03-27-1990 PTRC Meeting Minutes - Laserfiche WebLink

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than three consecutive terms. 2.3) Number - At no time after July 1, 1982.shall the Board of Directors consist of less than nine or more than 18 directors. The number of directors shall be 15, five of which shall be A directors, five of which shall be B directors and five of which shall be C directors, unless such numbers change by the Board of Directors. 2.4) Vacancies - A majority of the remaining members of the Board, though less than a quorum, shall fill any vacancies occurring on the Board. The person so selected shall hold office until his successor has been elected. 2.5) Meetings - Meetings of the Board of Directors shall be held and conducted in accordance with the following provisions: (01) Location - A meeting of the Board of Directors may be held at any place, within or without this state, designated by the Board. (02) Call - Each meeting of the Board of Directors shall be held at the call of the president or vice president and must be called by either of them on the written request of any member of the Board. (03) Notice - Notice of the time, place and purpose or purposes of a meeting of the Board of Directors, except as herein otherwise provided, shall be given by personally serving or mailing notice thereof at least five (5) days before the meeting to the usual business or residence address of to • directors. The Board may adopt a resolution which authorizes regularly scheduled meetings of the Board of Directors to be held without notice and at such time and place as shall be determined in the resolution. (04) Waiver of Notice - A director may make written waiver of notice before, at, or after a meeting. Appearance at a meeting is deemed a waiver unless it is solely for the purpose of asserting the illegality of the meeting. (05) Board Action - Any action that could be taken at a meeting of the Board of Directors may be taken without a meeting when authorized-in wryting signed by all of the directors. (06) Quorum - A majority of the Board of Directors shall constitute a quoz-um for the transaction .of business; provided, however, that if any vacancies exist by reason of death, resignation or otherwise, a majority of the remaining directors, but not less than three, shall constitute a quorum for the conduct of business. An act of the majority of the directors present at a meeting at which a quorum is present is an act of the Board. (07) Doting by Proxy - A director shall not appoint a proxy for himself or herself or vote by proxy. (08) Annual Meeting - Members shall hold an annual meeting for the election of directors whose terms terminate that calendar year, and for the transaction of any other business properly coming before the meeting. The dare and ti of the meeting shall be determined by the Board of Directors. When the ann.. =cting has not hPPn held; or di.rec-tors have not been elected'I`h�eat;--- - directors may be elected by a special meeting held for that puipoi--z• At