Page 9 - Directors manual final

ARTICLE 4—DIRECTORS AND OFFICERS OF THE SOCIETY

(a) Subject to the provisions of the Act and the Constitution and Bylaws of the
Society, the management and administration of the affairs of the Society shall be

undertaken by a Board who will be appointed or elected by simple majority of
Members entitled to vote at a general meeting.

(b) The Board shall consist of five (5) Directors or a greater number as determined
from time ti time at a general meeting.

(c) The Board may, at any time , appoint a Director to fill a vacancy on the Board and
such appointed Director shall cease to be a Director at the end of the unexcpired

term of the individual whose departure from office created the vacancy.

(d) Directors shall serve a term of one (1) year. There is no limit in the number of
terms that a Director can serve. Notwithstanding the foregoing, any Director serv-
ing on the Board as of the date these Bylaws are first adopted by the Society shall
serve for a term ending at the next annual general meeting of the Society. If the

Society fails to hold an annual general meeting in accordance with the Act, the Di-
rectors then in office may hold office until other Directors are appointed or elected
in their place or until the date on which the next annual general meeting is held.

(e) The Board shall appoint officers from among themselves to serve for a one (1)

year term. There is no limit on the number of terms an officer can serve.

(f) The officers of the Society shall consist of a President and such other officers as
may from time to time be determined by the Directors.

(g) The President shall be the Chief Officer of the Society and shall preside at meet-
ings of the Members.

(h) The Vice-President shall generally assist the President and shall in the event of
the absence or disability of the President perform their duties and possess their

authority.

(i) The Secretary shall keep records of the Society and shall have custody of the
minutes of all meetings of the Members and the Directors and shall perform such
other duties as may be determined by the Members.

(j) The Directors may appoint person (s) from time to time to be the signers on all

cheques of the bank accounts of the Society.

RDHS Directors Manual 9