PART 8 - PROCEEDINGS OF DIRECTORS
49. The Directors may meet together at the places they see fit to dispatch business, adjourn a meeting to a subsequently scheduled time, or to otherwise regulate their meetings and proceedings, as they see fit.
50. Only Directors will attend Board of Directors meetings unless guest(s) have been invited and approved by the Board Executive.
51. The Directors may from time to time fix the quorum necessary to transact business, but unless so fixed, the quorum shall be any five of the Directors then in office.
52. The Chair shall be the presiding officer of all meetings of the Directors, unless the Directors otherwise decide, but if at a meeting the Chair is not present within 30 minutes after the time appointed for holding the meeting, the Vice-Chair shall act as the presiding officer. If neither is present the Directors present may choose one of their members to be the presiding officer at the meeting.
53. A majority of the Board may at any time request the Secretary to convene a special meeting of the Board of Directors.
54. For the first meeting of the Board of Directors held immediately following the appointment or election of a Director or Directors at an annual general meeting of the Association, or for a meeting of the Board of Directors at which a Director is appointed to fill a vacancy on the Board of Directors, it is not necessary to give notice of the meeting to the newly elected or appointed Director for the meeting to be constituted, if a quorum of Directors is present.
55. A Director who requires a leave of absence may submit this request to the Board Chair or Secretary for approval by letter, fax, voicemail or e-mail. Until that leave of absence is complete:
55.1 it is not required for notice of Board of Directors meetings to be sent to that Director unless otherwise requested; and
55.2 any and all meetings of the Board of Directors, notice of which has not been given to the Director on leave shall, if a quorum of the Directors is present, be valid and effective.
56. It is the desire of the Board of Directors to reach consensus on questions arising at a meeting of the Board of Directors. However, if consensus is not possible, questions shall be decided by a simple majority of votes.
57. The Chair or presiding officer shall vote on all motions.
58. In case of an equality of votes, the presiding officer does not have a second or casting vote. The motion will therefore be deemed to be defeated.