STU.25-08 Greenwell - Greenwell - Laserfiche WebLink

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25 08 Section 4.2 Composition, Number and Qualifications of Directors. There shall be a minimum of five (5) and a maximum of sixteen (1 6) Directors, who shall be elected at the Annual Members' Meeting of the ASSOCIATION by a vote of the members. Candidates for the Board must be members of the ASSOCIATION. No Board member may be an employee of Amy B. H. Greenwell Ethnobotanical Garden. The Officers of President, Vice-President(s), Secretary, and Treasurer shall be elected from among the Board of Directors by the Directors themselves. Section 4.3 Committees. The Directors may from time to time establish standing or ad/hoe committees as they shall determine to be necessary or appropriate for the conduct of the ASSOCIATION's lbusiness. Section 4.4 Elections. The initial Board of Directors as established in the Articles of Incorporation shall, at the Organizational Meeting of the Association, elect Directors for the staggered terms(plus any interim period between the Organizational Meeting and the first annual meeting) specified below. Thereafter, the Directors shall be elected by the members at the annual meeting of the members of the ASSOCIATION, as needed when staggered terms expire. Section 4.5 Terms of Office. Except for Directors elected by the initial Board, Directors' terms begin with the annual members' meeting. Directors shall be elected for a term of three (3) years, except for the initial Board, of which at least 5 shall serve for I year, at least 5 shall serve for 2 years, and the remainder shall serve for 3 years. All directors shall hold office until their respective successors are elected. Directors may be removed from office by a vote of at least two-thirds (2/3rds) of the entire Board of Directors then in office. Section 4.6 Board Vacancies. If, for any reason, elected directors vacate their position midterm, the Board may elect replacements to serve until the next annual meeting of members. Section 4.7 Regular Board Meetings. Regular meetings of the Board of Directors may be held without call or notice at such places and times as the directors may from time to time to have previously determined, provided that any director who is absent when such determination is made shall be given notice thereof. There shall be at least one annual meeting of the Board. General members may attend Board meetings, but may participate therein only when asked to do so, and they may not vote at such Board meetings. Section 4.8 Special Board Meetings. Special meetings of the Board maybe called by or at the request of the President or any two (2) directors.