Article IV

ARTICLE IV. BOARD OF DIRECTORS

Section 1.

A. COMPOSITION.
A chapter Board is required to have no fewer than the following positions:

  1. President
  2. President-elect
  3. Immediate Past President
  4. Industry Partner representative
  5. Minimum of three (3) Directors At-Large, one of whom has financial oversight responsibility
  6. Student Representative
  7. Association representative(s) (if applicable)

A chapter board shall have no fewer than 8 and no more than 15 members.

B. CHAPTER EXECUTIVE COMMITTEE.
No chapter shall have an Executive Committee.

Section 2.

PARTICIPATION IN NATIONAL CHAPTER MANAGEMENT MEETINGS. The chpater President and/or President-elect and/or President-elect-elect shall attend the Society’s Chapter Management meetings in accordance with Policies.

Section 3.

DIRECTORS AT LARGE. Directors at Large shall be design practitioners who shall serve staggered terms, and each shall be elected for one two year term.

Section 3A.

STUDENT MEMBER REPRESENTATION. Where the Professional chapter includes one or more Student chapters, the Board of Directors shall include as a voting member thereof a Student member, elected by the Board to such position for a single one-year term, from among qualified candidates nominated by Student chapter presidents. In order to qualify for such Board position, the nominee must be a member of a Student chapter operating in the chapter’s geographic area, and be in his/her next to last year of study at the time of nomination.

Section 3B.

INDUSTRY PARTNERS REPRESENTATITVE. The chapter Board shall have one voting Industry Partners member who shall be elected by the chapter’s general membership and Industry Partners membership to serve a two-year term.

Section 3C.

ALLIED PRACTITIONER OR ALLIED EDUCATOR REPRESENTATIVE. By chapter option, the chapter Board shall include an Allied member representative. Allied members serving on the Board shall be elected by the chapter’s general membership to a two-year term. If there is more than one Allied member serving on the Board, their terms shall be staggered.

Section 3D.

ASSOCIATION REPRESENTATIVE. Where a chapter has associations, each association shall have a minimum of one representative to the Board who shall be elected by the voting members of the association.

Section 3E.

TERM LIMITS. Chapter Board members’ term limits are set forth in the Policies.

Section 4

VACANCIES. Vacancies in any chapter office or Board position shall be filled according to vacancy Policies.

Section 5.

BOARD MEETINGS. The chapter shall be required to hold a minimum of 2 board meetings annually in addition to its Annual Meeting. Regular meetings of the Board shall be held at the time of the chapter’s annual membership meeting and at other times as the Board may determine. Special meetings may be called by the President at his option, and shall be called by the President upon written request of 24% of the members of the Board. Notice of such meetings shall be given to each Director personally or by mail at least fourteen (14) days in advance and shall state the purpose or purposes thereof and at whose instance the meeting was called. No business other than that stated in the notice shall be transacted at such special meeting.

Section 6.

QUORUM. A majority of the chapter Board of Directors shall constitute a quorum for all meetings of the Board. Board action shall require the affirmative vote of three-fourths (3/4) of the board members present. Each chapter board member shall be entitled to cast one vote. No board member shall be entitled to vote by proxy or by designee. Chapter Board meetings may be conducted through telecommunication conferencing or any other means of communication in which each participant is able to both view and hear all other participants.

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