Article V. Board of Directors

 

Section 1. Make-up of the Board of Directors

  1. The Board of Directors shall consist of the president; vice president/president elect; incoming vice president/president elect for the following year, hereafter referred to as the incoming vice president/president elect; treasurer; executive director; immediate past president; fifteen at-large directors; and all chapter presidents.
  2. The president, vice president/president elect, incoming vice president/president elect, treasurer, immediate past president, executive director, and chapter presidents shall serve on the Board of Directors during their respective terms of office.
  3. The at-large directors shall each serve a three-year term. Their terms shall be staggered so that one-third of the directors shall be elected each year.
  4. The nomination of directors shall take into consideration the geographical representation.

 

Section 2. Powers of the Board

The Board of Directors, hereafter referred to as "the Board", shall be the decision-making body, empowered by the general membership to adopt policies, appoint officers as specified in the Constitution and Bylaws, approve the budget, review the Association's activities and transactions, and determine the participation of the Association in joint programs with other organizations. The Board shall also retain powers not otherwise specified in the Bylaws for the well-being of the Association and its membership.

 

Section 3. Board Meetings

  1. There shall be at least two regular meetings of the Board each year.
  2. At any regular or special board meeting, the presence of a simple majority of the members of the Board shall constitute a quorum.

Section 4. Executive Committee

There shall be an Executive Committee of the Board, consisting of the president, vice president/president elect, incoming vice president/president elect, treasurer, immediate past president, and executive director. The incoming vice president/president elect is a non-voting member of the Committee. The Executive Committee shall possess all authority of the Board to act between board meetings, except with respect to the following matters:

  1. actions requiring general membership approval
  2. amendment or repeal of any portion of the Bylaws
  3. amendment of any resolution of the Board unless so authorized by the Board