The board meeting was held the following Monday at Voss Meridianâs headquarters, a glass tower on Wacker Drive with the companyâs name in steel letters over the lobby doors. There were nine directors around a long walnut table on the forty-second floor.
Two weeks earlier, Judge Strasser had issued a temporary order confirming me as acting trustee of the Voss Marital Trust while the divorce went forward. That meant I now voted Martinâs fifty-four percent of the companyâs shares.
I walked into that boardroom in a navy suit I hadnât worn in nine years. It still fit. Margaret walked beside me with her briefcase. Howard Lindqvist walked behind us with three binders.
Martin was already there, sitting at the head of the table where heâd sat for eleven years. He looked up when I came in, and to my surprise, he stood up and moved to a chair along the side wall.
âItâs your seat, Evie,â he said quietly. âItâs your vote.â
Adrian sat halfway down the table in his usual chair, in a perfect charcoal suit, his face calm and blank. He didnât look at Martin. He didnât look at me.
Howard presented for ninety minutes. He covered the Lakeshore Hospitality invoices, the forty percent markups, and the monthly transfers to the Cayman account. He showed the $1.87 million total, then Section 14.3 of the credit agreement naming Adrian as the Designated Successor, and the $50 million key-person policy that would have paid out to a company Adrian controlled.
When Howard finished, the boardroom was dead silent.
The chairman of the audit committee, a retired Boeing executive named Gerald Whitcomb, finally spoke.
âAdrian,â he said. âDo you have anything to say?â
Adrian folded his hands on the table.
âIâd like to consult with my attorney before I say anything,â he said calmly.
âThatâs your right,â Gerald said. âBut Iâm going to say something, and I want it in the minutes.â He looked down the table. âHeinrich Voss hired me in 1991. He sat in that chair and told me this company was built on one principle: you never take what isnât yours. Not a dollar, not a mile of road, not a customer, not a manâs good name.â He shook his head. âAdrian, your father would be ashamed of you.â
Adrianâs jaw tightened, just slightly. It was the only crack I ever saw in him.
The votes took less than ten minutes. Adrian Voss was removed as Chief Financial Officer and from the board of directors for cause, nine votes to none. The Designated Successor provision was struck from the credit agreement, and the banks were notified the same afternoon. The $50 million key-person policy was canceled.
The board voted to refer everything to the United States Attorneyâs Office for the Northern District of Illinois: the Lakeshore invoices, the Cayman account, and the wire records. The audit committee authorized the company to sue Adrian and Clara to recover every dollar.
Then Gerald Whitcomb turned to Martin, sitting quietly against the wall.
âMartin,â he said. âYou approved $1.1 million in personal expenses through this companyâs books. Thatâs a breach of your duty to this company, whether or not you knew your brother was skimming off the top.â
âI know,â Martin said quietly. âIâll pay it back. All of it. With interest.â
âAnd your position as CEO?â
Martin looked at me.
âThatâs not my decision anymore,â he said.
It wasnât my decision either, not alone. I had the votes to keep Martin as CEO, and I had the votes to fire him. Every director at that table was watching me.
I thought about it for a long moment.
Then I said, âI move that Martin Voss be placed on immediate unpaid leave as Chief Executive Officer, pending the outcome of an independent review by outside counsel. I move that he repay $1,104,600 to the company, the full amount of personal expenses identified in Mr. Lindqvistâs report, plus interest at the federal prime rate, within ninety days. And I move that the board begin a search for an interim CEO.â
âSecond,â said Gerald Whitcomb.
It passed nine to zero. Martin voted his remaining personal shares in favor. He didnât have many.
After the meeting, when the directors had filed out and the room was empty except for the two of us, Martin stood by the window looking down at the Chicago River, forty-two floors below.
âYou could have fired me,â he said. âYou had the votes.â
âI know.â
âWhy didnât you?â
I joined him at the window. Far below, a tour boat was making its way under the Michigan Avenue bridge.
âBecause your father didnât build this company so that one bad decision would end your life,â I said. âHe built it so that the people who work here would always have a place to go. Twenty-two hundred employees, Martin. Truck drivers, warehouse workers, dispatchers. They donât deserve chaos because the Voss brothers couldnât keep their lives in order.â
He nodded slowly.
âAnd because you didnât steal,â I said. âYou were vain, and foolish, and cruel to me. But you didnât steal. Adrian did. Thatâs different.â
Martin was quiet for a long time.
âI treated you terribly, Evie,â he said finally. âFor years. I made you feel like it was your fault we couldnât have children. I let Clara say that to your face. I let my mother say it. I said it.â His voice cracked. âAnd the whole time, you knew the truth, and you protected me from it.â
âI didnât protect you,â I said. âI protected myself. Thereâs a difference.â
âIs there?â
âThere is now,â I said.
