RULE III — STATE BOARD MEETINGS

RULE III — STATE BOARD MEETINGS

Section 1 – Application

These rules govern meetings of the Board of Directors and shall apply unless otherwise provided in the Bylaws.

The SBD shall meet as scheduled by the President.

Notice and agendas shall be distributed in advance.

Section 2 – Voting Authority

Each member of the Board of Directors shall be entitled to one (1) vote.

Voting rights may be exercised only by Board members personally present or participating through authorized electronic means.

Proxy voting shall not be permitted.

Section 3 – Quorum

A quorum of the Board of Directors shall consist of a majority of the duly seated Directors.

For purposes of determining quorum:

1.   Only duly certified and seated directors shall be counted;

2.   Vacant directors positions shall not be counted;

3.   A quorum must be present at the time business is conducted;

4.   Once a quorum is established, it shall be presumed to continue unless a point of order is raised and sustained..

Section 4 – Loss of Quorum

If a quorum is not present, no business shall be conducted except to recess, adjourn, or take measures to obtain a quorum.

Section 5 – Vote Required

Unless otherwise specified in the Bylaws, action of the Board of Directors shall be determined by a majority vote of the Directors present and voting at a meeting at which a quorum is present.

Actions requiring a greater vote under the Bylaws shall meet the specified threshold.

Section 6 – Methods of Voting

Voting may be conducted by voice vote, show of hands, standing vote, ballot, roll call, or electronic means, as determined by the presiding officer or required by these Rules.

Section 7 – Electronic Participation

Board members may participate in meetings through electronic means when authorized, provided that all participants can hear and be heard and that participation is verified.

Electronic participation shall constitute presence in person for all purposes, including quorum and voting.

Section 8 – Conduct of Voting

The presiding officer shall state the question, ensure that debate has concluded, and conduct the vote using an appropriate method.

The presiding officer shall announce the result of each vote.

Section 9 – Verification and Recount

Any Board member may request verification of a vote. The presiding officer may order a recount or a different method of voting to ensure accuracy.

Section 10 – Conflict of Interest

A Board member with a conflict of interest shall disclose the conflict and shall abstain from voting in accordance with applicable policies.

Section 11 – Minutes and Recordkeeping

The Secretary shall record all motions and the results of votes in the minutes of the meeting.

Section 12 — Order of Business

The order of business shall be:

            1. Call to Order

            2. Credentials Report

            3. Establishment of Quorum

            4. Approval of Agenda

            5. Approval of Minutes

            6. Officer Reports

            7. Committee Reports

            8. Unfinished Business

            9. New Business

            10. Elections (if applicable)

            11. Adjournment