Agenda - 11-20-2012 - 5n - Laserfiche WebLink

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6 Directors to the extent authorized by law and provided in such Resolution. The designation of any committee and the delegation thereto of authority shall not operate to relieve the Board of Directors, or any member thereof, of any responsibility or liability imposed upon it or him or her by law. In addition to any such Standing Committees of the Board, there may be such other committees and/or task forces as the President and Board of Directors shall appoint annually to carry out the work of the corporation. ARTICLE V MEETINGS OF DIRECTORS Section 1. Location of Meetings. All meetings of the Board of Directors shall be held at the principal office of the corporation or at such other place as shall be designated by the Notice of the meeting, or as agreed upon by the Board. All meetings shall be open to the general public and make provision for public comment. Section 2. Annual Meeting. The Directors shall hold an Annual Meeting in January of each year for the purpose of adopting the budget for the following calendar year and transacting other business to come before the Board. Annual Reports shall be presented at the meeting by the President, Secretary and Treasurer, and by the Chairpersons of any Standing Committees; provided that presentation of the Treasurer's report may be delayed until a regular meeting of the Board to be held in March to allow time for its preparation after the end of the fiscal year. Section 3. Regular Meetings. In addition to the Annual Meeting, the Board of Directors may provide, by resolution, the time and place for the holding of additional regular meetings. Section 4. Special Meetings. Special meetings of the Board of Directors may be called by or at the request of the President or any two Directors. Such a meeting may be held as fixed by the person or persons calling the meeting. Page 4 of 10 Section 5. Notice of Meetings. Regular meetings of the Board of Directors may be held without notice. The person or persons calling a special meeting of the Board of Directors shall, at least fourteen (14) days before the meeting, give notice thereof by any usual means of communication. Such notice shall specify the purpose for which the meeting is called. Section 6. Waiver of Notice. Any Director may waive notice of any meeting. The attendance by a Director at a meeting shall constitute a waiver of notice of such meeting, except where a Director attends a meeting for the express purpose of objecting to the transaction of any business because the meeting is not lawfully called or convened. Section 7. Quorum. A majority of the number of Directors fixed by these Bylaws shall constitute a quorum for the transaction of business at any meeting of the Board of Directors.