George-I mostly agree with you, but I have one quarrel...
First, allow me to qualify what I say below by declaring that I am long on CCEE; I think the stock is a bargain at the prices at which it has been trading recently and that I expect to eventually make a huge profit when the stock bounces to where it should be if what we have been told about dbExpress, Softworks and the Garbe project all is true.
Now I will list the areas of apparent agreement between us-
I think you are saying :
It is a breach of fiduciary duty by the board of directors to pay anything to Dan DelGiorno Sr., let alone a six figure compensation package.
If I am correct, I agree totally on this score. Let me add the following cautionary advice to the board of directors:
For the dereliction of duty in paying unearned and undeserved sums to Dan DelGiorno Sr., each member of the board of directors may someday soon have to answer to the shareholders, financially, out of each member's own pocketbook, regardless of how high the stock in CCEE eventually climbs,
While I may be off base, as I understand the situation, Dan DelGiorno Sr. milks this company for every dime he can get away with as a result of an apparently, brain-captured board of directors, each member of which is a seeming, mere puppet of Dan DelGiorno Sr.
If true, that makes Dan DelGiorno Sr. nothing more than an avaricious, greedy parasite. It is telling that nobody with whom I have spoken can enumerate even one chore, task, accomplishment or other benefit that Dan DelGiorno Sr. has performed for CCEE in the recent past.
Again, let me caution each member of the board of directors: If the stuff ever hits the fan, the lawyers will have a field day when they cross examine each of the members of the board of directors about the basis for approving, repeated six figure payments to Dan DelGiorno Sr.. Moreover, each member of the board of directors may be asked how his authorization of such payments satisfied the fiduciary duty he owed to the shareholders.
As for Dan DelGiorno Jr., he might have performed some valuable service for CCEE, but on balance, he is now a terrible drag on the company, and the board of directors must know this. The investment community has made it clear that Dan DelGiorno Jr. is not viewed by them as an apt leader of a company, the status to which CCEE aspires. The board of directors is charged with the knowledge that Dan DelGiorno Jr. has no training in software development, no history in business of any distinction outside of CCEE, and is not held in high esteem as a CEO of a company that has 20,000 + public shareholders.
Here is the litmus test that may haunt the board of directors if they are ever required to account to the shareholders for allowing Dan DelGiorno Jr. to continue to retard the progress and success of CCEE (and to possibly be one of the main causes of the low trading price of the shares):
The board of directors must admit to itself the indisputable fact that if there were a vacancy in the position of President of CCEE, and Dan DelGiorno Jr. submitted a resume as a stranger might, the members of the board of directors would not even call him in for an interview, would not seriously consider him as a candidate and would never consent to making him President and CEO.
Therefore, George, if you object to the sums paid or promised to Dan DelGiorno Jr., I tend to agree with you there also.
Finally, I believe that George Aronsen is an abject failure as CFO. He does not have a clue about the need for prompt reporting; always seems surprised at the way the certified accountants correct his treatment of revenue, and most importantly, George Aronsen has utterly failed to align CCEE with a respectable investment banking firm, thus making his and Dan DelGiorno Jr.'s promises at the Shareholders' meeting in Philadelphia a cruel hoax.
It is unthinkable that a company in the position of CCEE has absolutely no investment banker with whom to consult, given the total and collective absence of business, banking or stock market experience of the officers and directors. It as if the board of directors, by allowing the unqualified management to bungle along with no input from an interested professional banker would also sanction these same men to perform brain surgery on behalf of CCEE.
The people in top management are not qualified for either, and the members of the board of directors, on seeing that George Aronsen has allowed this deplorable situation to exist, have a duty to intervene, and perhaps change the identity of the CFO.
If you are complaining about the compensation package of George Aronsen, I must agree with you there also.
I place the full blame on the board of directors, and hold them responsible. We shareholders elect the members of the board of directors to watch out for OUR INTERESTS. They owe us a HIGH DEGREE OF LOYALTY, and they owe us a fiduciary duty. Each member of the board of directors has the legal responsibility to hire the best President and the best CFO; each member has the duty to FIRE those officers who are harming the company or who are standing in the way of the goals of the shareholders. Each member of the board of directors must be prepared to defend his approval of the payments to Dan DelGiorno Sr. and to make the shareholders whole if it is determined that Dan DelGiorno Sr. did not properly earn the money paid to him.
The low stock price may end up being traced to the board of directors failure to police the executives at CCEE and to clear out the unqualified or under performing officers.
Now allow me to disagree with your approach to the others who received bonuses. My view is that if they are qualified and are performing adequately, they are entitled to a bonus for agreeing to be part of a company that has accomplished very little in the past, but which may end up doing well in the future. If these people were not treated generously, they would terminate their relationships with the company, thus leaving us with more of the ilk of the gentlemen mentioned above.
The essence of my post here is that this is a good company that has the promise to be great. I think that CCEE will trade at higher price levels DESPITE the drag placed on the company by the unqualified, and under performing father, son and CFO. On the other hand, how much quicker would the recovery be if the board of directors bit the bullet and replaced the drag with respected, able and qualified officers. In my opinion, the board of directors has no choice but to vote that each of these three must be retired or exchanged; and the board of directors is on notice that it has peaked the interest of at least this shareholder, who will be watching to see if the members of the board understand the magnitude of the duty each member has assumed to the shareholders.
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