Scully Royalty Court Ruling Keeps Management Unchanged
Scully Royalty Ltd. announced that following a judgement by the Grand Court of the Cayman Islands, the company's board of directors and management remain unchanged and that Milfam, its principals and its director nominees never had authority to act on behalf of the company. In the judgement, the Grand Court rejected efforts by the Milfam Group to unilaterally chair and complete a purported shareholders' meeting and ruled that the resolutions purportedly adopted by the Milfam Group are invalid and legally ineffective. As a result, the constitution of the company's board and management has not changed. The Grand Court also held that Milfam Group's "nomination notice and proxy statement failed to disclose relevant and material" matters concerning its relationship with, and the positions held by, certain of its board nominees. Among other things, the Grand Court noted that the Milfam Group failed to disclose to investors that certain of its board nominees had long-standing business and financial relationships with the Milfam Group.
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