Article VI: Executive Board

Section 1: The Executive Board of the Association shall consist of the officers of the Association described in Article IV (other than the Vice President for Finance-Elect) and delegates to the NACAC Assembly as described in Article VI. All officers and delegates must have their NYSACAC membership current and in good standing.  Failure to renew one’s NYSACAC membership may result in removal from the Board.  These officers and delegates may be referred to in these By-laws collectively as “Directors” or singly, as a “Director.”

Section 2:  Except as otherwise provided by law or these By-laws, the Executive Board or the “Board” is the governing body of NYSACAC, with all powers of governing, directing, and overseeing the management and affairs of NYSACAC as provided in the N-PCL By-laws.

Section 3: Vacancies in delegate positions shall be filled by appointment of the Executive Board. Such appointed term shall last only until the next regular election by the voting members.

Section 4: No Director may serve more than two consecutive terms in the same position.

Section 5: Meetings of the Executive Board, regular or special, may be held within or without the State of New York upon not fewer than ten (10) days notice to each Director, either personally or by mail, telephone, facsimile, or e-mail, subject to waiver of notice as provided in the N-PCL. Neither the business to be transacted at, nor the purpose of, any regular or special meeting of the Board need be specified in the notice or waiver of notice of such meeting. Regular meetings shall be held at least four (4) times each year or more often as established from time to time by resolution of the Board, or as required by the business of NYSACAC. Special meetings of the Board may be called by the President at any time and shall be called by the President upon the written request of a majority of the Directors then in office.

Section 6: A majority of the Directors then in office shall constitute a quorum for the transaction of business. The act of the majority of the Directors present at a meeting at which a quorum is present shall be the act of the Executive Board. If a quorum is not present at any meeting of the Board, the Directors present may adjourn the meeting without notice other than announcement at the meeting, until a quorum shall be present.

Section 7:  Any action required or permitted to be taken at a meeting of the Executive Board may be taken without a meeting if consent in writing, setting forth the action so taken, shall be signed by all the Directors.

Section 8:  Any one or more members of the Executive Board may participate in a meeting of such Board by means of a conference telephone or similar communications equipment allowing all persons participating in the meeting to hear each other at the same time. Participation by such means shall constitute presence in person at a meeting.