Chapter 11 - Dad’s counterattack
Dad stopped claiming six different things at once.
His lawyers became smarter.
Business counsel separated issues.
Dad admitted:
Some Hayes Project Services invoices lacked detail.
He denied:
Fraud.
His explanation:
Owen wanted speed.
Dad fronted subcontractors.
Took emergency risk.
Bundled labor and supervision.
Charged market-based premiums.
Could markup exceed twelve percent contract?
Dad argued the written contract did not cover emergency work arranged verbally.
Did Owen authorize?
Sometimes.
Texts:
Owen:
Just get someone there tomorrow. Cost is secondary.
Dad:
I’ll handle.
That helped Dad.
Then other messages:
Owen:
Why is Hayes billing 96 when vendor is 29?
Dad:
That includes problem solving.
Owen:
That is not a 67k service.
That helped company.
No clean theft.
Then Fenwick revised disputed amount.
Of initial $313,000 questionable billings:
$102,000 could be supported as market-rate emergency management or undocumented but plausible services.
$211,000 remained weak/unsupported.
Personal/business-benefit charges:
$86,000.
Of that:
$31,000 legitimate compensation/vehicle/business travel.
$55,000 likely personal or non-reimbursable.
Company loan:
$146,000 undisputed.
Potential gross company claim:
$412,000.
Dad counterclaimed:
$188,000 unpaid compensation and reimbursements.
Some real.
Fenwick supported:
$74,000.
Potential net company claim if court accepted most audit findings:
About $338,000.
Dad’s profit interest value:
Maybe $260,000.
Now the fight looked like a normal ugly business divorce.
Not an evil six-hundred-thousand-dollar heist.
Then Dad’s lawyers attacked Owen’s buyout provision.
Operating agreement allowed company to redeem an employee’s nonvoting interest after termination under a valuation formula.
Could company terminate Dad posthumously after Owen died?
Margaret, as special manager, said yes for cause subject to board approval.
Dad argued Margaret was conflicted because she was estate counsel.
Independent board appointed Daniel Ross and Marissa King plus an outside director, Helen Price.
They voted to terminate Dad’s employment/consulting relationship based on:
Unauthorized admin access attempt after Owen’s death.
Refusal to comply with audit.
Supported billing concerns.
Could Dad sue?
Yes.
He did.
Then company stopped paying salary.
Not distributions tied to ownership.
Those went into escrow under court arrangement pending buyout dispute.
Dad’s cash flow tightened.
He told Paige:
“Natalie is trying to starve us.”
I read that later.
I had voted on nothing.
Again.
People blamed me for institutions doing their own jobs.
Then Paige’s attorney approached Margaret.
Paige wanted to return a company laptop and Range Rover.
Why?
The company owned them.
Dad had told her they were “family perks.”
She no longer wanted possession during litigation.
Smart.
The Range Rover was worth about $52,000.
Returning it reduced one disputed-benefit claim.
May you like
Paige was beginning to separate herself from Dad’s version.
He noticed.
