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Bylaws :: Meeting of Members

301 Annual Meeting

The annual meeting of members shall be held at such time and location as the board of directors shall fix for the purpose of electing directors, passing upon reports for the previous fiscal year and transacting such other business as may come before the meeting. Failure to hold the annual meeting at the designated time and place shall not cause a forfeiture or dissolution of the Cooperative.

302 Special Meeting

Special meetings of the members may be called by resolution of the board of directors, or upon a written request signed by any three directors, by the chairman, or by ten per centum or more of all members, and it shall thereupon be the duty of the secretary to cause notice of such meeting to be given as hereinafter provided. Special meetings of the members may be held at any place specified in the notice of the special meeting.

303 Notice of Members' Meetings

Written or printed notice stating the place, day and hour of the meeting and, in case of a special meeting, the purpose or purposes for which the meeting is called, shall be delivered not less than ten days nor more than thirty days before the date of the meeting, either personally or by mail, by or at the direction of the secretary, or upon a default in duty by the secretary, by the persons calling the meeting, to each member. If mailed, such notice shall be deemed to be delivered when deposited in the United States mail, addressed to the member at his address as it appears on the records of the Cooperative, with postage thereon prepaid. The failure of any member to receive notice of an annual or special meeting of the members shall not invalidate any action which may be taken by the members at any such meeting.

304 Quorum

As long as the total number of members does not exceed five hundred, ten per centum of the total members present in person shall constitute a quorum. In case the total number of members shall exceed five hundred, fifty members shall constitute a quorum. If less than a quorum is present at any meeting, a majority of those present in person may adjourn the meeting from time to time without further notice, provided, that the secretary shall notify any absent members of the time and place of such adjourned meeting.

305 Voting

Each member shall be entitled to only one vote upon each matter submitted to a vote at a meeting of the members. All questions shall be decided by a vote of a majority of the members voting thereon except as otherwise provided by law, the articles of association or these Bylaws. A joint membership shall be entitled to one vote and no more upon each matter submitted to a vote at a meeting of the members. Firms, associations, corporations, or body politics shall have the right to cast one vote on any issue the same as other members provided that a duly appointed and acting representative executes a proper certification or other qualifying instrument that the board of directors may, from time to time, prescribe. In no event shall any individual member cast more than two (2) votes.

306 Proxies and Voting by Mail

Voting by proxy shall not be permitted.

Members absent from a meeting may be permitted to vote by mail provided that a majority of the board of directors orders the same and provided that the member is given notice in writing directed to said member as his address appears on the records of the Cooperative. The rules governing voting by mail shall be prescribed by the board of directors; provided the notice given to members shall contain the exact motion or resolution to be voted upon.