THO I'AY BE A DIRECTOR CF THE !'ATAf’U.SirA VALLEY FATHERS'
COOFERATBfG ASSOC IATTOF? ,
Before the members of the Fatanuska Valley Farmers' Cooperating Association go to the
meeting to elect new Board memberswon February. 25, 1948, it would.be well to review
some of tho By-Laws governing that election. For your convenience—in case you haven't
a copy or cannot find yours, Article VIII, Directors and Officers, is herewith nrinted.
Section 1. Fumber The Board of Directors of this Association shall consist of Seven
(7) members, but it may be increased to nine (9) by amendment hereof.
Section 2. °UALIFICATI0r3. Only persons ^ho are paid ut> stockholders and who are also
members of the Association -ho have signed tho lumbers' T'arketing Agreement and othor
contracts required by the Association and whose membership is not under suspension for
any cause, are eligible for election to the Board of Directors. Fo member of the
Board of Directors shall be engaged in buying or selling on his own account in a
competitive way with tho Association anything handled by the Association, and no
Director, during the term of his- off ice nay personally be a party tor a contract for
profit with the Association differing in any form from the business relationship ac
corded regular members or holders of common stock of the Association.
Section 3. ELECT!OF The members of the first elected Board of Directors shall bo
elected at the first annual meeting of the members of the Association and members
elected to the Board thereafter shall' bo elected at each annual meeting of the members.
Section 4, TERF OF OFFICE Of tho firbt-■"eloeted Board of Directors the throe nominees
receiving higher votes than.any other./nominees besides themselves in the election
shall serve a term of three (3) years, the three nominees of tho remaining nominees
shall serve a term of two (2) years, 'ahd the'nominee who receives the highest vote
of any of the nominees still, remaining shall serve a term of one (1) year, and there
after each Director who is elected shall be elected for three years, oxccpt those
who shall be elected to fill vacancies, provided that should this Code of By-Laws be
amended to increase tho iiumbor of directors, terms of different lengths nay bo as
signed the now members accordingly. *■
Section 5. ELECTIOF OF OFFICERS Tho Board of Directors shall meet within ton (10) days
after each annual meeting of tho • Association and shall 'elect by ballot a president,
one or more vice-presidents, secretary and treasurer or a secrctary-troasuror. In
case more than one Vico-president is elected, they should be designated by number as
first vice-president, second vice-president, etc., and shall have priority accordingly
in serving in the absence or disab ility .of ttie president. Tho secretary ncod not be
a member of the Board of Directors,, Each officer shall hold office until the eloct ion
and qualification of his succossor as provided for at the beginning of this Section,
unless earlier removed by death, resignation or for cause. The Incorporating Board
of Directors shall elect said officers at their first meeting after incorporation.
Section 6. ~rACAI'CISS ’"henever a vancancy occurs in the Board of Directors, other
than from the expiration of a tern of .office or removal for cause by tho members of
the Association, tho romaining directors, by majority vote, shall fill the vacancy,
Sec-Men 7. BfrARD !3ZTI”GS The Board of Directors shall moot in regular meeting
auartcrlv in addition to tho annual meeting, at the. time and nlaco designated by the
Board. A special mooting of the Board of Directors shall bo held rhenovor called by
tho President or by a majority of the directors. Any and all business may be trans
acted at a special meeting. Tho annual mooting of tho Board shall bo on tho 15th
day of January or if this falls on a lbgal holiday, on tho next business day previous.
Section 9. 1'OTICB OP BO AM) I’EETr'JS Uotico of the annual, regular or special meetings
of the directors shall be nailed, or ot'herrise delivered, to each director at least
throe (3) days prior to tho timo of such meeting* bv the secrctm*v, Attendance at
any meeting of the directors shall constitute waivor of notice.
Section 9. COItPSPSATIOr Directors, as syeh, shall not rocoivc any salary for their
services* T'is provision shall not ho construed to preclude any director from serv
ing tho Association in any other capacity end receiving compensation therefor, or from
receiving rcnaymcnt for oxpons.es necessarily incurred by Aim in authorized services
of the Association,
Section.lOr QUOHUIT A majority of the Boarl of Directors shall constitute a quorum at
any mooting of the Board,
Semi on 11« BIUbVAL OF DIRECTORS or OFFICLHS Any director or off. oar may (con, p 7)