Executive Committee Mtg 04-16-24

Prosposed Bylaws Amendments

Page 24 of 55

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three (3) years, on a staggered basis, so that approximately one-third (1/3) of the directors are elected each year.

6.6 A vacancy on the Board of Directors may be filled by the affirmative vote of a majority of the remaining directors. The individual filling the vacancy shall serve until the next election of directors.

The Board of Directors shall hod its annual meeting in December and shall otherwise meet as frequently as it may determine.

6.7

6.8 Special meetings of the Board of Directors may be called by the Chair and shall be held on the request of the Executive Committee, or on the written request of ten (10) or more members of the Board. 6.9 Notice of the date, time, place, and placepurpose of all meetings of the Board of Directors shall be sent by first-class mailgiven to each directorDirector by Electronic Transmission at least one (1) week period to the day of the meeting. 6.10 One-third (1/3) of the directors then in office shall constitute a quorum at any regular or special meeting. The vote of a majority of directors present at a meeting at which a quorum is present constitutes the action of the Board of Directors. 6.11 A Nominating Committee of no fewer than three (3) directors shall be appointed by the Chair with the approval of the Executive Committee, not later than October 1 of each year. 6.12 The Nominating Committee shall nominate at least one (1) person for each directorship for which there will be a vacancy at the next election of directors. The Nominating Committee shall file its report with the Chair or President not later than November 1 of the same year. In all events the Nominating Committee shall nominate the administrative head of the Detroit Civic Center Department and at least one-third (1/3) of the then-serving members of Owners Advisory Committee created by the Bureau (who are representatives of transient facilities) pursuant to Act 383 of the Michigan Public Acts of 1980. 6.13 Nominations may also be made by petition signed by no fewer than twenty-five (25) members in good standing. Such nominations shall be filed with the Chair or President not later than November1. 6.14 Official ballots shall be prepared on which the names of all nominees shall be listed in alphabetical order, with a space adjacent to each for the recording of votes, and a place provided for the signature and institutional name of the member casting the ballot.

6.15 The election of directors shall be conducted at the annual meeting of members next occurring after the Nominating Committee has filed its report or, at the

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