TransPerfect;s one percent shareholder Shirley Shawe claims 50 percent owner Elizabeth Elting is violating company bylaws in her attempt to quash a “51 percent solution” to the ownership deadlock.
Shirley Shawe claimed in her official answer to Elting’s motion opposing the action that her intent is to ensure continued deadlock rather than seek consensual resolution, as advised by Chancellor Andre Bouchard.
Last month, Shirley Shawe filed a motion to call an annual meeting of TransPerfect Directors. Under terms offered by Shawe to relinquish her voting rights, the meeting would provide Elting the opportunity to gain full control of TransPerfect.
Elting could nominate and elect all five directors to the Board, remove co-CEO Philip Shawe from the Board, and run the company as she sees fit. Philip Shawe owns 49 percent of the company. Elting has supported the sale of the company to end the deadlock
“Her reaction to my offer makes it clear that Ms. Elting never had any intention to control and run TransPerfect, but is only using the courts to achieve a forced sale for her personal gain,” said Shirley Shawe.
“By requesting an Annual Meeting in accordance with TransPerfect’s bylaws, I have proposed an amicable resolution to this case,” said Shirley Shawe. “By rejecting my request, Ms. Elting not only violates the company’s bylaws, but she also saddles TransPerfect, and it’s 4,000 hardworking employees with more unnecessary legal costs and litigation.”
Shawe added, “Despite now facing the sanction motion, like to thank Senator Colin Bonini for his contribution toward ideas for peaceful resolution”. “Adopting his 51 percent solution was a difficult decision to make.”
Bonini, R-Dover, has backed legislation calling for a three-year cooling off period, rather than the use of a court-ordered administrator that is moving the company toward a sale.
TransPerfect is a New York City-based business and translation services company.
Citizens for a Pro-Business Delaware, a group of employees and others opposed to the sale, has been engaged in a legal battle and lobbying efforts.
