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Old January 27th 07, 04:25 PM posted to,,,alt.chess
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Default Counsel Responds to Bill's Question on How to Remove Sam Sloan as Director

Counsel Responds to Bill's Question on How to Remove Sam Sloan as

* Subject: FW: Removal of directors
* From: "Bill Hall" [email protected]
* Date: Wed, 2 Aug 2006 10:18:21 -0500

Requested information ...

Bill Hall
Executive Director
United States Chess Federation
P.O. Box 3967
Crossville, TN 38557-3967
Phone: (931) 787-1234
Fax: (931) 787-1200

From: Michael Matsler [mailto:[email protected]]
Sent: Wednesday, August 02, 2006 9:36 AM
To: [email protected]
Cc: [email protected]
Subject: Removal of directors


As you requested, we have looked further into the issue regarding
removal of directors. As an Illinois not for profit corporation, USCF
is subject to that state's statutes and decisional law. Under
Illinois law the by-laws of the corporation are viewed as the
equivalent of a contract between its members and those chosen to
manage the affairs of the entity, referred to as directors. The USCF
by-laws as currently written do not provide directly for the expulsion
or removal of a director or prospective director; the executive board
may revoke membership after a hearing for cause upon thirty days'
notice, or the ethics committee may expel a member. Illinois law
further provides, however, that a director can be removed with or
without cause, as follows:

"In the case of a corporation with members entitled to vote for
directors, no director may be removed, except as follows:

(1) A director may be removed by the affirmative vote of
two-thirds of the votes present and voted, either in person or by

(2) No director shall be removed at a meeting of members entitled
to vote unless the written notice of such meeting is delivered to all
members entitled to vote on removal of directors. Such notice shall
state that a purpose of the meeting is to vote upon the removal of one
or more directors named in the notice. Only the named director or
directors may be removed at such meeting."

Please let us know if we can be of any further assistance. Note that
in my absence due to vacation from 8/9 to 8/22 you can contact Maureen
Crush or Shay Humphrey in our office.

Michael Matsler

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