Page 10 - CSHS-SCSH -By-laws 3 -June 20, 2023

SECTION 6 — MEETINGS OF DIRECTORS

6.01 Calling of Meetings

Meetings of the board may be called by the chair (president) of the board, the vice-chair (vice-
president) of the board or any two (2) directors at any time.

6.02 Notice of Meeting

Notice of the time and place for the holding of a meeting of the board shall be given in the
manner provided in Section 8.01 of this by-law to every director of the Society not less than 21
days (by mail) or not less than 14 days (email) before the time when the meeting is to be held.
Notice of a meeting shall not be necessary if all of the directors are present, and none objects to
the holding of the meeting, or if those absent have waived notice of or have otherwise signified
their consent to the holding of such meeting. Notice of an adjourned meeting is not required if
the time and place of the adjourned meeting is announced at the original meeting. Unless the
by-law otherwise provides, no notice of meeting need specify the purpose or the business to be
transacted at the meeting except that a notice of meeting of directors shall specify any matter
referred to in subsection 138(2) (Limits on Authority) of the Act that is to be dealt with at the
meeting.

6.03 Regular Meetings

The board may appoint a day or days in any month or months for regular meetings of the board
at a place and hour to be named. A copy of any resolution of the board fixing the place and time
of such regular meetings of the board shall be sent to each director forthwith after being passed,
but no other notice shall be required for any such regular meeting except if subsection 136(3)
(Notice of Meeting) of the Act requires the purpose thereof or the business to be transacted to
be specified in the notice.

6.04 Votes to Govern

At all meetings of the board, every question shall be decided by a majority of the votes cast on
the question. Chair of the meeting should not vote except to break a tie.

6.05 Committees

The board may from time to time appoint any committee or other advisory body, as it deems
necessary or appropriate for such purposes and, subject to the Act, with such powers as the
board shall see fit. Any such committee may formulate its own rules of procedure, subject to
such regulations or directions as the board may from time to time make. Any committee
member may be removed by resolution of the board. Upon board approval, each committee can
appoint one (1) member to attend a meeting of directors. Unless he/she is already an officer of
the board, such member is not allowed to vote during the meetings of directors.

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