03-27-1990 PTRC Meeting Minutes - Laserfiche WebLink

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- y i i each annual meeting, the members shall elect persons to the director positions • which have terms which terminate during that calendar year. The Board of: - Directors will submit a slate of nominees to the membership, with any additional nominees which members of the Corporation have submitted to the executive secretary at least two weeks prior to the annual or special meeting. 2.6) Compensation — Directors shall not receive any salary for their services as. such, but by resolution of the Board a fixed, reasonable sum or expense of attendance, if any, or both, may be allowed for attendance at each meeting of the Board. The Board of Directors shall have the power, in its discretion, to contract for and pay to directors rendering unusual or exceptional service to the Corporation special compensation appropriate to the value of such services. 2.7) Executive Committee — The Board of Directors shall designate five or more of its members to constitute an executive committee and, to the extent determined by the Board, the executive committee shall have the authority as granted to the Board of Directors in the management of the business of the Corporation. A majority of the members of the executive committee shall constitute a quorum for the transaction of business. The executive committee shall act only in the interval between meetings of the Board and at all times is subject to control and direction of the Board. 2.8) Resignation and Removal — Any director may resign at any time by delivering written resignation to the president or executive secretary of the Corporation. The resignation shall be effective as of the date of receipt by • such officer. The Board of Directors may, with or without cause, remove a director from office at a Board meeting, provided that the notice of the meeting at which removal is to be considered states such purpose. When a director has been removed, a new director may be elected at the same meeting. 2.9) Committees — The Board of Directors may appoint or authorize the appointment of such committees as it may from time to time deem necessary. Such committee shall have the powers, duties and responsibilities and shall be organized and function as specified in its appointment. ARTICLE 3. OFFICERS 3.1) Number and Duties — The officers of the Corporation shall be a president, one or more vice presidents, an executive secretary, a treasurer, and such other officers with such powers and duties not inconsistent with these Bylaws as may be appointed and determined by the Board of Directors. Any two offices ; except those of president and vice president and those of .president and executive secretary, may be held by the same person. 3.2) Election, Term of Office and Qualifications — The president shall be elected annually by the Board of Directors from among its number, and the other officers shall be elected annually by the Board of Directors from among such persons as the Board of Directors may see fit, at the first meeting of the Board of Directors and thereafter annually. Such officers may be removed with or without cause by the affirmative vote of a majority of the whole Board of Directors. 4.