1. 2012 PROPOSED BYLAWS AMENDMENTS Presented by: Garry Hinkley IFTA, Inc
2012 PROPOSED BYLAWS AMENDMENTS Presented by: Garry Hinkley IFTA, Inc. Board of Trustees

2. Article Four - Board of Trustees
Section 7. Quorum.
A two-thirds majority of the Trustees shall constitute a quorum for the transaction of business at any meeting of the Board; but, if less than a two-thirds majority of the Trustees are present at a meeting, a majority of the Trustees present may adjourn the meeting from time to time without providing any further notice of said meeting.
In this slide I have highlighted in red the first proposed amendment. We are making this proposal to allow the Election Committee to determine the proper rotation for the single member geographic region each year based on the current make-up of the Board.
The rotation schedule worked for a while, but only before there were mid-term vacancies that ultimately resulted in longer than 3 two-year terms as replacements are usually able to complete the term of the outgoing Board member before starting their own.
As you an see, the Election Committee will have to keep the single board member region rotation fairly and equitably.

3. Article Four - Board of Trustees
Section 7. Quorum. (Paragraph 2)
Any one or more members of the Board may participate in a meeting of the Board by means of conference telephone or similar communications equipment by means of which all persons participating in the meeting can communicate with each other, and participation in a meeting by such means shall constitute presence in person at such meeting.
In this slide I have highlighted in red the first proposed amendment. We are making this proposal to allow the Election Committee to determine the proper rotation for the single member geographic region each year based on the current make-up of the Board.
The rotation schedule worked for a while, but only before there were mid-term vacancies that ultimately resulted in longer than 3 two-year terms as replacements are usually able to complete the term of the outgoing Board member before starting their own.
As you an see, the Election Committee will have to keep the single board member region rotation fairly and equitably.

4. Article Four - Board of Trustees
Section 12. Resignation.
A Trustee who misses is absent from two consecutive board meetings shall have deemed to have resigned from the Board unless an absence is excused by a majority of the Board. A Trustee who has so resigned may be reappointed in accordance with Section 10 of this Article.
The second amendment is to change the provision regarding the Election Committee. The election committee is already required to ensure the qualifications in article 4, section 3 are met. Here we are just removing the words through the use of a rotational schedule.

5. QUESTIONS?