Section 1. The legal representative of the Council shall be the Board of Directors, which shall be empowered to have, hold, and administer all the property, funds, and affairs of the Council pursuant to its Articles of Incorporation.
Section 2. The Board of Directors shall consist of at least nine persons. It shall include the President, the Vice President, and the Immediate Past President of the Council. In addition, it shall include at least six other persons elected by written (print or electronic) ballots sent to the Active and Emeritus members.
Section 3. The Board of Directors shall hold at least one meeting annually and may hold additional meetings on reasonable notice upon the call of the President or upon the written request to the President of any three Directors.
Section 4. A majority of the Board of Directors shall constitute a quorum unless herein otherwise provided.
Section 5. The Board of Directors’ Executive Committee shall consist of the President, Vice President, and the Immediate Past President. The Executive committee shall have full power to act for the Board of Directors between meetings of the Board except as herein otherwise provided.
Section 6. The Board of Directors, by resolution adopted by a majority of the Directors in office, may appoint or employ persons who, to the extent provided in said resolution, shall have and exercise the authority of the Board.
Section 7. Directors normally shall be elected for three-year terms. In a special situation, an election for a Director may, at the discretion of the Board of Directors, be held to fill a term that is less than three years.
Section 8. No Director shall serve for more than two consecutive terms, and thereafter, such Director shall be ineligible for a period of two years for re-election to the Board of Directors.
Section 9. Director vacancies may be filled by the vote of the remaining Directors until the next election.