2025 MFTHBA Rulebook

40 400 - Meetings & Board of Directors Procedures Section 1. Meetings: As set forth in Article V of the MFTHBA Bylaws, the following described meetings of the members and meetings of the Board of Directors: A . Meetings of Members include both Annual and Special meetings. 1. The Annual meeting is scheduled in October, or other date as set by the Board, and is for the purpose of announcing election results, plus transaction of such other business as may come before the meeting. 2. A Special meeting may be called by: a) the President of the MFTHBA b) three or more of the Directors c) application to the Secretary-Treasurer by either 10% of the members or 25% of the ballots cast in the previous election, whichever is the lesser number. 3. A Special meeting must be held within 45 days of the date of petition qualification. 4. Notice of such Special meeting is to be given in line with the specifics outlined in the Bylaws, per Article V, Section 1. C. 5. Quorum: a) Five percent of the members in person shall constitute a quorum at any meeting other than the annual meeting. b) At the Annual meeting, the number of returned ballots shall constitute a quorum. B. Meetings of the Board of Directors : All meetings of the Board of Directors are open to all officers’ and directors’ attendance in person, but in the event this is not a prudent course of action for persons residing some distance away from the meeting location, or for some other valid reason, teleconferencing or other technological means of participation will be available for their use. This means will serve as the Board member being present at the meeting. All members in good standing can attend the meetings of the Board as spectators. 1. A regular Annual meeting of the Board of Directors may be held without other notice than by the Bylaws and this rule, to commence immediately after and at the same date and place of the Annual meeting of the members. 2. Other meetings of the Board of Directors shall be provided as regular meetings at stated times and places and shall occur as a minimum on a quarterly basis. A public announcement of the upcoming meeting will serve as notice of the meeting. 3. Special meetings of the Board of Directors shall be called by, or at the request of the President, or three or more of the directors. Notice of at least seven (7) days shall be given by telephone, written or email to each director. 4. Quorum: A majority of the Board of Directors shall constitute a quorum for the transaction of any business. When less than a quorum is present, a majority of the directors’ present may adjourn the meeting. 5. During the 12-month period between elections, in addition to other meetings, there will be two (2) meetings scheduled at dates and locations to be determined where all officers’ and directors’ personal attendance will be requested. 6. A Board member must attend two (2) meeting in person per year and any Board member that misses three (3) consecutive regular scheduled Board meetings in person or by phone, without an excused absence from the President, Vice President, Secretary/Treasurer or majority of the Board will be removed from their position. C. Waiver of Notice : Article V, Section 3 of the Bylaws specifies the terms and condition of such waivers, and members should be governed accordingly. D. Action without Meeting: Action required or permitted to be taken at a Board of Directors meeting be taken without a meeting if the action is presented to and taken by ¾ members of the Board. The action must be evidenced by one or more written consents describing the action taken and signed by

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