ARTICLE 5:Board of Directors

Section 5.1 Definition of Board of Directors.
The Board of Directors is that group of individuals vested with the management of the affairs of this Association subject to applicable laws, the Articles of Incorporation, and these Bylaws. It shall not, however, authorize commitments, contracts outside the ordinary course of business or expenditures involving amounts of money in excess of the total amount, which is anticipated as receipts from dues during the fiscal year, plus the amount that has been previously collected from dues and remains unexpended. As the governing body of the Association, it shall be vested with the power and authority to formulate, fix, determine and adopt matters of policy concerning the affairs and purposes of the Association, which are not inconsistent with the general consensus of the Association's members.

Section 5.2 Qualifications of Directors.
The qualification for becoming and remaining a Director of this Association is that the proposed Director must be an eligible voting member over the age of eighteen (18) years and interested in the furtherance of the purposes of the Association.

Section 5.3 Number of Directors.
The Board of Directors shall be comprised of not less than seven (7), and the Board of Directors may set the maximum number of directors from time to time. The current maximum number of directors is Thirteen (13). At least Three directors should be Hampton School Alumni and at least three should be Munro College Alumni.

Section 5.4 Elections.
One third (1/3) of The Board of Directors shall be elected annually at a scheduled annual general meeting. Only voting members are permitted to participate in this election. The electing of directors shall be conducted by closed balloting using the cumulative method of voting. Those eligible members wishing to be considered in the election, must present their names to the Secretary at least thirty (30) days prior to the annual general meeting, such that their names can be included in the notice of the annual general meeting. Only those individuals whose names appear in the meeting notice are eligible to be elected to the board of directors.

Section 5.5 Term.
The term of each Director shall be two (2) years. A Director may be re-elected for one or more terms.

Section 5.6 Removal of Directors.
A Director may be removed at any time by affirmative vote of a two-thirds (2/3) majority of voting members, including that director, whenever in the membership�s judgment the best interest of the Association will be served. Any director missing three consecutive meetings of the board, without notice of intent to be absent, may be removed from the board by affirmative vote of a two-thirds (2/3) majority of voting members of the board.

Section 5.7 Ex Officio and Honorary Directors.
The Board of Directors may elect one or more Ex Officio Directors and one or more Honorary Directors, who may attend Board of Directors' meetings, but who shall not have the right to notice or vote. Each such Ex Officio or Honorary Director shall serve for such term as specified upon his/her election, but if none is specified then the term shall be one (1) year. The other provisions of these Bylaws relative to vacancies and removal of Officers shall be applicable for the removal of Ex Officio and Honorary Directors. Unless otherwise specified in these Bylaws, all references to "Directors" relate to voting Directors and not to Ex Officio Directors nor to Honorary Directors.

Section 5.8 Resignation; Vacancies.
Resignation of a Director will become effective immediately or on the date specified therein and a vacancy will be deemed to exist as of such effective date. Any vacancy occurring in the Board of Directors, whether by resignation, removal, incapacity, death or otherwise, may be filled by majority vote of the remaining Directors if the remaining number of directors is below the minimum required according to these bylaws. The new Director elected to fill the vacancy will serve for the unexpired term of the predecessor in office unless otherwise provided by the Board of Directors.


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