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Section 2.3 - SPECIAL MEETINGS. Special meetings of the members, for any purpose <br />or purposes, unless otherwise prescribed by statute, may be called by the President or by the <br />Board of Directors, and shall be called by the President at the request of one - tenth of the <br />members. <br />Section 2.4 - MEETING OF ALL MEMBERS. If all of the members which are entitled to <br />vote shall meet at any time and place, either within or outside the State of Colorado, and consent <br />to the holding of a meeting at such time and place, such meeting shall be valid without call or <br />notice, and at such meeting any corporate action may be taken. <br />Section 2.5 - QUORUM. A majority of the members entitled to vote, represented in <br />person, shall constitute a quorum at any meeting of members, except as otherwise provided by <br />the Colorado Nonprofit Corporation Code and the Articles of Incorporation. In the absence of a <br />quorum at any such meeting, a majority of the members present may adjourn the meeting from <br />time to time for a period not to exceed sixty days without further notice. At such adjourned <br />meeting at which a quorum shall be present or represented, any business may be transacted which <br />might have been transacted at the meeting as originally noticed. The members present at a duly <br />organized meeting may continue to transact business until adjournment, notwithstanding the <br />withdrawal during such meeting of that number of members whose absence would cause there to <br />be less than a quorum. <br />Section 2.6 - MANNER OF ACTING. If a quorum is present, the affirmative vote of the <br />majority of the members represented at the meeting and entitled to vote on the subject matter <br />shall be the act of the members, unless the vote of a greater proportion or number or voting by <br />classes is otherwise required by statute or by the Articles of Incorporation or these By -laws. <br />Section 2.7 - VOTING. Unless otherwise provided by these Bylaws or the Articles of <br />Incorporation, each member entitled to vote shall be entitled to one vote upon each matter <br />submitted to a vote at a meeting of members. <br />Section 2.8 - INFORMAL ACTION BY MEMBERS. Any action required or permitted to <br />be taken at a meeting of the members may be taken without a meeting if a consent in writing, <br />setting forth the action so taken, shall be signed by all of the members entitled to vote with <br />respect to the subject matter thereof. <br />Section 2.9 - VOTING BY BALLOT. Voting on any question or in any election may be <br />by voice vote unless the presiding officer shall order or any member shall demand that voting be <br />by ballot. <br />2 <br />