Article III: BOARD OF DIRECTORS
Section 1: General Powers
The management and administration of the affairs of Association shall be managed by a Board of Directors and designated committees.
Section 2: Directors
The Directors shall consist of a minimum of five (5) persons who shall be elected by the membership. The number of Directors may be changed at any time by a majority vote of the Directors at a meeting, called in whole or in part, for that purpose, provided that no decrease in the numbers shall have the effect of shortening the term of any incumbent Director. The Association is committed to a policy of fair representation on the Board of Directors, and does not discriminate on the basis of race, physical handicap, sex, color, religion, sexual orientation or age.
Section 3: Terms of Directors
The term of a Director shall be two years beginning at the first day of the calendar year following the year of his or her election. There shall be a consecutive three-term limit, not including any partial terms filled by appointment. Persons may be re-elected to the Board after a one-year sabbatical. Directors shall server until their successors have been elected and officially taken office, with the exception of the Treasurer, as described in Article IV, Section 1.
Section 4: Elections of Directors
Approximately half of the Directors hall be elected at each annual election by a majority of the votes cast. Nominations for elected Directors will be presented by a Nominating Committee. The annual election of Directors may be conducted by ballot or ins such a manner and such a time as the Board of Directors shall determine. The Nominating Committee should consider the diverse geographic locales and be sensitive to the diverse needs and make-up of the membership. Anyone is eligible to be nominated as a Director provided that the individual is an NWSSA member in good standing.
Section 5: Vacancies of Directors
In the event that a BOD position becomes vacant, the BOD will appoint an NWSSA member, selected on the basis of his or her interest in and ability to carry out the mission of the NWSSA, to complete the term provided that the appointment is ratified by the membership at the next election.
Section 6: Removal of Directors
Directors may be removed from office, with or without cause, by two-thirds (2/3) of the members attending a meeting called expressly for that purpose. Notice of any proposed Director's removal will be given to the members with a notice of the meeting thirty (30) days in advance of said meeting. The Director involved will be given notice and will be given the opportunity to be present and to be heard at the meeting where his or her removal is being considers. Members may be represented in person or by proxy and a quorum must be present.
Section 7: Compensation of Directors
No compensation will be paid to members of the Board of Directors for services as a member of the Board. Reasonable expenses may be allowed for out-of-pocket expenses by resolution of the Board.
Section 8: Resignation of Directors
Any Director may resign at any time by delivering written notice to the President or the Secretary, or by giving oral or written notice any meeting of the Directors.
Section 9: Delegation of Board of Directors' Authority
The Board of Directors may, by resolution, delegate specific authority to a committee of one or more of the Directors or members as it deems necessary or appropriate for carrying out the objections of the Association.
