of the two stated, then they both went to stand behind Jeff Davies. “After you, Mr. Davies.”
The man stood and pointed at Randall. “You haven’t heard the last of me.”
“Oh, I’m pretty sure I have. You, however, can expect to hear from Mr. Archer here before the end of the week. I suggest you seek a good attorney, Jeff.”
The ex-board member stormed out of the room, followed by the two security guards. Randall went back to his chair and sat down. “I don’t want any of you to feel like this is punishment. It isn’t, but you allowed Jeff to lead you in a direction you had no business going. I’m willing to allow any of you to stay on as employees, but under a new contract that does not include stock options. If you wish to stay, give me back your severance packages and I will shred them right here in front of you. If you keep them, I’ll assume that indicates you wish to leave the company. I will expect you to leave the building by the first of the year. Before you decide, let me tell you that I do value your opinion and if you stay, we will change the title of this board from board of directors to CEO advisory board. The duties of that board will be to advise me on ways to keep making this company successful. The final decision will be mine as to what direction we as a company go. Also, I want you to know that your salaries will remain as they are, with incentives given to those that bring us opportunities that bring us more profit. The decision is yours. I’ll leave for a few minutes to check on my fiancé and will expect your answer when I return.” Randall stood and indicated that Larry and Mr. Archer follow him out.
He called and checked on Jolene and was told by his staff that she and the wedding planner had gone to talk to some people about flowers and wedding cake. Randall knew right then that Jolene would be getting two gifts today. She had resisted buying a cell phone because she couldn’t afford it before, but he didn’t like not being able to get hold of her or her being able to contact him or get help if she needed it. So tonight, a phone and his extra special gift -he hoped. If the realtor came through for him.
He looked at his watch and realized he needed to get this situation wrapped up, the realtor would be here in about thirty minutes.
Larry arrived at the boardroom door with a trashcan and diamond cut paper shredder. They entered to see that Mr. Archer was already there and answering questions about the new contracts. “Have you four made up your mind?”
Two of them stood up and walked out, holding their severance packages. Randall stopped them both at the door and shook their hands. “I appreciate your honesty, gentlemen. If you need references, I will gladly give you both good ones.”
They left and Randall went to the head of the table. Both of the former board members handed him their severance packages and watched as he shredded them. “You each will be asked to come to my office tomorrow to sign your new contracts. I’m glad that you all are willing to stay and help us make Herrschner Industrial a more successful company.”
He went from there straight to his office, where he met with his relator. “Was she open to the offer?”
“She was more than open! She remembered you and Jolene, and was tickled that Jolene would be the new owner. She accepted your offer and agreed to a January third closing. She also was willing to hang around and help Jolene get settled in as the new owner, if she wants.”
“Awesome. So do you have a copy of the contract with you?”
“I do, but you realize it isn’t legal till closing?”
“I understand, but I want to give it to Jolene as a Christmas gift.”
The realtor handed over a copy of the contract and received the security check from Randall in return.
“Now about that other thing we talked about. Have you got some listings for me?”
“My staff is working on that right now, I should have a few for you by end of business today.”
“Can you text them to me? I’d like to take her to look at them in the next few days.”
“Of course, sir.”
The two shook hands and the realtor left. Once he was gone, Randall got to work, taking the contract and putting it in a shirt box with a couple of old paperback books. Then he inserted a yellow sticky note to the contract where Jolene would see it when she opened the box. He wrapped the box and placed the card on it. Then he buzzed Larry.
“Larry, your contract will be ready to sign tomorrow. Will you call down and tell the accounting manager to meet me in the office at ten tomorrow so I can have him start the paperwork for your new salary and benefits package?”
“Yes, sir, anything else?”
“No, I’m taking the rest of the day off. I’ll see you tomorrow morning. I’ll be here by nine. If you need me before then, call the cell phone. I’m not going straight home. I need to pick up one more gift for Jolene. Then I’ll be at the penthouse the rest of the night, I believe.”
“What about the party planner? She is supposed to be here in a little bit.”
“Send her to the penthouse. Tell her I want her to throw an engagement party on the rooftop terrace for 100 people, no expense spared. Jarvis can show her the space and I’ll call her tomorrow to hammer out the details.”
“As you say, sir.”
“You as well, Mr. Herrschner and happy shopping.”
Randall exited his office and headed for the elevator. Time to find his love a phone.