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Enron Mail |
Richard:
Tom Hatch (Robbins, Kaplan), Robin Diem (Hirschmann), and Steve O'Donnell (Piper, Marbury) asked questions today.? None was as aggressive as, nor had the presence of, Kathy Patrick.? However, Tom Hatch is quite good and definitely to be taken seriously.? The other two made little impression. A lot of the questions today focused on Thai graft and corruption, with the suggestion that Busse, Stickler, and others (implicitly Enron) knew that it was there and did not really do anything to try to stop it. A number of questions resulted in the appearance (perhaps true) that the Managment Company never really functioned, certainly not effectively.? The argument was NOT that the Management Company did not have enough power, but rather that the Management Company effectively abdicated, leaving everything to Schultes. All of this made me slightly nervous.? I wonder if the bondholders could argue that the members of the Management Company has a fiduciary duty to the bondholders during the months after the offering to exercise the power that they had to stop graft and improve operations.? If there were such a legal duty (and there may well not have been), then the facts would probably not be good for the Management Company members. In fact, the way that the Managment Company LLC agreement was structured, all power was in the hands of a single individual manager--David Stickler--and the only power that the members had was to remove Stickler (which would have required unananimity between ECT Thailand and SDI).? Although the Managment Company had a few "meetings," it is not clear what this means or, legally, who met at all, as the management Company had no board or governing body other than the individual manager. Other themes: ??????? SDI was having trouble with its own DRI facility and really wanted access to information about NSM's DRI facility. ??????? Everyone knew that John Schultes had no minimill experience (and might be corrupt) and that the project would fail unless Nucor or SDI agreed to run it, which neither did.? Stickler kept picturing SDI as managing NSM, but SDI steadfastly declined the role. We should finish tomorrow. Steve This e-mail message may contain legally privileged and/or confidential information. If you are not the intended recipient(s), or the employee or agent responsible for delivery of this message to the intended recipient(s), you are hereby notified that any dissemination, distribution or copying of this e-mail message is strictly prohibited. If you have received this message in error, please immediately notify the sender and delete this e-mail message from your computer.
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