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<br />I J.-..... <br />~- of the governing body, the directors of a city member shall be the mayor and the chief <br />I administrative officer of the city, Each director has one vote, A member may appoint one alternate <br /> director, The alternate director may attend meetings of the board and may vote in the absence of a <br />I director. <br /> Section 2. Directors serve until their respective successors are appointed and qualified. <br />I Section 3, A director may be removed from the board at any time, with or without cause, <br /> by resolution of the governing body making the appointment. The resolution removing the director <br />I must be filed with the Secretary-Treasurer <br />I Section 4, A vacancy on the board is filled in the same manner that the appointment of a <br /> director is made, <br />I Section 5, Directors may vote by proxy, <br /> Section 6, A director may not vote if the board determines that the member represented by <br />I the director is not in compliance with this agreement or if the director has been removed from the <br /> board, <br />.. ARTICLE VI, MEETINGS <br />I Section I, The directors of the initial members must conduct an organizational meeting no <br />I later than 30 days after the effective date of this agreement. At the organizational meeting, or as <br /> soon thereafter as is reasonably possible, the board must elect its officers, and adopt such by-laws <br />I and other procedures governing the conduct of its meetings and its business as it deems appropriate. <br /> Section 2, The board must conduct an annual meeting at a date and place specified in its <br />I by-laws to elect officers and to undertake such other business as may properly come before it. The <br />I board may provide for a schedule of regular meetings, A regular meeting must be held in 1996 and <br /> thereafter as provided by the by-laws of the organization, <br />I Section 3, A special meeting of the board may be called by the President or by the <br /> Secretary-Treasurer upon written request of such number of directors as specified by the by-laws, <br />I Notice of a special meeting must be mailed to directors no fewer than five days prior to the special <br /> meeting, Business at special meetings is limited to matters contained in the notice of the special <br />~ meeting, <br />I 5 <br /> 11:\I-35W\CORPORA T\J-POWERDOC <br />