(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  The prior resolution is rescinded."