Exact minutes of Paladinis meeting and Dungas critical involvement. Dunga had invested in Wanlock and Barnaby Holdings but his loyalty to Paladini is curious. Calliendo a Spaniard was the business rep for Barnaby.
Last team Dunga played for was Inter. Theres a gap here where Dunga must have been thought of as an enabler for Paladini?
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Byline: RAOUL SIMONS
GIANNI PALADINI'S boardroom coup at Queens Park Rangers is complete following his appointment as club chairman. And with his Monaco-based backers poised to buy predecessor Bill Power's 19.5 per cent stake in the club, the Italian businessman is now in total control.
But the extraordinary way the former agent and his associates prepared the ground for their dramatic seizure of power at Loftus Road
can today be revealed for the first time.
Standard Sport has obtained leaked documents from a Rangers board meeting on 24 August which set out in remarkable detail the way Power and club chief executive Mark Devlin
were ousted.
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www.cgsboardworks.comThe minutes provide a rare and fascinating insight into the way QPR
are now being run and is certain to interest the Football League who are watching events closely.
Five directors - Paladini, Power, Carlos Dunga, Kevin McGrath
and Gualtiero Trucco were present for the meeting. Non-board members including Devlin, company secretary Chris Pennington and Antonio Caliendo, the football agent who acts a consultant for Barnaby and Wanlock Holdings - the two Monaco-based investment companies which own 30 per cent of QPR - were also there.
The meeting was held just 11 days after a gang of men allegedly held Paladini at gunpoint at Loftus Road - now the subject of criminal proceedings.
For 90 minutes, it was business as usual. Then finance chief Pennington delivered a report in which he claimed the club were on course to lose nearly [pounds sterling]2million this year, mainly due to increased player costs.
As revealed by Standard Sport last week, the club have vastly increased payments to agents since Paladini bought 16 per cent of QPR last year.
At 2.30pm, Caliendo left the meeting just as the final item on the agenda, "Examination and modification of the management structure" was about to be raised. A minute later, Devlin followed him after being asked to leave by Trucco.
The Italian financial expert, who represents Wanlock on the board and is a known associate of Caliendo, then put forward the following motion: "I put to this board that we have no confidence in the chairman Mr Power as both chairman and as a director and call for his immediate removal."
The motion was carried by three votes to one with McGrath understood to have been the dissenting voice. Power was barred from voting.
At this point, the meeting broke down as a furious row erupted which culminated in Power and McGrath storming out. Around 25 minutes later they returned to the room accompanied by Devlin.
In a desperate bid to cling on to his chairmanship, Power then launched a counterattack.
He claimed the vote was invalid under the company's rules and also called for Dunga to be removed as a director for failing to attend six consecutive board meetings.
Dunga hit back, claiming he had not been informed of the previous meetings, while the other directors insisted the vote was in accordance with QPR's articles of association.
Standard Sport has since obtained copies of QPR's art icles of association.
Article 88 states that any director can be removed by "extraordinary resolution" before the end of his period in office. The term is taken to refer to a 75 per cent majority.
Given this provision, Dunga's presence at the meeting was crucial in making that threshold. Yet Power also had a right to question the Brazilian's eligibility because article 81, subsection
seven states: "The office of a director shall be vacated if he shall for more than six months be absent without permission of the board from meetings of the board held during that period."
With the legal arguments still raging, Paladini dropped a second bombshell
.
He called for Devlin to be made redundant with immediate effect.
Taken aback, McGrath pushed for an immediate suspension of the meeting pending clarification of the legal issues. Power followed up this request by announcing that the meeting was now closed in any case because he had to leave to visit his ill father-in-law in hospital.
But Paladini, Trucco and Dunga had still not yet completed their coup and, astonishingly
, chose to carry on the meeting even though McGrath, Power and Devlin all left at 3.37pm.
In farcical
circumstances, they passed a vote of no confidence in Power by three votes to nil before the three-man board approved a motion to make Devlin redundant with immediate effect. Power later spoke of possible legal action to challenge the result, but has now accepted his fate and resigned as a director. As we reveal today, he has now agreed to sell his stake in the club. Devlin has left the club and there are no plans to replace him.
Paladini defended his actions, saying: "There are people trying to destroy me but they won't win. My head is held high. We did the right thing at the meeting, it was all done properly."
But for QPR fans and, potentially the football authorities, there remain issues of concern.
Standard Sport's investigation last week showed how agents are to be paid [pounds sterling]473,000. Some of these agents are friends and former business associates of Paladini.
In defence of his actions, the 59-year-old stated that all the cheques relating to
the deals were signed by Power and Devlin. By implication, the pair were acting as safeguards.
With Power and Devlin gone, who's going to sign the cheques now?
Minute-by-minute: The meeting that ousted a chairman
MINUTES of QPR Holdings board meeting on Wednesday, 24 August 2005, 1pm, Loftus Road Stadium. Present: Bill Power (chairman), Kevin McGrath, Gianni Paladini, Gualtiero Trucco, Carlos Dunga. Also present: Mark Devlin (chief executive), Chris Pennington (company secretary), Antonio Caliendo, Andrea Primicerio.
Extract from the minutes . . .
2.30pm: Caliendo leaves the meeting.
2.31pm: Trucco asks the board if Devlin can leave the room for the next part of the discussion. Devlin leaves.
2.35pm: Meeting adjourned by Power and McGrath who leave the room after a vote of no confidence in Power is put to the board by Trucco and the motion carried by 3 votes to 1.
2.58pm: Power, Devlin and McGrath return to the meeting. Power claims he could not be removed from the board in the above manner as per the company's Articles of Association. Power then states the meeting is closed as he has to leave for another engagement. The remaining board members (Paladini, Trucco and Dunga) tell Power that they will continue the meeting and wait for the clarification of the legal issues.
3.37pm: Devlin, McGrath and Power leave the meeting. Paladini leaves the meeting shortly afterwards
and returns five minutes later. Trucco then repeats a vote of no confidence in Power and asks Pennington "to take the votes count" for each board member. Motion carried by 3 votes to 0. The decision is that the board has no confidence in Mr Power and he will be removed from the board with immediate effect. Trucco is approved as interim chairman. Trucco proposes to the board that "Mark Devlin, chief executive, is made redundant with immediate effect" and this is also approved.