Page 11 - Directors manual final

ARTICLE 5 (a) Con’t..

Meeting of Directors to any Director: (a) who is not at the time in the Province of Brit-
ish Columbia; or (b) if the meeting is to be held immediately following a general meet-

ing at which the Director was elected or is the meeting of the Board at which the Di-
rector was appointed. Accidental omission to give notice of a meeting to, or the non-
receipt of notice of a meeting by, any Director will not invalidate the proceedings at
the meeting.

(b) Any Director may file with the Secretary or, if there is no Secretary, the President,

a document executed by them waiving notice of any past, present or future meetings
of the Board being, or required to have been, sent to such Director and may at any
time withdraw the waiver with respect to meetings held after the withdrawal. After fil-

ing a waiver with respect to future meetings and until the waiver is withdrawn no no-
tice need be given to such director of any meeting of the Board and all meetings of
the Board so held will be deemed not to be improperly called or constituted by reason
of notice not having been given to such Director.

(c) A quorum for the transaction of business at a meeting of the Board shall be the

greater of three(3) Directors and a majority of the Directors. If within 30 minutes from
the time appointed for the meeting a quorum is not present, the meeting shall stand
adjourned to the same day in the next week, at the same time and place, and if, at
the adjourned meeting, a quorum is not present within 30 minutes from the time ap-

pointed for the meeting, the Directors present constitute a quorum,

(d) Any resolution or motion shall be deemed passed if a majority of Directors present
vote in favour of such resolution or motion.

ARTICLE 6 - AUDIT AND FISCAL YEAR

(a) The Treasurer, or if there is not Treasurer, the President , shall present before the

Members of the Society at the Annual General Meeting a financial statement
showing the income and expenditure, assets and liabilities of the Society during
the preceding fiscal year ; the said financial statements shall be signed by two (2)
or more Directors.

(b) The members shall at each Annual General Meeting appoint an auditor to audit
the accounts of the Society to hold office until the next Annual General Meeting.

(c) Unless otherwise determined by resolution of the Board , the fiscal year end of the
Society shall be the 31st of May.

RDHS Directors Manual 11