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of the Board of Directors shall be deemed to have resigned as a member of the Board of Directors and shall cease to be a member thereof. However, at the meeting following the three consecutive missed meetings , the member may be reinstated by a majority vote of the Board of Directors at the member ' s request. Any Director may be removed from office with or without cause by a majority vote of the Board of Directors at any meeting noticed for that purpose . Section 6 : Vacancies . The Nominating Committee shall present to the Board of Directors candidates for vacancies to fill unexpired terms who shall , upon election by the Board, take office at the next Board meeting , for the duration of the unexpired term. Section 7 : Quorum . A quorum shall consist of a simple majority of the current members of the Board of Directors . Section- 8 : Meetings . Meetings will generally be held monthly except if a meeting is postponed by consent of a majority present at the previous meeting or due to extreme circumstances . Special meetings of the board may be held at the call of the Chairman or by written request of thirty (30) percent of the members of the Board of Directors . Notice of a special meeting need not be given to any Director who signs a waiver of notice either before or after the meeting . To be effective the waiver shall contain recitals sufficient to identify the meeting to which it applies . -%An emergency meeting may be called by the Chairman following board approval by a majority of the elected board . No business shall be transacted except that stated in the call for special and emergency meetings . Section 9 : Ex Officio Directors (a) The Chairman of the Cultural Advisory Committee (see Article VIII , Section 3) shall serve as a voting ex officio member of the Board of Directors . (b) The Board of Directors may appoint additional non-voting ex officio Directors as it shall deem desirable , with the authority and duties prescribed, from time to time , by the Board of Directors ; The number of non-voting ex officio Directors shall not exceed five (5) . Article VI Offieers Section 1 . The officers of the Council shall be Chairman, Vice Chairman, Secretary , Treasurer and other such officers as may be elected as provided in this article . The Board of Directors may elect or appoint additional officers , including one or more vice chairman, assistant secretaries , and assistant treasurers , as it shall deem desirable , with the authority and duties prescribed, from time to time , by the Board of Directors . BYLAws OF CULTURAL COUNCIL OF INDIAN RIVER COUNTY , INC . Page 4