Michigan 2017 Annual Report

2017 ANNUAL REPORT
c. A majority of the Board of Directors, two of whom shall be Officers, one must be the President and/
or President-Elect, but excluding the Past President, shall constitute a quorum.
d. Decisions that require immediate action by the Board of Directors may be made, in good faith, by the
Executive Committee. Following such action, the President shall notify the Board of Directors of the
action taken, and shall report for ratification all transactions at the next Board of Directors meeting.
e. Meetings of the Board of Directors may be held by means of conference telephone or similar
communication equipment, provided that all people participating in the meeting can hear and speak
to each other. Participation in a meeting in this manner shall constitute presence at the meeting.
Section 10. Voting and Deadlock
a. Action voted on by a majority of Officers and Liaisons present at a meeting, where a quorum is
present shall constitute authorized action of the Board of Directors.
b. In the event action voted on by a majority of Officers and Liaisons present at a meeting where a
quorum exists, results in a deadlock, then action by a majority vote of the Officers present shall
constitute authorized action by the Board of Directors for only those matters previously not acted
upon due to the deadlocked full Board of Directors.
Section 11. Absences
a. An unexcused absence of an Officer or Liaison from three consecutive meetings during each twelve
(12) month period following election or appointment shall constitute an automatic resignation.
b. Attendance at another ANA-Michigan Region or Council meeting as a Liaison or Representative, held
contemporaneously with a Board of Directors meeting, shall constitute an excused absence.
c. After two consecutive unexcused absences from meetings, notification in writing shall be sent to the
absent Officer or Liaison, stating that an additional unexcused absence shall constitute an automatic
resignation as an Officer or Liaison, as applicable.
d. A resignation resulting from three consecutive unexcused absences may be appealed to the Board of
Directors in accordance with its policies and procedures. The process for appealing such resignation
will be consistent with Article II, Section 4, e.- h.
Section 12. Functions of Officers
a. Officers shall assume duties usually performed by such Officers and as defined by these Bylaws and
by the Board of Directors.
b. The President shall:
i. Preside over the meetings of the Board of Directors and Executive Committee.
ii. Serve as the official representative and spokesperson of the association.
iii. Implement association policies and positions as promulgated and directed by the Board.
iv. Supervise all administrative matters, business, and affairs of the Board, including signing all
contracts and legal documents to be executed on behalf of the Board.
v. Chair the annual assembly and
vi. Serve as an ex-officio member of all taskforces, ad hoc committees, and committees, except the
Nominations Committee.
vii. The president shall also serve as one of the elected C/SNA/CMA representatives
c. President Elect shall:
i. Assume the duties of the ANA-Michigan President in his/her absence.
ii. Serve as a member of the Board of Directors and the Executive Committee.
iii. Assist the President in the performance of his/her duties whenever requested to do so.
iv. Serve as Chair of the annual conference planning committee.
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