Meetings

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Annual Meetings:  The Annual Meeting of the Corporation is held in October of each year .

Regular Board Meeting:  The Board of Directors meets, at a minimum, quarterly in the months of October, January, April, and June.  Currently the board meets the third Tuesday of every month at the Allegany County Health Department.

Special Meetings:  Special meetings of the Board can be called by the Chairperson or Secretary and a special meeting will be called whenever requested in writing by any two Directors.

Notice of Meetings:  Written notice shall be given by mail, email, or facsimile of Regular and Special Board Meetings.  All persons entitled to vote at the meeting must be mailed or otherwise delivered proper notice of the meeting.

Quorum: At any meeting, a quorum is constituted as 50% of total board membership with 25% of ex-officio members of the board being present.

Voting of Directors:  The vote of the majority of the Directors at a meeting at which a Quorum is/was present shall be the act of the Board, unless a vote of a greater number is required by law or by these Bylaws.

Adjournment If No Quorum:  If a Quorum is not present at a meeting of the Board,  no Board business will be conducted.

Action Without Meeting: Any action required or permitted to be taken by the Board or any committee thereof may be taken without a meeting if all the members of the Board or committee consent in writing to the adoption of a resolution authorizing the action. Such consent shall have the same force and effect as a vote of the Directors assembled and shall be filed with the minutes.

Participation by Telephone, Written Vote or Agent: Any one or more members of the Board may participate in a meeting of the Board by means of a conference telephone or similar communications equipment allowing all persons participating in the meeting to hear each other at the same time.  Participation by such means shall constitute presence of person at a meeting.

The Board, by a majority vote, may designate any issues to be voted on by written ballot which shall be sent, after discussion of the issue at least one meeting, to each Director, and which shall be returned to the Secretary or his/her designee by a certain date.  The results of the vote shall be recorded in the minutes at the next meeting.

Members who are directors of the mandated agencies, when not able to be present, may appoint a designee of the agency to act on their behalf, so long as that agent has authority to make all necessary decisions on behalf of the member including, but not limited to, the authority to commit funds where appropriate.  Participation at board and committee meetings by mandated agency designees shall constitute official presence of the member and rights pertaining thereto.

Attendance:  Members are expected to attend 60% of all Regular Board Meetings per year.

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