Board Meeting Memorandum 09/10/2003 ‎(B)‎

• Board Meeting Date: 9/10/2003
• Description: Non Reimbursable Projects Tamarisk Coalition, Infested Acres Inventory
• Board Meetings - Doc Type: Meeting

4.10 Regular Meetings. Regular meetings of the Board of Directors shall be held on the
• same day, and at the same place as, each regular meeting of the membership. The
Board of Dire ctors may provide, by resolution, the time and place, for the holding
of additional regular meetings without other notice than such resolution.
4.11 Special Meetings. Special meetings of the Board of Directors may be called by or
at the request of the president or any three (3) directors. The person or persons
authorized to call special meetings of the Board of Directors may fix any place within
Western Colorado, as the place for holding any special meeting of the Board of
Directors called by them. Notice of any special meeting shall be given at least ten
(10) days prior to the meeting in the manner specified by Article 14 below. The
purpose of any special meeting of the Board of Directors shall be specified in the
notice of such meeting.
4.12 Quorum. One-third of the number of directors fixed by Section 4.2 shall constitute
a quorum for the transaction of business at any meeting of the Board of Directors,
provided that at least one director present is the then-acting president, vice-
president, secretary, or treasurer. If less than such majority is present at a
meeting, a majority of the directors present may adjourn the meeting without further
notice.
4.13 Telephonic Meetings. The Board of Directors may permit any director to participate
in a regular or special meeting_.by,..or.conduct the meeting through the use of, any
• means of communication by which all directors participating may hear each other
during the meeting. A director participating in a meeting by this means is deemed
to be present in person at the meeting.
4.14 Manner of Acting. Each director is entitled to cast one vote on any matter coming
before the Board for decision. Except as otherwise specified in these Bylaws, the
act of the majority of the directors present at a meeting at which a quorum is present
shall be the act of the Board of Directors. The president may elect to vote or to
abstain.
4.15 Meetings Open to Public. All meetings of the Board of Directors shall be open to
members of TC and to the general public, unless a majority of the directors present
vote to go into closed executive session.
4.16 Compensation. No director shall receive any compensation as a director or for
attendance at meetings of the Board of Directors or for services as a director. By
resolution of the Board, payment may be allowed for reasonable expenses incurred
by directors for attendance at regular and special meetings of the Board, and for
special services rendered by any director.
4.17 Presumption of Assent. A director of TC who is present at a meeting of the Board
of Directors at which action on any corporate matter is taken shall be presumed to
• have assented to the action taken unless his dissent shall be entered in the minutes
File: TC Bylaws, April 16, 2002.wpd 6