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57 8 The Board of Directors and How It Governed To better understand how Sunset Scavenger Company was managed , we have to go back again to the Articles of Incorpo­ ration dated September 20, 1920. In 1920, the corporation’s bylaws required that the board of directors be elected on the third Wednesday of December of each year. Stockholders would vote for eleven directors or confirm the existing board. The original board of directors in 1920 was not elected, though, but appointed by Emilio Rattaro. All were partners in the original Sunset Scavengers before incorporation, and included my wife’s grandfather, Emilio Rattaro, and Giuseppe “Joe” Fontana, the uncle of my future father-in-law. Seldom did anyone run for the board without fear of retaliation . This was the way it was until 1952, when president Fontana passed away in Italy, and for all practical purposes that was still the way the company was run until 1965. Since 1921, the president and the board of directors could best be defined as dictatorial—the supreme authority of the corpo­ ration. No one in his right mind would ever protest what the presi­ dent and board did; if you did, you would eventually be sorry for doing so. It is also interesting to note that no Boss Scavenger ever signed up for the board of directors. Such an effort would always be seen as a gross expression of disrespect—somehow, somewhere, or sometime, such an effort would result in something bad happening against the individual. When a current board member needed to be replaced because of illness or death, the board would make an appointment that was acceptable to the president and compatible with the presi­ dent’s recommendations for the company’s needs and goals. I hesitate to use the term “Black Hand,” as in the Cosa Nostra, because these men were Genovese, not Sicilians; but the fact remains that the company is and was ruled by an “iron hand.” No one argued against company policies, whether they were good or bad. Once, my uncle Freddy, my godfather Pete Guaraglia, and I went out golfing. We had a few cocktails (referred to as “road shorteners”). 58 The Board of Directors and How It Governed Those days—being a scavenger—playing golf and having a few drinks was part of the job, working your ass off and playing hard, just having a good time. Anyway, we arrived late for the shareholders meeting, as when we got there, the meeting was just getting underway. Joe Molinari, who was on the rostrum, sort of looked down on us and criticized us for being late. The meeting was typical and boring and went on as usual, talking about garbage trucks, collecting the moneys, and so forth. The meeting was more for propaganda, telling us how well the board was taking care of our interests. But they were also saying that, if you did not go to a meeting, you would be fined ten dollars— no small amount of money at that time—for being absent. After the meeting was over, for whatever reason (stupidity), Freddy, Pete, and I thought it would be funny to throw a couple of boxes of fluorescent tubes that were in the alcove into the back of the pickup truck, even though we had no use for them and had no intention of selling them. I later took them back to the company and apologized. Nothing much was said about it until I got a call telling me that I was going to have my book audited. This was the typical means of enforcing company rules, to put paranoia and fear in Boss Scavengers. Having your book audited meant that you would sit down with a professional CPA to go item by item in your book. Some people may have fudged and actually spent some job money in the bar. There was always room for error in your book because everything was written and transposed by hand. This was an archaic method of doing business, but it was the way things had been done since 1920, and that was still the way they were being done in 1962 when my books were audited. An error found by the audit could result in a substantial mone­ tary fine and/or suspension of employment, if not termination. It all depended on how pissed off the board was at your infraction and how much money was involved. In any case, a fine or suspension...


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