Laserfiche WebLink
Section 3.6 - NOTICE. Written notice of any special meeting of directors shall be given <br /> as follows: <br /> a. By mail to each director at his or her business address at least three days <br /> prior to the meeting; or <br /> b. By personal delivery or telegram at least twenty-four hours prior to the <br /> meeting to the business address or residence address of each director, or in the event such notice <br /> is given on a Saturday, Sunday or holiday, to the residence address of each director. If mailed, <br /> such notice shall be deemed to be delivered when deposited in the United States mail, so <br /> addressed, with postage thereon prepaid. If notice be given by telegram, such notice shall be <br /> deemed to be delivered when the telegram is delivered to the telegraph company. Any director <br /> may waive notice of any meeting. The attendance of a director at any meeting shall constitute a <br /> waiver of notice of such meeting, except where a director attends a meeting for the express <br /> purpose of objecting to the transaction of any business because the meeting is not lawfully called <br /> or convened. Neither the business to be transacted at, nor the purpose of, any regular or special <br /> meeting of the Board of Directors need be specified in the notice or waiver of notice of such <br /> meeting, unless specifically required by law or these By-laws. <br /> Section 3.7 - QUORUM. A majority of the number of directors fixed by or pursuant to <br /> Section 3.3 of this Article III shall constitute a quorum for the transaction of business at any <br /> meeting of the Board of Directors, but if less than such number is present at a meeting, a majority <br /> of the directors present may adjourn the meeting from time to time without further notice. <br /> Section 3.8 - MANNER OF ACTING. Except as otherwise required by law or by the <br /> Articles of Incorporation, the act of the majority of the directors present at a meeting at which a <br /> quorum is present shall be the act of the Board of Directors. <br /> Section 3.9 - INFORMAL ACTION BY DIRECTORS. Any action required or permitted <br /> to be taken by the Board of Directors or by a committee thereof at a meeting may be taken <br /> without a meeting if a consent in writing, setting forth the action so taken, shall be signed by all <br /> of the directors or all of the committee members entitled to vote with respect to the subject <br /> matter thereof. <br /> Section 3.10 - PARTICIPATION BY ELECTRONIC MEANS. Any members of the <br /> Board of Directors or any committee designated by such Board may participate in a meeting of <br /> the Board of Directors or committee by means of telephone conference or similar <br /> communications equipment by which all persons participating in the meeting can hear each other <br /> at the same time. Such participation shall constitute presence in person at the meeting. <br /> Section 3.11 - VACANCIES. Any vacancy occurring in the Board of Directors may be <br /> filled by appointment by the remaining Board of Directors. A director appointed to fill a vacancy <br /> shall serve until his or her successor is appointed for the unexpired term of his or her predecessor <br /> in office. <br /> 4 <br />