From: Dave Page
-The association is managed by its Board of Directors, composed of a -least 3 members and at most 16 members, elected by the General -Assembly from among the active members. +The association is managed by its Board of Directors, composed of 5 members, +elected by the General Assembly from among the active members. In the event +that the number of Directors falls below that number, the Board must co-opt +a replacement member without undue delay.
-Members of the Board of Directors are elected for 2 years. Retiring directors are eligible for re-election. +Members of the Board of Directors are elected for 3 years. Retiring directors +are eligible for re-election.
In the event of a vacancy, the Board of Directors provides for @@ -127,6 +129,20 @@ permanent. A coopted member's mandate comes to an end at the end of the mandate member he replaces.
+The number of Directors employed by a single company or different companies +with the same ultimate ownership or under the same ultimate control must be +less than 50% of the total number of Board Members. In the event that a +Director steps down causing this rule to be breached, a replacement Director +must be co-opted without undue delay. In the event that a Director accepts a +new position with a company causing this rule to be breached, he or she must +step down and a replacement co-opted without undue delay. In the event that +the appointment of a Director following a Board election would cause this +rule to be breached, the first runner-up who would not cause the rule to be +breached must be appointed instead. No binding contracts, agreements, or +payments over 10,000⬠(except where previously contractually agreed) may be +approved whilst in breach of this rule. +
+The decisions of the Board of Directors shall be taken by a simple majority of present or represented members. In the event of a tie for any action, the President shall have a deciding vote.