Section 1. Regular Meetings. A regular meeting of the Board of Directors shall be held without notice other than this bylaw, immediately after the annual meeting of the Members. A regular meeting of the Board of Directors shall be held monthly at such time and place in Wasco Electric Cooperative’s service area (Wasco, Sherman, Jefferson, Wheeler, or Gilliam Counties) as the board of directors may provide by resolution. Such regular monthly meetings may be held without notice other than such resolution fixing the time and place thereof.
Section 2. Special Meetings. Special meetings of the Board of Directors may be called by the President or any 3 Directors. The person or persons authorized to call special meetings of the Board of Directors may fix the time and place in Wasco Electric Cooperative’s service area for the holding of any special meeting of the Board of Directors called by them. Members of the Board of Directors may also meet via telephone conference call.
Section 3. Notice. Notice of the time, place, and purpose of any special meeting of the Board of Directors shall be given at least five (5) days previous thereto by written notice delivered personally, mailed to each director at the director’s last known principal address, or via electronic transmission. If mailed, such notice shall be deemed to be delivered when deposited in the United States mail so addressed with postage thereon prepaid. The attendance of a director at any meeting shall constitute a waiver of notice of such meeting, except in case a director shall attend a meeting for the express purpose of objecting to the transaction of any business because the meeting shall not have been lawfully called or convened.
Section 4. Quorum. A majority of the Board of Directors shall constitute a quorum for the transaction of business at any meeting of the Board of Directors, provided, that if less than a majority of the directors is present at said meeting, a majority of the directors present may adjourn the meeting from time to time without further notice.
Section 5. Manner of Acting. The act of the majority of the directors present at a meeting at which a quorum is present shall be the act of the Board of Directors.