Agenda - 04-15-2014 - 8a - Laserfiche WebLink

Browse Search

Attachment 1 time to time to be in furtherance of the Company's purposes. Committees may include persons other than Directors, but each committee must include at least two Directors. 4.03. Committee Meetings and Other Procedures. The procedures for the calling of meetings and conduct of other business by committees shall be in accordance with the provisions set out in these Bylaws as applicable to the Board as a whole. ARTICLE V MEETINGS OF DIRECTORS 5.01. Regular Annual Meeting. The Board shall meet at least annually for the purpose of electing officers, passing upon reports of the previous year and transacting such other business as may come before the meeting. The County Directors, by notice provided to all Directors as provided for in Section 5.06, shall establish the date, time and place of such annual meeting. If the County Directors make no alternate provisions, the Board shall meet at 9:00 a.m. on the first Monday of May in each year, at the Company's principal office. The Secretary Treasurer shall give notice of the regular annual meeting as provided for in Section 5.06. 5.02. Special Meetings. Special meetings of the Board may be called by the President or by any two Directors, and it shall thereupon be the duty of the Secretary - Treasurer to cause notice of such meeting to be given as provided in Section 5.06. The President or the Directors calling the meeting shall fix the time and place for the holding of the meeting. 5.03 Informal Action. Action taken by the Directors without a meeting is nevertheless Board action if written approval of the action in question is signed by all of the Directors and filed with the Company's official minutes. 5.04. Quorum. Five Directors, including at least two County Directors, shall constitute a quorum; provided, however, that if less than such number of Directors is present at any duly called meeting, a majority of the Directors present may adjourn the meeting from time to time; and provided further that the Secretary- Treasurer shall notify any absent Directors of the time and place of such adjourned meeting. Any one or more Directors may participate in a meeting of the Board by means of a conference telephone or similar Communications device which allows all persons participating in the meeting to hear each other and such participation in a meeting shall be deemed present in person at such meeting. 5.05. Manner of Acting. The act of a majority of the Directors present at a meeting at which a quorum is present shall be the act of the Board, except to the extent these Bylaws or any applicable provision of law establishes a different requirement for corporate action.