Section 1. Regular Meetings
A regular meeting of the board shall be held without notice, immediately after the annual meeting of the members. A regular meeting of the board shall also be held monthly at such time and place within one of the counties served by the Cooperative as designated by the board. Such regular monthly meeting may be held without notice other than such resolution fixing the time and place thereof.
Section 2. Special Meetings
Special meetings of the board may be called by the president or by any three board members, and it shall thereupon be the duty of the secretary to cause notice of such meeting to be given as hereinafter provided. The president or board members calling the meeting shall fix the time and place for the holding of the meeting.
Section 3. Notice of Board Meetings
Written notice of the time, place and purpose of any special meeting of the board shall be delivered to each board member personally, by electronic message (email) with return receipt or by first class U. S. mail, by or at the direction of the secretary, or upon a default in duty by the secretary, by the president or the board member calling the meeting. If mailed by first class U. S. mail, such notice shall be deemed to be delivered when deposited in the United States mail addressed to the board member at his or her address as it appears on the records of the Cooperative, with postage thereon prepaid. If delivered by electronic message (email), such notice shall be deemed to be delivered when transmitted to the internet at the directors email address on file with the Cooperative. Such notice shall be provided not less than 2 days before the special meeting.
Section 4. Quorum
Other than Article VIII, (a) and (d), dealing with the sale of all or substantially all of the assets of the Cooperative which requires a quorum of the board of two-thirds, a majority of the board shall constitute a quorum, provided that if less than such majority of the board is present at said meeting, a majority of those present at said meeting may adjourn the meeting from time to time; and provided further that the secretary shall notify any absent board members of the time and place of such adjourned meeting. The act of a majority of the board members present at a meeting at which a quorum is present shall be the act of the board, except as otherwise provided in these bylaws, and specifically, as provided in Article VIII, (a) and (d), dealing with the sale of all or substantially all of the assets of the Cooperative.
Section 5. Participation
The board of directors may permit a director to participate in a regular or special meeting of the board by, or conduct the meeting through, the use of any means of communication by which all directors participating may simultaneously hear each other during the meeting. A director participating by this means shall be considered to be present in person at the meeting.