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61 <br />CARDINAL INNOVATIONS HEALTHCARE SOLUTIONS <br />BYLAWS <br />For the <br />OPC Community Operations Center <br />ARTICLE I: ORGANIZATION AND OFFICES <br />Section 1. Name <br />Cardinal Innovations Healthcare Solutions ("'Cardinal Innovations," or the <br />"Company ") is a public entity and local political subdivision of the State of North <br />Carolina, incorporated according to the laws of the State. Cardinal Innovations is the <br />successor entity to PBH, formerly known as Piedmont Behavioral Healthcare. OPC <br />Community operations Center is a division of Cardinal Innovations. <br />Section 2. offices <br />The principal office of OPC Community Operations Center shall be at 100 Europa <br />Drive, Suite 490, Chapel Hill, NC 27517, or such other place as may be established by the <br />Governing Board of Cardinal Innovations (the "Governing Board "). <br />ARTICLE II: BOARDS AND MEMBERS <br />Section 1. Governing Board and Community Oversight Boards <br />1.1 Powers. The governing unit of Cardinal Innovations is comprised of a single <br />Governing Board and four Community oversight Boards. The Governing Board shall <br />have the power to direct the business and affairs of the Company and to exercise all of its <br />powers, duties, and responsibilities, including those set forth in the Joint Resolution <br />establishing Cardinal Innovations, effective July 1, 2012 (the "Joint Resolution " ). The <br />Governing Board shall be responsible for establishing policies that guide the operation of <br />the Company. The Community Oversight Boards shall ensure involvement of local <br />stakeholders, promote local collaboration, and monitor services provided within <br />established catchment areas in coordination with the Community Operations Centers. <br />Individuals who serve on the Governing Board are "Directors." Individuals who serve on <br />the Community Oversight Boards are "Members." <br />1.2 Con7n7unity Di)ersight Board Composition. The Members of the Community <br />Oversight Boards shall be as follows: <br />(a) Three (3) Members from each County, appointed by each County's <br />Board of Commissioners, and will include a County Commissioner or designee, a <br />consumer or family member, and another citizen or stakeholder; and <br />(b) One (1) Member from the Local Consumer and Family Advisory <br />Committee, either the Chair or other elected member. <br />15 <br />