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CD <br />ARTICLE III <br />Board of Directors <br />3.01. Board of Directors: Size of Board. The Company's business and <br />affairs shall be managed by a Board of Directors (the "Board") consisting of nine <br />persons, which shall exercise all powers of the Company. <br />3.02. Initial Directors. The Board's initial members shall be as designated <br />in the Company's Articles of Incorporation. <br />3.03. County Directors. The County shall at all times have the right to <br />appoint three Directors (the "County Directors"). <br />Unless at any time the County shall otherwise notify the Company, the <br />County Directors shall be (a) the County Manager, (b) the County's Finance <br />Officer, and (c) one member of the County's Governing Board as designated from <br />time to time by such Governing Board. The initial County Directors are Margaret <br />W. Brown, John Link, Jr. and Kenneth T. Chavious. <br />All persons serving as County Directors shall be deemed to be serving as <br />Company Directors as a part of that individual's duties of office, and shall not be <br />considered to be serving in a separate office. All persons serving as County <br />Directors shall serve until their successors have been designated by the County's <br />Governing Board, except that a person serving as a County Director shall cease to <br />be a Company Director upon such individual's cessation of service as am elected <br />official, officer or employee of the County, whether or not such member's <br />successor shall be appointed and qualified for office. Each County Director <br />(including elected officials) serves at the County's pleasure, and may be removed <br />from office as a Director at any time, with or without cause, by resolution of the <br />County's Governing Board, as certified to the Company's Secretary-Treasurer. <br />3.04. Independent Directors. The Board shall at all times (except in the <br />case of temporary vacancies) include six Directors who are not elected officials, <br />officers or employees of the County (the "Independent Directors"). <br />The initial Independent Directors are as follows, and such persons shall <br />serve terms expiring on the dates indicated below: <br />June 30, 2000 <br />June 30, 2000 <br />June 30, 2000 <br />