The Board of Directors shall consist of no less than three, nor more than nine persons. The Board shall determine the number of Directors between three and nine, with exceptions for possible additional members as noted in this article. If the Board lacks a member who resides and works outside of the United States and if only U.S. candidates receive sufficient votes to be elected to the existing positions on the Board, an additional Board position shall be created and filled by the candidate residing and working outsides of the United States who receives the greatest number of votes, allowing a temporary expansion of the Board. Election and Term of Office. Except for the Initial Board of Directors, the Board shall be elected by mail ballot before January First of each year.
Directors serve staggered terms of three years.
If a vacancy occurs on the Board for any reason, the position is filled for the unexpired portion of the term by the Board. The Board of Directors meets at least annually at whatever time and place it selects. The presence of a majority of Directors constitutes a quorum. A majority of Directors where a quorum is present is necessary to make a decision except where some other number is required by law or by these Bylaws. Proxy voting is not permitted.