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Section 9.Special Meetings.Special meetings of The CCH may be called at any time by the Chairperson <br /> or by four(4)members of the Board of Directors and must be called by the Chairperson on receipt of a <br /> written request of 10%of the members of The CCH.Notice of the time,place and purpose of the <br /> meeting shall be given to each member of The CCH not less than fifteen(15)nor more than 45 days <br /> before the meeting. <br /> Section 10.Proxies.Proxies are allowed,as is participation in meetings by telephone,and e-mail voting <br /> on motions before the board. <br /> Section 11.Committees.The Board of Directors shall have the authority to pass on managing decisions <br /> for specific projects to committees formed for such purposes. <br /> Article V <br /> Board of Directors <br /> Section 1.Function and Composition.The Board of Directors shall be responsible for the business and <br /> affairs of the CCH.The Board shall consist of not less than five(5)nor more than nine(9)Directors. <br /> Section 2.Election.The Board shall be elected by written ballot sent to the membership and shall serve <br /> until the election and qualification of their successors,except for providing for the filling of vacancies. <br /> They shall be elected for a term of three(3)years except that the initial elective terms shall be for one, <br /> two or three years so as to provide three approximately equal annual classes with staggered terms. <br /> Section 3.Regular Meetings.Regular meetings of the Board of Directors shall be held according to the <br /> schedule determined by the Board. <br /> Section 4.Special Meetings.Special meetings of the Board of Directors may be called by the Chairperson <br /> or a Vice Chairperson and must be called by either of them on written request of four(4)members of <br /> the Board <br /> Section S.Notice of Meetings.Notice of all meetings of the Board of Directors shall be given by mail, <br /> telegraph e-mail,or telephone at least ten(10)days before the meeting,(but such notice may be <br /> waived by all members of the Board) <br /> Section 6.Quorum.At all meetings of the Board of Directors,the attendance of 51%of its directors shall <br /> constitute a quorum for the transaction of business.The act of a majority of the Board present at any <br /> meeting at which there is a quorum shall be the act of the Board.In the absence of a quorum at a duly <br /> called meeting,a lesser number may adjourn the meeting until such time as a quorum is present. <br /> Section 7.Powers.All The CCH powers are subject to the Bylaws,and other policies and procedures of <br /> the CCH. <br /> Section 8.Compensation.Members of the Board of Directors shall receive no compensation for their <br /> service and duties as Directors.The term compensation as used in these Bylaws does not include <br /> reimbursement of out-of-pocket expenses incurred in connection with CCH business. <br /> Section 9.Action Without a Meeting.Any action by the Board of Directors may be taken without a <br /> meeting if a majority of the members of the Board consent to such action.Such consent as may be made <br /> on an interim basis shall be referred to the full Board of Directors for ratification in a meeting or by mail <br /> vote. <br /> Article V1 <br /> Officers <br /> Section 1.Title and Number.The officers of The CCH shall be a President,a Vice Present,a Treasurer, <br /> and a Secretary.In addition,the Board of Directors may appoint additional officers,as it deems <br /> appropriate for the conduct of activities. <br /> Section 2.Election.The officers shall be elected annually by the members of the Board of Directors. <br /> Section 3.President.The President shall be the chief executive officer of the CCH and shall preside at all <br /> meetings of members of The CCH and of the Board of Directors.He/she shall have a general charge and <br />