Page 12 - 2018 directory.indd

PAGE 12 ALABAMA PROPANE GAS ASSOCIATION
Section 2. A Nominating Committee of the past fi ve (5) active Presidents shall be appointed by the President, not less than
sixty (60) days prior to the annual meeting. Said Committee shall nominate a slate of candidates for election to the offi ces of President,
Vice President, Treasurer and Secretary to the Board of Directors. Additional nominations may be made from the fl oor when the call
for nominations is made at the election meeting. Service on the Nominating Committee by a member does not prohibit his being nomi-
nated for offi ce.

Section 3. All elections of offi cers and members of the Board of Directors shall be by secret ballot, and all members entitled to
vote shall cast one vote for each such offi ce to be fi lled. When there is but one candidate nominated for offi ce, by unanimous vote the
secret ballot may be dispensed with.

Section 4. The nominee for each offi ce who receives the most votes shall be elected.

Section 5. An absentee ballot may be requested by any APGA member prior to any regular or special election. The ballot must
be returned to the APGA offi ce at least ten days prior to the election date in order to be counted.

Section 6. Proxy votes, voting privileges given to one member by another, will not be permitted.

Section 7. The election of district directors shall be held at least two (2) months prior to the annual meeting. Requests for
nominations for district directors shall be mailed to each member. Nominations may be any active owner or employee of any active
member who resides in that district.

Section 8. The elected Board of Directors shall take offi ce immediately following the annual membership meeting.

ARTICLE XII - VACANCIES

Vacancies arising through death, resignation or other in the membership of the Board of Directors shall be immediately fi lled by the
Board of Directors by majority vote at a meeting where a quorum is present. The director selected shall be chosen from the same geo-
graphic area that the retiring director represented and shall serve through the remainder of the term left vacant. Vacancies arising in the
offi cers of APGA shall be fi lled immediately by the Board, from qualifi ed members, with a three-fourths majority vote of the Board
needed.

ARTICLE XIII - FISCAL YEAR

Section 1. The fi scal year of APGA shall end the 31st day of December of each year.

Section 2. There shall be an annual compilation, review or audit by a Certifi ed Public Accountant of the aff airs of APGA. The
examination method shall be at the discretion of the Board.

ARTICLE XIV -AMENDMENTS

Section 1. The By-Laws may be changed, amended, supplemented or repealed with thirty (30) days’ notice as follows:

The Board of Directors shall adopt a resolution setting forth the proposed amendment and directing that it be submitted to a vote
through a mail-in ballot of Active Membership. Proxy ballots will not be allowed. Written notice setting forth the proposed amend-
ment or a summary of the changes to be eff ected thereby shall be provided to each member entitled to vote. The proposed amendment
shall be adopted upon receiving at least two-thirds of the votes cast by the Active Membership.

Section 2. By-Laws and/or amendments thereto and amendments to the Articles of Incorporation shall be sent to all members
by the Executive Director not later than thirty (30) days following the enactment thereof.

ARTICLE XV - PROCEDURE

Section 1. The substance of any resolution to be introduced at any annual meeting or special meeting, called in accordance
with the Articles of Incorporation and By-Laws, shall be submitted in writing to the Executive Director not less than ten (10) days in
advance of the meeting where it shall be introduced.

Section 2. Robert’s Rules of Order, latest edition, shall be recognized as the authority governing any meeting of APGA or its
committees when not in confl ict with its Articles of Incorporation or By-Laws.