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<br />written request of the pres1dent or of any D:rector, stating the <br />purpose or purposes thereof. Notice of such meeting shall be <br />given by mail or telegraph to each Director, addressed to his <br />residence or usual place of business at least three (3) days <br />before the day on which such meeting is to be held. Every such <br />notlce shall state the time, place and purpose of the meeting_ No <br />business other than that stated in the not1ce shall be transacted <br />at said meeting without the unanimous consent of the D1rectors. <br /> <br />Section 12. Quorum and Manner of Actini" Except as <br />otherWlse provided by stat~te, ~he Declaration 0 these By-Laws, a <br />maJority of the Directors in off1ce at the time of any meeting of <br />the Board of Directors sh~ll constitute a quorum for transaction <br />of business at such meeting and the act of a maJority of the <br />01rectors present at any such meeting at which a quorum 1S present <br />shall be the act of the Board of Directors. In the absence of a <br />quorum, a ma )Or1ty of the D1rectors present may adJourn tl\e <br />meeting from time to t1me wlthout notice other than announcement <br />at the meeting until a quorum be had. <br /> <br />Section 13. Walver of ~otice. NO~lce of a special <br />meeting may be waived by any member of the Board of Directors in <br />w~iting and shall be walved by attendance at such meeting in <br />person or by attorney. <br /> <br />Section l~. Action Taken Without A Heatin~" Any action <br />which might be taken at a meeting ot the Board of Dlrectors may be <br />taken without a meet1ng 1f authorlzed in a wrltlng or ~ritings <br />signed by all of the D1rectors. <br /> <br />Section 15. Compensa.tion. No Director shall receive <br />compensation for any serVice he may render 1n hlS capaclty as a <br />member of the Board of D~rectars unless such compensatlon 1S <br />approved at a meeting of the me~bers. Ho~ever, any Director may <br />be reimbursed, by resolutlon of the Board of D1rectors. for his <br />actual expenses incurred in the performance of hlS dutles as a <br />Director. <br /> <br />ARTICLE I,! <br />OFFICERS k~~ THEIR DUTIES <br /> <br />Section 1. Offlcers. The offlcers of the ASsoclatlon <br />shall be Presldent, a Secretary and a Treasurer and such asslstant <br />or other offlcers as the Board of Dlrectors may deslgnate. Each <br />off1cer shall be selected by a major1ty vote ot the Board of <br />Directors. One person may hold the off1ce and perform the duties <br />of uny two of said officers: provlded, however, that the same <br />person shall not at the same tlme hold the offlces of Pres1dent <br />and Secretary. The President shall be selected from among tho <br />Board of Directors. Each offl~er shall continue in office until~ <br /> <br />-10- <br />