The proxy contest involving Vector Aerospace Corporation was concluded on November 28, 2003, when its board of directors was replaced by a new Board consisting of nominees proposed by Northstar Aerospace, Inc. and IMP Group Ltd. (the concerned shareholders).
The Board’s composition took place at a meeting of the former Board held immediately prior to the scheduled time of a special meeting of Vector shareholders. The meeting had been requisitioned by the concerned shareholders to consider the removal of the existing Board and their replacement with the nominees put forward by the concerned shareholders. At such time, the tabulated vote in respect of the meeting was more than 80 per cent in favour of the concerned shareholders on total votes cast of close to 90 per cent of the issued and outstanding Vector shares. As a result of the old Board’s actions, there was no need to proceed with the meeting, the concerned shareholders formally withdrew their requisition and the meeting was cancelled.
The new Board is comprised of seven members: Donald Jackson, Kenneth Rowe, Gordon Cummings, Robert Deluce, Robert Luba, Robert Radford and Colin Watson. Vector was represented by John Craig and Jeffrey Roy of Cassels Brock & Blackwell LLP.
The concerned shareholders were represented by Stikeman Elliott LLP, with a team that included Wayne Shaw, William Braithwaite, Mihkel Voore, Eliot Kolers and John Ciardullo.
The independent members of the Board were represented by Fraser Milner Casgrain LLP, with a team that included Jeff Barnes, Will Fung, Chris Woodbury and John Fabello.