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6 <br />directors are so removed, new at large directors may be elected at the <br />same meeting. <br />Section 5. Vacancies. Any vacancy occurring in designated or <br />appointed Director positions shall be filled as provided in Section 3 <br />of this Article. Any vacancy occurring among the at large Director <br />positions may be filled by the affirmative vote of a majority of the <br />remaining Directors of the corporation (even though less than a <br />quorum) or by the sole remaining Director. <br />A Committee on Nominations appointed by the Chairman of the Board <br />shall present a slate of at large Directors prior to the Annual <br />Meeting. The proposed slate shall be included with the Notice mailed <br />prior to such meeting. Nominations may be made from the floor, <br />provided the nominee has been consulted. <br />A Director a <br />unexpired term of <br />to be filled by <br />authorized number <br />annual meeting or <br />purpose. <br />elected to fill a vacancy shall be elected for the <br />his or her predecessor in office. Any Directorship <br />reason of an expired term or an increase in the <br />of Directors shall be filled only by election at an <br />at a special meeting of the members called for that <br />Section 6. Chairman of the Board. The President of the <br />corporation shall be the Chairman of the Board of Directors. The <br />Chairman shall preside at all meetings of the Board of Directors and <br />perform such other duties as may be directed by the Board. <br />Section 7. Committees of the Board. The Board of Directors, by <br />resolution adopted by a majority of the number of Directors fixed by <br />these Bylaws, may designate the officers of the Corporation as an <br />Executive Committee and may designate standing committees, each of <br />which shall have and may exercise the authority of the Board of <br />Directors to the extent authorized by law and provided in such <br />Resolution. The designation of any committee and the delegation <br />thereto of authority shall not operate to relieve the Board of <br />Directors, or any member thereof, of any responsibility or liability <br />imposed upon it or him or her by law. <br />In addition to any such Standing Committees of the Board, there <br />may. be such other committees and/or task forces as the President and <br />Board of Directors shall appoint annually to carry out the work of the <br />corporation. <br />ARTICLE V <br />MEETINGS OF DIRECTORS <br />Section 1. Location of Meetings. All meetings of the Board of <br />Directors shall be held at the principal office of the corporation or <br />at such other place as shall be designated by the Notice of the <br />meeting, or as agreed upon by the Board. <br />