Ortwin Freyermuth Steps Down From Cloud Imperium UK LTD Board of Directors

I'm a little behind on corporate personnel movements at Cloud Imperium Games. On 2 July, CIG informed UK Companies House of the resignation of Ortwin Freyermuth from the Board of Directors of Cloud Imperium UK LTD, the company controlling Cloud Imperium's development studios in Manchester, UK and Frankfurt, Germany. The resignation occurred on 26 June 2024. I was unable to determine if he is on the board of the companies U.S. affiliate. Freyermuth remains the Vice-Chairman of CIG.

The 75-year-old Freyermuth had a long history with the film industry, perhaps most notably serving as producer of the 1997 Director's Cut version of Das Boot. Freyermuth's history of collaborating with Cloud Imperium's CEO Chris Roberts, began as a legal advisor for Ascendant Pictures on the 2005 hit Lord of War. In 2012 the pair co-founded Cloud Imperium Games, with Freyermuth becoming the company's part-time General Councel in January 2015, going full-time in January 2019.

Freyermuth began reducing his responsibilities with Cloud Imperium at the end of May 2023 when he stepped down as the General Councel, handing the job over to Dr. Martin Franz. At the same time, Freyermuth resigned from the boards of three other Cloud Imperium related companies, Roberts Space Industries International Limited, Cloud Imperium Games Limited, and Gemini 42 Productions Limited. 

In another disclosure revealing less involvement by Freyermuth in CIG's business affairs, this month's filings with UK Companies House also revealed that Dr. Franz was named the company's secretary on 13 December 2023. The secretary has a wide range of duties in the UK, including:

• Maintaining Statutory Books: The company secretary is responsible for maintaining essential records, including registers of directors, secretaries, shareholders, and debenture holders. These records help track the company’s ownership structure and legal obligations.
  
  
• Organizing Meetings: The secretary arranges board meetings and annual general meetings (AGMs). This includes issuing proper notices, preparing agendas, and recording minutes during these meetings.
  
  
• Filing Annual Returns: The company secretary ensures that the company complies with legal requirements by filing annual returns at Companies House. These returns include financial statements, directors’ reports, and auditors’ reports.
  
  
• Compliance with Statutory Regulations: The secretary advises the board on governance matters, ensuring compliance with legal and regulatory obligations. This includes filing accounts, holding shareholders’ meetings, and safeguarding company documents.
  
  
• Communication with Shareholders: The secretary facilitates communication between the board, upper management, non-executive directors, and company committees. They play a crucial role in maintaining transparency and effective communication within the organization.
  
  
• Signing Legal Documents: The company secretary may sign legal documents on behalf of the company, such as contracts or agreements.
  
  
• Securing Legal Documents: Safeguarding important legal documents, including the company’s articles of association, is part of the secretary’s responsibilities.

I was under the impression that up until now Freyermuth handled many of those tasks. 

One final item. In the history of CIG major shareholders have always either had a seat on the board of directors or a representative sitting on the board. Freyermuth is the third largest shareholder in CIG behind Chris Roberts and Clive Calder with an 8% stake and no longer has a seat at the table. Does that mean Freyermuth is on his way out of the picture? At 75 years, he might be tired of it all and want to enjoy a long retirement.