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[rpd] Removal of a director
dogwallah at gmail.com
Tue Dec 12 18:21:47 UTC 2017
I think this belongs on Member-Discuss list.
Pls take it there.
On Tue, Dec 12, 2017 at 12:52 PM, Andrew Alston
<Andrew.Alston at liquidtelecom.com> wrote:
> Will have to get all my notes when in front of a machine but basically:
> The bylaws state that by demand of 5% of the membership base an SGMM can be
> called. The companies act state that any vote to remove a director has to
> be explicitly for that purpose and with no other items on the agenda - hence
> it stands to reason you need 5% of the member base to force the SGMM first.
> Then - the bylaws make reference to the removal of a director - and I
> believe demand a 2/3rds majority - but I will verify all of this for you
> with pleasure when back in front of a computer.
> The fact if I have looked into this pretty closely because i am getting
> together a petition document to attempt to force the SGMM in the event that
> the directors continue to be delinquent in answering questions the legality
> of certain operations and hence continue to violate their fiduciary duties
> to the membership base that elected them.
> And pass or fail - such an SGMM may send a wake up call that the board
> cannot continue to ignore, delay, postpone and pontificate to avoid
> accountability to the members who pay their expenses and elect them
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> From: Marcus K. G. Adomey <madomey at hotmail.com>
> Sent: Tuesday, December 12, 2017 12:27:29 PM
> To: rpd; Andrew Alston
> Subject: Re: [rpd] Removal of a director
> Hi Andrew,
> Could you point to the bylaws section or the corporate document where 5%
> of members (registered and ressources ) can recall a director and vote by
> super majority?
> Warm regards
> Get Outlook for Android
> From: Andrew Alston <Andrew.Alston at liquidtelecom.com>
> Sent: Tuesday, December 12, 2017 2:30:41 PM
> To: rpd
> Subject: [rpd] Removal of a director
> There are those that have said on this list that there is no procedure to
> recall a sitting board member.
> This is fundamentally inaccurate - there is. It requires the signatures of
> 5% of the membership base to call for it - and following that a vote by
> super majority.
> If I recall there was a resolution proposed to make this easier - first by
> myself - it was voted down - and second proposed by the board in Mauritius -
> again it was voted down - so the procedure exists and is as difficult as it
> is because that is what this community wanted.
> This community has a habit of voting against things based on who proposed
> them then coming and asking for them again later. I really wonder what will
> happen when a director finishes his term and refuses to hand back his legal
> membership - and as a result cannot be removed as a member of the company -
> and as a result no new directors can be appointed. Since that is the status
> quo that this community voted for and legitimized in Mauritius when they
> voted against the need for a director to relinquish his status at the end of
> his term.
> Fascinating how this community acts against their own interests and then
> wants a revisit once the idea becomes “invented here”
> Just like it will be curious if that audit policy ever passes and audits are
> demanded of the authors - some of whom to this day only utilize 25% of their
> allocated space that they have sat on for close to a decade.
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