This shows the boards contempt for the members. The board never responded to this request or read it to the members.
Mr. Steve Miller
Northern Chester County Sportsmen’s Club
Re: Training Courses at NCCSC
Dear Mr. Miller,
It has come to our attention that persons serving in the official capacity of officer of the Northern Chester County Sportsmen’s Club or in an ad hoc position which participates in such meetings as to convey the impression of being an officer of the club, often conduct such business on the property of NCCSC fashioned as “training” and that these persons profit personally from such efforts. In reviewing some highlights of Pennsylvania Corporate law, the fiduciary duty of loyalty requires directors (officers) to act :
• In good faith
• For the benefit of the corporation and shareholders (our members)
Decisions and transactions that involve a conflict between the interests of the corporation (e.g. NCCSC) and the private interests of the officer are not protected by the Business Judgment rule. One example would be interested director (officer) transactions, those between the corporation and one of its officers.
By this letter, we the undersigned request the specifics of all business arrangements with individuals who both conduct business (such as training courses) on NCCSC property, using NCCSC assets and who are either officers of the corporation or who serves in an appointed capacity by the NCCSC board. We would appreciate return of this information in written form by the close of business, June 30, 2014.
Lawrence H. Price