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5.2 Voting. There shall be no voting by proxy. All votes must be cast by <br /> the Director or designated alternate at a Board Meeting. Each <br /> Director shall have one (1) vote. <br /> 6.0 Officers. <br /> 6.1 Officers.The officers of the Board shall be a Chair, Vice-Chair ad <br /> Secretary/Treasurer. <br /> 6.2 Elections. At its first meeting, the Board shall elect a Chair, a Vice- <br /> Chair, and a Secretary/Treasurer who shall serve two year terms <br /> ending on December 31. Officers elected to partial or unexpired <br /> terms (including the initial term of office which ends on December 31, <br /> 2008) shall serve out the partial term but must then stand for election <br /> with the other Officers for the following term. <br /> 6.3 Vacancies. A Director shall be elected in the same manner as above <br /> to fill out an unexpired term of any office which becomes vacant. <br /> 6.4 Other Officers. The Board may elect or appoint such other officers <br /> as it deems necessary to conduct its meetings and affairs. <br /> 7.0 Meetings <br /> 7.1 An'nual Meeting. The Board shall meet at least annually on a <br /> schedule determined by the Board. <br /> 7.2 Call. Meetings of the Board may be called by the Chair or upon <br /> written request of a majority of the Directors. <br /> 7.3 Open Meeting/Data Practices. The Organization shall comply with <br /> data practices and open meeting laws which are applicable to the <br /> Participants. <br /> 7.4 Meeting by Teleconference. The Board, in an emergency, may <br /> meet by teleconference. A quorum of the Board is required to be <br /> present on the call to conduct business. <br /> 8.0 Powers and Duties of the Board. <br /> 8.1 The powers and duties of the Board include, but are not limited to, <br /> those enumerated in this section. <br /> 8.2 The Board shall prepare, adopt, and implement a plan to provide <br /> AHIMT response according to the terms and conditions herein. <br /> 8.3 The Board shall establish, train, equip, maintain, and govern the <br /> Organization, AHIMT(s) and Team Members in their capacity as <br /> Team Members. <br /> 3 <br /> Final 11-23,2010 <br />