Card Clear forced to explain departures

Shareholders of internet security and loyalty e-commerce company Card Clear have demanded details of the dismissal of its two founding directors, after the pair approved payments they should not have sanctioned.

An extraordinary general meeting was called by former company executive director Clive Bradley, friend of chief executive Brian Raven and finance director Oliver Cooke, both pushed out of the company last month.

A statement from the company said: 'Their departure relates to the misrepresentation by them to the board and its advisers as to the nature of a payment. The board is satisfied that the amount of the payment was not material and was neither intended to confer, nor conferred, any personal gain on either Raven or Cooke.

'The resulting loss of confidence in Raven and Cooke made their positions untenable, not-withstanding their past contributions to the development of the company.'

Bradley, whose family owns 700,000 shares in Card Clear, has rallied the required 10 per cent of shareholders to demand details of the 'payment' Raven and Cooke ran into trouble over.

In a letter to shareholders, Bradley said they should demand to know the 'crime' the pair were 'punished' for. Shareholders should demand Raven's reinstatement if they felt the company had been unfair, he wrote.

If successful, Bradley will have forced a breach in a confidentiality agreement which has kept details of the dismissal secret.

Bradley said Cooke and Raven had built the company from 'nothing until, just prior to their resignations, it had market capitalisation of #100 million'. Since the announcement, the share price has slumped almost daily, causing concern among its 5,000 shareholders.

Nigel Whittaker, chairman of Card Clear, urged shareholders to accept the company's reasons and not force disclosure or Raven's reappointment.

Cooke left with one million of the 2.6 million options granted under the company's executive scheme.

Raven has 958,000 founders' options over shares in the company, and 500,000 of 3.6 million share options granted under the executive option scheme.