Page 315 - CFESA 2017 Membership Directory

Article V - Annual Election

Section 1
At the annual meeting next held after the adoption of these bylaws, there shall be elected by
ballot six (6) Directors of the association, three (3) of whom shall be elected for a term of one
(1) year, three (3) for two (2) years. At each annual meeting thereafter, a number of Directors
equal to that of those whose terms have expired or are about to expire shall be elected for a
term of two (2) years. Any Director shall be eligible for re-election, however, no Director shall
hold the directorship for more than two (2) consecutive terms. Directors shall, upon election,
immediately enter upon the performance of their duties and shall continue in office until their
successors shall be dully elected and qualified, or unless they resign, are removed or are
otherwise unable to fulfill an unexpired term.

Article VI - Board of Directors

Section 1
The Board of Directors shall have supervision, control and direction of the affairs of the
association, shall determine its policies or changes therein within the limits of the bylaws,
shall actively prosecute its purposes and shall have discretion in the disbursement of its
funds. It may adopt such rules and regulations for the conduct of its business as shall be
deemed advisable, and may, in the execution of the powers granted, appoint such agents as
it may consider necessary.
Section 2
All elected officers and directors shall be members of the Board, with the right to vote. In
addition, the president, upon leaving the position of President, shall assume the position of
Immediate Past President on the Executive Committee. The former President may not assume
any other position on the Executive Committee. The former President shall hold this seat until
his successor vacates the Presidency. At that time, the current Immediate Past President must
rotate off the Executive committee for a period of not less than one year before being eligible
to serve on the Executive Committee. The most recent former President shall then serve as
Immediate Past President.

Section 3: Meetings
Except that the board shall have a regular meeting at the time and place of the annual
meeting, the Board shall meet upon call of the President at such times and places as he may
designate, and shall be called to meet upon the demand of a majority of its members. Notice
of all meetings of the Board of Directors shall be emailed to each member of the Board at his
last recorded email address at least ten (10) days in advance of such meetings.

Section 4: Quorum
A majority of the whole Board shall constitute a quorum at any meeting of the Board. Any
lesser number may adjourn from time to time until a quorum is present.

Section 5: Absence
Any member of the Board of Directors unable to attend a meeting shall, in an email addressed
to the President or Secretary, state the reason for this absence. If a Director is absent from