A shareholder in MedQuist Inc., Mount Laurel, has asked fellow stockholders to vote for six "independent" board candidates at an annual meeting Dec. 31.
In a Securities and Exchange Commission filing, Costa Brava Partnership III L.P., Boston, which owns 5.2 percent of MedQuist common stock, criticized majority stockholder Royal Philips Electronics N.V. for the medical-transcription company's "present state of affairs."
Costa Brava said MedQuist's board lacks enough independent board members - those who are not also employees of the company - after three independent directors abruptly resigned in a disagreement over the process for studying a possible sale of the company.
MedQuist announced Nov. 2 it was studying a sale after Royal Philips said it wanted to sell its 70 percent stake. MedQuist has been the focus of several probes over allegations of improperly billing and overcharging customers.
Costa Brava said the board's "disappointing performance" and "long running failure" since 2003 to call for a shareholder meeting "compels us to believe that change is crucial." MedQuist shares closed down 19 cents yesterday at $8.76 in over-the-counter pink-sheet trading. They were down 1 cent, to $8.75 this morning.