Decision-Making Outside Board Meetings Policy

1. Authority

This policy shall in all respects be subordinate to the Articles of Incorporation, Bylaws, and Standing Rules of the corporation.

2. General

Generally, this policy will only be used sparingly and in matters of dire emergency because of established procedure relating to decisions which may be made by the Executive Committee between board meetings. Notwithstanding that policy and subject thereto, it may be necessary for the Board to make decisions of import between meetings where the Executive Committee has neither the mandate nor the will to do so.

3. Policy

In emergency situations where a decision of the Board is required before a Board meeting can be called or before the next regularly-scheduled Board meeting, the Board President shall poll the Board (by phone call, email, or text messages) and a decision may only be made if there is 100% agreement by all Board members. In the event that it shall not be possible to reach a particular Board member(s) or there shall not be 100% agreement, an emergency Board Meeting may be called.

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Approved by the Board: February 1, 1999