(Faxed
from Thorton W. Price III, Lawyer)
Notice
of Emergency Meeting
ALSA
Bylaws Article IV, Sec.15 (e)
Take
Notice that an emergency meeting of the Board of Directors of the Alpaca and
Llama Show Association, Inc. ("ALSA") is being called by ALSA Directors
Paige McGrath, Polly Schofield, Jeff Jones, and Dick Sheehan.
Time: Friday, June 1, 2001, 4:00 P.M., M.S.T.
Manner
of Acting and Participation:
Directors
may vote upon the proposed resolution by fax.
Votes of either Aye or Nay to the resolution shall be faxed no later
than the time of the meeting to both:
Thornton
W. Price III
2259
CR 220
Durango,
CO 81303-8109
FAX: 970/259-0002
AND
Cheryl
Ryberg
ALSA
Executive Secretary
607
California Ave.
Pittsburgh,
PA 15202
FAX: 412/761-0212
Purpose:
The
purpose of the meeting shall be to adopt the following Resolution No. 2001-l:
"Whereas
during a regular meeting of the Board of Directors of ALSA on May 29, 2001, a
resolution was adopted concerning Director Polly Schofield, calling or her to
resign her directorship by a date certain, failing which she would otherwise be
removed by the Board of Directors:
Whereas
the Bylaws of ALSA do not confer upon the directors any power to remove a
director unless said director has been 'declared of unsound mind by an order of
court or convicted of a felony or has failed to attend three consecutive
meetings of the Board of Directors:'
Whereas
no such grounds exist as to Director Schofield;
Whereas
ALSA's counsel has advised that said prior action is unlawful and contrary to
ALSA's bylaws;
Whereas
the resolution is contrary to the majority will of the ALSA board of Directors;
IT
IS RESOLVED:
1. The prior resolution is rescinded."