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12 <br /> Adopted by the UNRBA Board of Directors Feb. 16, 2011;Amended Nov. 20, 2013 <br /> subcommittee or special committee members to any such subcommittee or to the chairperson of a <br /> special committee. <br /> 8.6. Special Committee Programs and Reports. Upon request of the Board of Directors, each <br /> special committee shall submit to the Board of Directors following the annual meeting its program and <br /> agenda for the next year, and upon request shall report in writing on its activities, including any <br /> recommendations the special committee may have for the Board of Directors' consideration. <br /> 8.7. Committee Meetings; Miscellaneous. The provisions of these Bylaws governing meetings, <br /> action without meetings, notice and waiver of notice, and quorum and voting requirements of the Board <br /> of Directors shall apply with equal force to committees of directors and their members as well. <br /> ARTICLE IX—MEMBERSHIP <br /> 9.1. General Membership Provisions. Any local government located in whole or in part within <br /> the Falls Lake Watershed may become a member of the Association on the terms and conditions <br /> designated herein. For the purposes hereof, a "local government" means a county, city, town, or <br /> incorporated village that is located in whole or in part with the Falls Lake Watershed. Local government <br /> also includes any water or sewer authority that is created pursuant to Article 1 of Chapter 162A of the <br /> North Carolina General Statutes that provides service within the Falls Lake Watershed. Local <br /> governments that are members in good standing of the Upper Neuse River Basin Association, Inc. at the <br /> time of adoption of these By-laws shall remain members of the Association so long as they continue to <br /> meet the requirements of membership set out herein below. <br /> 9.2. Election of Members. Each candidate for membership shall make application on a form <br /> specified by the Board of Directors. All completed applications shall be considered by the Board of <br /> Directors at its next regular meeting following submission of the application. Approval of an <br /> application shall be granted by the Board of Directors to any local government located in whole or in <br /> part within the Falls Lake Watershed provided the local government requesting membership pays its <br /> initial dues as required herein. Membership shall become effective upon (i) payment of initial dues by <br /> the applicant in an amount established by the Board of Directors based on a formula or policy applicable <br /> to all Members, and (ii)a vote by the Board of Directors admitting such candidate which vote must be in <br /> the affirmative if the candidate is a local government located in whole or in part within the Falls Lake <br /> Watershed and the applicant pays its dues. <br /> 9.3. No Capital Stock. The Association shall have no issued or authorized shares of capital stock <br /> and no shareholders. <br /> 9.4. Voting Rights of Members. Members shall have no voting rights. As stated elsewhere <br /> herein, each Member shall have the right to appoint one Director, one primary alternate Director, and <br /> one secondary alternate Director. The primary alternate Director shall have full voting authority only in <br /> the absence of the appointing Member's regular Director and the secondary alternate Director shall have <br /> full voting authority only in the absence of both the appointing Member's regular Director and primary <br /> alternate Director. All of a Member's rights to take part in the management of the Association shall be <br /> by and through its Director,primary alternate Director, or secondary alternate Director. <br /> 7 <br />