Mr P Muir
Northside
Achiltibuie
Ross-shire
IV26 2YN
CONFIDENTIAL
RECORDED DELIVERY, Date; as per postmark.
Dear Mr Muir,
Cc the Company Secretary.
The draft minutes of the meeting of the members of the Board of This Company held on the 29th of November 2004 in the Coigach Community Hall Achiltibuie.
I refer to the above-mentioned minutes, the Secretaries accompanying e-mail, and in particular to your interruption of the proceedings that resulted in the meeting being suspended for 45 minutes at that time and your conduct during the rest of the meeting viz;
(Article 54 of the Articles of Association). In flagrant contradiction of the terms of the article, you personally invited a lady member of the Community to attend the board meeting in the full expectation that the lady would be requested to leave the meeting. In mischievously exposing the lady and the other members of the Board to a potentially very embarrassing situation for all concerned, you showed serious lack of respect for the Lady, the members of the Board, the Company and your duty as a member of the Board. Your action was in complete contradiction of your agreement with the Company subscribed by you in form 288a.
During the meeting, while the members of the Board were discussing important business regarding the Application to Register a Community Interest in the purchase of the Drumrunie Forest Estate, you were drinking strong lager beer and encouraging other board members to join you.
Your conduct during the meeting was disruptive, time wasting and disrespectful to your fellow Directors, the Company, the Members of the Coigach Community and the Companies Memorandum and articles of Association.
I would be neglecting my duty to the Board of Directors, The Company, The Coigach Community, The Wider Drumrunie Community and SEERAD, if I did not take this opportunity to explain that 'lager loutish behaviour' at any of our meetings will not be tolerated, and provides sufficient grounds for the summary dismissal of a Director or Member of this Company so behaving. Such conduct could suggest that you are not a fit person to represent the Coigach Community at this critical stage of the most important and far-reaching high profile project this Community has ever undertaken. Having been accepted as a volunteer member of this Board, without your having been proposed or seconded for that office, the Community has the right to expect higher than average standards of behaviour.
The disruption of any future meetings convened by this Company will result in the suspension of the proceedings and the meeting will only re-convene when the disruptive influence has left the room. If it is not possible to re-convene the meeting, the meeting will be adjourned to a future date and notice of an EGM will be published. The EGM will be convened to decide what action can be implemented to avoid further friction at meetings convened by the Company.
In the event that the EGM is unable to resolve the problem, advice will be sought on the suitability of this Company to proceed with the project, from the Minister at SEERAD
I should further explain to you that Article 37.7 of the Memorandum and Articles of Association states that: 'A Director shall retire or be deemed to retire if: by written notice to the Registered Office, he or she resigns as a Director'.
Your conduct displays a complete lack of respect for the feelings, achievements and contributions of the members of this Company and Community. On these grounds, you are respectfully requested to resign from the Board and the Company forthwith.
Please be assured that the Company has taken legal advice on this matter.
Without prejudice,
Chairman.