ARTICLE II - Meetings of Members

Answer

Section 1. Annual Meeting. The annual meeting of the Club shall be held each year at such time and place as may be designated by the Board of Directors, for election of directors, receiving annual reports of directors, officers and committees, and transacting such other business as may properly be brought before the meeting.

Section 2. Special Meetings. Special meetings of the Club may be called for any purpose, at any time, by the President, by the Board of Directors, or by any five (5) or more Regular Members. The President, in calling a special meeting, shall designate the time and place of such meeting. Two (2) members of the Board of Directors or any group of five (5) or more members desiring to call a special meeting shall make written request to the President to call the meeting, whereupon the President shall give notice of the meeting, to be held between ten (10) and sixty (60) days after receiving the request. If the President fails to give notice of the meeting within seven (7) days from the day on which the request was made, the persons who requested the meeting may fix the time and place of the meeting, and give notice, in the manner provided herein.

Section 3. Notice. Notice of meetings and elections shall be given to all members entitled to vote, subject to waiver thereof, by first class mail or by e-mail or both.

Section 4. Voting. Each Regular Member of the Club is entitled to one (1) vote. Proxies shall be permitted at all meetings. Members shall vote by email or via the Internet in order to allow equal access to all Regular Members.. In case of a tie vote on any matter, the President shall have a deciding vote in addition to his or her original vote.

Section 5. Quorums. A quorum shall consist of five (5) members present in person or by proxy.

Section 6. Telephone conferencing. Any meeting may be held by conference among members by a means of communication through which the participants may simultaneously hear each other during the conference if the same notice is given of the conference as would be required for a meeting, if all members who desire to participate are permitted to do so, and if the number of persons participating is a quorum.