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Adopted by Sea Grant Association
March 18, 2003

Sea Grant Association Bylaws

Article 4 - Directors
    Powers and Qualifications
    Number
    Term
    Resignations
    Removal; Vacancies
    Compensation

Section 1. Powers and Qualifications. The policies of the Corporation shall be determined, and its affairs shall be managed, by its Board of Directors. The directors shall act only as a Board of Directors, or as a committee thereof, individual directors shall have no power as such. Directors shall be employed by a Regular Member of the Corporation and shall be elected from among the delegates appointed by the Regular Members.

Section 2. Number. The number of directors of the Corporation shall be eight, which shall include the president, the vice president, the president-elect, the immediate past-president, the chair of the Program Mission Committee, the secretary, the treasurer, and two persons elected as directors-at-large. In addition, if approved by a vote of the membership, an employee of the Corporation may be a nonvoting member of the Board of Directors. If a tie vote occurs among the voting members of the Board of Directors, the President shall cast an additional, deciding, ballot.

Section 3. Term. All directors shall hold office for a term of two years and may serve for unlimited successive terms.

Section 4. Resignations. Any of the directors my resign at any time by notifying the Board of Directors in writing. Such resignation shall take effect at the time specified therein. Acceptance by the Board of Directors of such resignation shall not be necessary to make it effective.

Section 5. Removal; Vacancies. A director may be removed by a vote of two-thirds of the Board of Directors or by a majority of the voting members. A vacancy in the Board of Directors shall be deemed to exist in the event of the resignation, removal or death of a director, or in the event of an increase in the number of such directors. Except as otherwise provided by these Bylaws, any such vacancy shall be filled by the members of the Corporation.

Section 6. Compensation. Directors shall not receive any compensation for their services as such; however, the Board of Directors may authorize reimbursement for all, expenses incurred in connection with the performance of services for the Corporation, including but not limited to attendance at meetings of the Corporation. Nothing herein contained shall be construed to preclude any director from serving the Corporation in any other capacity and receiving compensation therefor.

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