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contacted, provided those contacted constitutes a quorum of the Board, shall decide a motion. Immediately following the conduct of a telephone poll, a full written disclosure of the issue, the motion called and the votes recorded and where a Director has not been reached the date, times and number of attempts made to reach, shall be mailed to each Director. Only a single issue, motion and call to vote shall be the subject of a telephone poll. As such, the meeting conducted in this manner shall be entered into the minute book as a duly constituted special meeting of the Board of Directors. 4.10.4 VOTING RIGHTS In any meeting, in any format, each Director shall be entitled to one vote on any issue raised, question called or motion made. 4.10.4a Directors may be represented by Proxy and said proxy shall have a vote. Members may designate a person or persons to represent them as a proxy. 4.10.4b A proxy must be signed and dated by the authorized Board Member and must designate the person or persons to act as their proxy. The proxy must designate the term that the proxy is in effect. The proxy may be a general proxy for all subjects or may be for specific topics. The proxy must be submitted to the secretary or acting secretary before it is activated. 4.11 REMUNERATION With the exception of the Secretary and the Treasurer, all Directors shall serve without remuneration, and no Director, save the exception, shall indirectly or directly receive any remuneration, salary, or profit from the position of Director or for any service rendered to the Organization provided that Directors or appointed officers may be reimbursed for reasonable expenses incurred in the performance of their duties. 4.12 REMOVAL 4.12.1 REMOVAL FOR CAUSE The Board of Directors may, by a resolution passed by at least two-thirds (2/3) of the votes cast in a special meeting of the Board of Directors of which notice specifying the intention to pass such a resolution has been given, remove any Director from office and may, by a majority of votes cast at that meeting call for a by-election to elect any eligible person to serve the remainder of the term. 4.12.2 REMOVAL BY MEMBERS Unless otherwise provided in a By-law adopted by the members, the entire Board of Directors or any individual Director may be removed from office without assigning any cause at any regular meeting by the vote of the members entitled to cast at least a majority of the votes which all members present would be entitled to cast at any biennial election of the Directors. In case the Board or any one or more of the Directors are so removed, new |