Missed your response Tommy, but now I've seen it so let me explain:
You cannot believe sisu didn't set up the show initially holding full control themself.
Well, you need to remember that there were actually two parties injecting values at the take over - sisu and Ranson.
It would be a dealbreaker for Ranson to inject Prozone and then leave every decision open to a potential veto by sisu. Think about for a minute - would you do it?
On the other hand, sisu didn't know anything about football (think of them as bankers), so their usual practice is to have a board with professionels running the operation within the budgets and financial plans.
Both investors (sisu and Ranson) agreed to the plans and the budgets before they put their marks on the take over documents and it's within the budgets you find sisu's means of control.
As long as the board ran the operation within the budgets, they triggered the planned financial installments (tranching). But when the income failed and costs wasn't control'ed accordingly sisu were no longer obliged to pump in more funds - and then they used their only real power: Stopped the funding.
So in the daily operation sisu had nothing to offer and therefore didn't require majority vote. They happily relied on the professionals like Ranson, Hoffmann, Elliott and who else was on the board.
I have a feeling that we're never going to agree on this, but what the hell.....
Your position appears to be (and I apologise in advance for the paraphrase) that SISU provided the finance and left all operational matters to the "football experts" and that therefore all (or at least, pretty much all) the blame for our current predicament lies with RR, GH and JE.
So I find myself trying to imagine the conversation that SISU would have had with their investors:
SISU - We've got this great idea to invest in a football club
Investors - Sounds a bit risky. Easy to lose some pretty large sums there. What's your plan?
SISU - We've found some football experts to run it for us.
Investors - Sounds good. What's their experience?
SISU - Well the main guy used to be a footballer.
Investors - That's good and how many clubs has he run since he stopped playing.
SISU - Err, none - but he's been involved in insurance and he's run some sort of sports science company.
Investors - Hmmmm. So the experience comes from the other guys then.
SISU - Oh they're perfect. The first one - admittedly he'll only be a NED - he's had some senior banking roles.
Investors - And his experience in running football clubs?
SISU - Well not exactly in running them, but he watches this club a lot and he's even got a season ticket.
Investors - And the other one?
SISU - Great guy. Made his money selling motor parts. Loves the club - been involved with them for years and he's even been on the Board the last few years.
Investors - That sounds more promising. So he's got a track record of success with them then.
SISU - well not exactly, if we don't buy them, they'll be in administration.
Investors - This is sounding a bit worrying. Your going to have to exert some pretty serious control over all this.
SISU - Don't worry we have a plan.
Investors - Which is?
SISU - We're going to set up the Board so that they can outvote us on all issues and we've decided not to bother with any of those messy controls that companies like us normally insist on in investors' agreements.
Investors - Well sounds great to me. Would you like a cheque for £30m?

