Burlington-based Environmental Management Solutions Inc. is seeking a court order to prevent a meeting of EMS shareholders on March 17 sought by former chief executive officer Frank D’Addario and other dissident shareholders. The company is asking Ontario Superior Court to prohibit the planned March 17 meeting and declare that the meeting sought by the dissidents be combined with the annual and special meeting of EMS shareholders to be held in Toronto on April 29.
D’Addario founded the company in 1995, but was dismissed by the company where he remains a major shareholder. In January the company claimed that D’Addario (who had resigned as CEO in September but remained as vice-chair) had been fired for cause. The board alleged misappropriation of funds, improper share dealings and inadequate disclosure.
D’Addario denies those charges and says the real reason he was fired was that he wanted to replace the other directors, who are planning to dismantle the company he built. He says the EMS board and new management plan to sell the company’s consulting and engineering division and the contracting division.