MEMBERS AND MEETINGS OF MEMBERS:

MEMBERS AND MEETINGS OF MEMBERS: A. Membership. The Board shall consist of the persons legally designated, appointed and certified to the Department as representatives from the several original and any later added regions and/or classifications as provided in Section 41-4-3, Mississippi Code of 1972. B. Rights of Membership. The right of a member to vote and all their right, title, and interest in or to the Board properties shall cease on the termination of his/her membership. No member shall be entitled to share in the distribution of the Board assets upon the dissolution of the Board/Department C. Resignation. Any member may resign from the Board by delivering a written resignation to the Chairman or Executive Secretary of the Board and to the Governor. D. Board Meetings. The board meeting of the members of the Board shall be held at the principal office of the Board or other place properly designated on a Thursday of the month if not a legal holiday, for the purpose of electing officers and/or for the transaction of such other business as may properly come before the meeting. Officers may be elected at the last scheduled Board Meeting of the fiscal year. E. Notice of Board Meetings. Notice of place and purpose of the board meeting shall be served, either personally, by mail, or electronically, not less than five (5) nor more than ten (10) days before the meeting upon each person who appears on the books of the Board as a member or agent or advisor and, if mailed, such notice shall be directed to the person at their address as it appears on the books of the Board, unless they shall have filed with the secretary of the Board a written request that notices intended for them be mailed to some other address, in which case it shall be mailed to the address designated in such request. F. Special Meetings. Special meetings of the members may be called at any time by the Chairman or the Executive Secretary, and must be called by the Chairman or the Executive Secretary on receipt of the written request of three (3) or more of the members, by written notice to be given as herein provided. G. Notice of Special Meetings. Notice of a special meeting stating the place and purpose thereof shall be served personally , mail or electronically, upon each member residing within the United States, not less than three (3) nor more than ten (10) days before such meeting, and if mailed, such notice shall be directed to each member at this address as it appears on the books or records of the Board, unless they shall have filed with the secretary of the Board a written request that notices intended for them shall be mailed to some other address designated in such request. H. Quorum. At any meeting of members of the Board the presence of a majority of the members in person shall be necessary to constitute a quorum for all purposes except as otherwise provided by law, and the act of a majority of the members present at any meeting at which there is a quorum shall be the act of the full membership except as may be otherwise specifically provided by statute or by these bylaws. In the absence of a quorum, or when a quorum is present, a meeting may be adjourned from time to time by vote of a majority of the members present in person, without notice other than by announcement at the meeting and without further notice to any absent member. At any adjourned meeting at which a quorum shall be present, any business may be transacted which might have been transacted at the meeting as originally notified. I. Voting. At every meeting of the Board, each member shall be entitled to vote in person. Upon the demand of any member, the vote upon any question before the meeting shall be by secret ballot. All elections shall be had and all questions decided by a majority vote of the members present, in person. J. Waiver of Notice. Whenever under the provisions of any law or under the provisions of the bylaws of this Board, the Board or any committee thereof is authorized to take any action after notice to the members of the Board or after the lapse of a prescribed period of time, such action may be taken without notice and without the lapse of time, if, at any time before or after such action be completed, such requirements be waived in writing by the Board members entitled to such notice or entitled to participate in the action to be taken. K. Removal of Members. Any Board member may be removed from membership only by the action of the Board and the Governor, after hearing. L. Expenses of Board Members. Each member of the Board shall be entitled to per diem and reimbursement of expenses as provided in the Uniform Per Diem Compensation for Officers and Employees of State Boards, Section 25-3-69 of the Mississippi Code of 1972, as amended. M. Vacancies. Any vacancy in the Board occurring during the year, including a vacancy created by an increase in the number of the Board members created by a statutory amendment, shall be filled for the unexpired portion of the term by the Governor or as otherwise required by statute. Any Board member so designated shall hold office until the expiration of this appointed term and until the appointment and qualification of their successor.