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Section 6: Expiration of Term due to Regular Meeting Absences

Four absences from regular monthly meetings in a twelve-month period, without prior notification, will result in the automatic expiration of a Director’s term, unless the Board approves an exception.  The Secretary shall advise the Board of a Director having missed three regular meetings in any twelve-month period, with or without notification, so that the Board has an opportunity to approve an exception in advance.

Section 7: Removal of Directors

Any Director may be removed by a vote of two-thirds of the entire Board (excluding the Director subject to removal), for misconduct or other good cause, after written and verbal notice has been given to such Director and an opportunity has been provided for said Director to be heard at a special meeting of the Board of Directors.

Section 8: Quorum

Two-thirds of the entire Board shall constitute a quorum for the transaction of business.

Section 9: Board Action

Unless otherwise required by law, the vote of the majority of the Board of Directors present at the time of the vote, provided a quorum is present, shall be the act of the Board.  Each Director present shall have one vote.  The RSWNY President shall vote only in case of a tie.

Section 10: Place and Time of Meetings

The Board of Directors may hold its meetings at the office of the Corporation or at such other place as it may determine.  Meetings, except for portions requiring confidence, will be open to member visits.

The Board of Directors shall meet at least quarterly, with a regular schedule determined and published by the Board.

Section 11. Notice of Meetings of the Board and Adjournment

Regular meetings of the Board of Directors may be held with notice, at a time and place as determined. Special meetings of the Board shall be held with written or oral notification to the Directors. Such meetings may be called at any time by an Officer or by no fewer than three (3) members of the Board. The purpose of such meeting and the business to be transacted shall be stated when called.  The meeting will be limited to the purpose specified, and no other business shall be transacted.

A majority of the Directors present, whether or not a quorum is present, may adjourn any meeting to another time and place. Notice of the adjournment shall be given to all members of the Board of Directors.

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