Contents of this communication 1. My communication as director to you 24 July 2013 1 2. The exact words I wrote to the other directors the day after the EGM “Proposed AGENDA for all board meetings” 1 3. My Previous communication to you 2 4. WEBEX for AGM 3 1. My communication as director to you 24 July 2013 Dear fellow owners, I am writing to you in advance of the AGM. Firstly I have not received any notice of this AGM other than informally. This may invalidate the meeting as notice is a legal requirement. Have you got notice? I am unable to attend the AGM because I am travelling on business. I asked the other directors to move the AGM out by 1 week when I could attend or use WEBEX so I could attend. They did not respond. So in section 4 I have put WEBEX details for the AGM. This call will be open and I will be there. I have not received notice of board meetings despite asking for them. I communicated this to each of other directors. I received no response Regarding the June newsletter as it related to my earlier communication to you, 1. I did not suggest I was communicating as the company. It was from “me a director” 2. There was not any lack of clarity about my issue. It was clear and specific. I am not going to repeat it but there is a copy is in section 3 3. I did ask the board meetings be run in a specific way and in section I give the exact words written to all of the other directors the day after the last EGM is section 2. None of this happened 4. The reasons I outlined in my last communication to you for stopping participation were confirmed in the June newsletter as I am confident you will agree. 5. The June newsletter stated that Phil had “interviewed” the candidates and that a selection process had been followed. ? Ask him at the AGM. This is untrue 6. Your company is now completely dependent on an individual and this will eventually fail 7. Your company should have “managed out” bad vendors rather than exposing us to what happens when you just terminate a contract. It was suggested that I am communicating with a limited number of owners. I am doing my best. Please distribute this freely. As the Facebook was shut down I have created a new site for you to collaborate on at Grangerath Limited comments. This communication will be there and this site will not be shut and will allow free comment. 8. As part of this communication I formally resign as director on the 30 July 2013. I am available for re-election 2. The exact words I wrote to the other directors the day after the EGM “Proposed AGENDA for all board meetings” Please find attached a proposal for formats for 2 standard control documents (minutes and action log) I would like to see adopted. I further propose that we agree that all decisions will be recorded in minutes of formal meetings and decisions will not be made in any other way. Minutes of previous meeting should be distributed prior to each board meeting and the first item at each meeting should be that previous minutes be approved by signature. I would like to see the minutes published? The Action Log should be what drives our activity. It would become our record of achievement and our plan for the future. I would also like to see this published? 3. My Previous communication to you I am writing to you because at the EGM of Grangerath Ltd. you elected me as a volunteer director to your company. I committed a year’s service and told you I would protect Governance, Scope and collection of fees due. The day after the EGM I requested that the newly elected directors would make decisions at meetings and that these decisions would be recorded in meeting minutes and so that our decisions would be transparent these minutes would be published. This has not happened. Governance issue Four weeks ago at a meeting it was suggested that one of the directors should be paid for work they were doing and that one of the director’s spouses be employed to work in an office to be rented under contract in Southgate for a substantial fee. The spouse to be hired was already selected without a job specification, advertisement or interview. I formed the opinion that this was in fact a decision already made and it was one with which I could not support. The implication was that we were going to manage the operations directly. This was too high a risk as far I was concerned as it would make us dependent on two individuals. Scope I found that there was an always presence attempt to expand the scope of the company beyond its purpose which is to manage the common areas of the estate. There was a constant background of social intervention. This is a good thing but not the purpose of this company. This activity in my opinion needed to be kept separate from the activity of Grangerath Ltd. It was suggested that the newly acquired premises at Southgate could serve as a quasi-community centre. I could not support this. Newsletter published a few weeks ago As a minimum I would have expected the above should have been made in the recently published newsletter it was not. Conclusion I left the meeting and have not attended since. I believe that given what I promised at the EGM this is the correct course of action for me to take. I believe it is correct that I communicate this to you because you need to know what is happening in your company. I asked that I be sent minutes of the meeting so I would be aware of decisions being made. This has happened, I have the minutes but they do not indicate that any decisions have been taken yet it is clear they have. So the minutes which should document the Governance of the company do not do so. In fact SMP provided me with more information that the directors will. During this week I asked for written confirmation of what decisions had been taken. I have not received a response so I cannot confirm if what I described above has actually happed or not. There will shortly be an AGM and all this will have to be addressed. In the meantime I want to make it clear that I will resume attendance at the meetings once the other directors agree to document and publish in a full and transparent way. Noel McGwynne 4. WEBEX for AGM Meeting Number: 809 192 095 Meeting Password: This meeting does not require a password. ------------------------------------------------------- To join this meeting (Now from mobile devices!) ------------------------------------------------------- 1. Go to https://ud.webex/ud/j.php?J=809192095
Posted on: Tue, 23 Jul 2013 19:39:11 +0000