The American Militia Association's Board of Directors is the chief governing body of the organization and is responsible for the operations and decision making necessary to conduct the business of the Association with the advice and support of the Board of Advisors and the National Committee of Safety and Information.
Article
III (Board of Directors)
Section 1.
In order to ensure the mission of the Association matches the
intent of its founders, the Board of Directors of the Association, having
already been initially selected by the Incorporator, shall have all powers and
duties for the conduct of the activities of the Association except as otherwise
required by these Bylaws or a resolution duly adopted by the Board of Directors.
Section
2.
Each Director shall be an individual of full age, having been
naturally born within the boundaries of the United States, having a mother and
father born in the United States, and having a Grandparent born in the United
States.
Section
3.
The Board of Directors shall consist of neither less than
three (3) nor more than nine (9) nor any even number of persons. The number and
names of the Directors, shall be chosen by a majority of Directors at each
annual meeting of the Board of Directors. A chairperson will then be elected
among the Directors. The Directors shall serve until or unless their successors
are elected unless otherwise removed or disqualified.
Section
4.
Two-thirds of all Directors present at any duly convened
meeting of the Board of Directors shall constitute a quorum. The acts of a
majority of the Directors present at a meeting, or during an adjournment
thereof, at which a quorum of Directors are present, shall be the acts of the Board
of Directors, unless a greater number is required by the Act or these Bylaws.
Section 5.
Any action which may be taken at a meeting of the Board may be
taken without a meeting if consent or consents in writing setting forth the
action so taken shall be signed by all of the Directors in office and shall be
filed with the Secretary of the Corporation.
Section 6.
The annual meeting of the Directors shall be held without
notice other than this provision at 1:00 o'clock p.m. on the second day of
January in each year, unless rescheduled by the Directors to a date that falls
within the first thirty (30) days of each fiscal year, for the purpose of
annual elections of Directors and Officers.
Section 7.
Regular monthly meetings of the Directors shall be held,
without any notice other than this provision at 9:00 o'clock p.m. on the first
Tuesday of each month that is not a holiday observed by the United States
Postal Service.
Section 8.
Special meetings of the Board of Directors may be called by
the President, or by one-third of the Board of Directors, or by two-thirds of
the Board of Advisers or by two-thirds of the National Committee of Safety and
Information at any time to discuss, debate or take any action on issues
presented by the calling party. In order to respond quickly to emergency
situations, a Special Meeting of the Board of Directors may commence immediately
and without notice while a majority of Directors and quorum are together
present in any time or place, or at the earliest moment when such a majority
and quorum may be so achieved through any mechanism of notice.
Section 9.
Other than the Annual meeting of the Board of Directors or
unless specifically prohibited by an adopted rule, participants in any regular
or special meeting of the Board of Directors or any committee or subcommittee thereof
shall be considered present when in attendance by means of a conference
telephone or similar communications equipment by which all persons
participating in the meeting can hear and authenticate each other in accordance
with the security policies of the Association.
Section
10.
A written declaration of the person delivering notice of any Special
Meeting of the Board of Directors, setting forth the substance of the notice,
the date(s) the notice was sent, and the method(s) used to send such notice,
shall be prima facie evidence of the manner and fact of giving such notice.