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Section 2.07 Record Date. For the purpose of determining the shareholders entitled to vote <br />at any meeting of the shareholders, determining shareholders entitled to notice of the meeting, or <br />in order to snake a determination of shareholders for any Bather purpose, the record date for any <br />such determination of shareholders, such date, in any case, shall be fifteen (15) days prior to the <br />meeting date or action requiring a determination of the shareholders. <br />ARTICLE 111, BOARD OF DIRECTORS <br />Section 3.01 Powers, Duties The affairs of the Company shall be managed by its Board of <br />Directors. The Board of Directors shall have the power to estimate, make and levy assessments <br />against the shareholders of the Company, at the annual meeting of the Beard of Directors, and at <br />such other timer as the Board of Directors determines to be appropriate; provided, however, that <br />such levies and assessments must be approved by the owners of a r aajority of the shares <br />represented at an annual or special meeting. They Board of Directors shall have the power to <br />make and adopt such rules and regulations consistent with applicable law, the Articles of <br />Incorporation or these; By=laws, as it nuay deem desirable for the management of the business and <br />affairs of the Company. The .Board of Directors shall hear and 'determine complaints of <br />shareholders regarding non- service or improper service of seater distribution. The Board of <br />Directors may borrow (rinds on behalf of they Company for repairs, improve tents or other <br />beneficial purposes, and secure such transactions with the real and personal property of the <br />Company* provided, however, that the Board shall not borrow in excess of $5000 in aggregate <br />without the approval of the owners of a majority of shires represented at an aannual or special <br />meeting. <br />Section. 3.02 Directors, The Beard of Directors shall consist of a minimum of three (3) and <br />a maximum of five (5) directors and shall be elected at each annual meeting of the shareholders <br />by a majority vote. <br />Section 3.03 Eligibility Term. No person shall be eligible for election to the Board of <br />Directors unless at the time of election, he /she is a bona fide shareholder of the Company or an <br />employee or designated representative of a shareholder of the Company, l elembers of the Board <br />of Directors shall serve for a terra of one (1) year from the date of election and until his/her <br />successor is duly elected and qualified. <br />Section 3.01 Vacancies. In the case of any vacancy that will occur at a- specific later <br />elate by reason of a resignation effective at a later date, the resigning Director shall appoint a. <br />successor Director to fill such vacmncy for the unexpired portion of the term of the directorship <br />which shall became vacant, so long as the successor Director is a Stockholder in this Company <br />or an employee or designated representative of a Stockholder of this Company. NotNNithstanding <br />the foregoing, in the case of anv vacancy created by the death or disqualification of a Director <br />who is also an employee or designated representative of a Stockholder of this Company, such <br />Stockholder shall appoint a successor Director to fill such vacancy for the unexpired portion of <br />the terra of the directorship so vacated. Furthermore, in the case of a vacancy created by the <br />death or disqualification of a Director who is not are employee or designated representative of a <br />Stockholder in this Company or in the case of a vacancy arising from the creation of a nexv <br />directorship, the other Directors, by affirmative- vote of a majority thereof, must fill such vacancy <br />