"My shares are worth eighty million dollars," Charles said, almost shouting. "You cannot simply take them because you dislike me."
"No one has the authority to seize legitimate property because of a personal insult," Elena replied. "But your executive incentive agreement, which you signed, provides that certain contingent units may be repurchased at twenty cents on the dollar if a material breach is established. You also agreed to escrow provisions covering specified undisclosed liabilities. The treatment of each part of your interest depends on the contract and the evidence."
Victoria placed the relevant signed pages on the screen. Charles recognized his signature at the bottom of the document and felt something inside him give way. He remembered the lawyer's explanation from months earlier and the confidence with which he had interrupted it. He had been too interested in the upside of becoming chairman to consider what would happen if the conditions attached to that upside were tested.
"You were not told that this arrangement was unconditional," Isaiah said. "The potential reduction in those incentive units is real. So are your rights to respond, contest the findings, and receive whatever the agreement requires. We will follow the procedure whether or not it is convenient for anyone in this room."
Charles looked around the table. Two directors who had always accepted his recommendations were reading the clauses carefully, no longer meeting his eyes. He turned to Margaret. "You've known me for twenty years," he said. "You know I kept this institution alive during difficult markets. You can't allow one night and a handful of questionable documents to define my entire career."
Margaret felt the force of the appeal because some of it was true. Charles had helped retain major clients during an earlier recession, and he had worked hard in years when the company genuinely needed his skill. She remembered those successes and was not willing to erase them for the convenience of a simple villain. But she also understood that past contributions did not entitle a person to disregard new evidence indefinitely.
"I know you did important work," she said. "I also know that we've spent years explaining away warnings because it was easier than challenging you. We should have acted sooner, and I include myself in that failure. We owe the company a decision based on what we know now, not on who we admired twenty years ago."
Charles turned toward Philip. "You have a vote in how the operation is presented," he said. "Tell them what happens if clients learn we've thrown the acting chief executive out of the building on closing day."
Philip drew a breath. "Some clients will be worried," he admitted. "But they'll be more worried if we hide financial problems and then they learn about them from someone else. We have a continuity plan, and the teams running their accounts are staying. The company isn't one man."
The words were exactly what Charles had always claimed to believe when reassuring investors that Meridian was stable. Hearing them used to explain why his removal would not destroy the business was an experience he had never prepared for. He sat down slowly, the chair creaking beneath him, and stared at the folder marked Governance Review.