32.1 Except as may otherwise be provided herein, the BOD shall have the general supervisory, regulatory, and administrative control of the Club and shall be responsible for obligating the Club for normal operating expenses which shall not exceed that amount allotted thereto by the approved budget or otherwise. The business and affairs of the Club shall be managed by the BOD who shall derive their authority from the voting membership.
32.2 There shall be nine (9) directors on the BOD. Each director shall hold office for a term of two years; four directors shall be elected on even numbered years (Treasurer, Co-Grounds, Secretary, and Entertainment) and five directors on odd numbered years (President, Vice-President, Grounds, Membership and Sports), except as otherwise provided in this section.
32.3 In order for a member to serve on the BOD, he must be a voting member and he must have been a life member in good standing for at least one (1) year. However, a member may not serve on the BOD concurrently with his spouse or partner. To avoid a conflict of interest he may not serve as officer or director of another nudist club (landed or non-landed).
32.4 No later than at noon on the last Sunday in June, a notice shall be posted at the Club site in a conspicuous place by the Secretary. The notice shall state the open seats/positions and the length of term to be filled at the September semi-annual meeting. The notice shall also contain space for eligible members to register for a specific seat/positions. Eligible members wishing to serve on the BOD may register on said notice as a candidate for one of the open seats/positions. Registration shall closed at 5:00 PM the 3rd Sunday of August, with the registration sheet to be taken down by no fewer than 2 board members. Upon registration closing a copy of the registration sheet shall be copied and the original given to the Sectary and the copy given to the Treasurer.
32.5 Upon closing the advanced registration, the Secretary shall confer with the Treasurer as to the eligibility of all registered candidates and will have mailed or furnished the final list on ballots with voting instructions to all voting members at least 15 days prior to the September semi-annual meeting. (See 46.10) Members shall cast one vote per candidate per seat/position. Candidates will be contacted by the Secretary to certify their intent prior to the mailing of ballots.
32.6 Nominations from the floor for all open seats/positions shall be accepted from the voting membership at a Special Meeting to be held immediately following the August BOD meeting. The person nominated from the floor must be present to accept the nomination.
32.7 Directors will be elected by a plurality vote to be counted at the September semi-annual meeting. Where two or more candidates are registered or nominated for an office, the candidate with the largest number of votes among those registered or nominated for that office shall be deemed to be elected to that office. If there is only one candidate for a position the BOD may declare the individual elected by acclamation. If there were no candidates for a position and the position remains vacant at the end of the semi-annual meeting, the BOD shall meet within two weeks to appoint an individual to the position. The BOD will consider those unsuccessful candidates to determine if they are interested in a vacant position.
32.8 The first meeting of the new BOD shall be without other notice than these by-laws, immediately after and at the same place as the semi-annual meeting in September. The retiring members of the BOD (with the exception of the Treasurer) shall turn over the records, documents and pertinent items to the incoming Directors. (The retiring and incoming Treasurer shall coordinate the transition of responsibility within 30 days.)
32.9 A director(s) may be removed from his duties by the BOD if the Board can prove or has serious doubts that the director is not performing his duties in a fair, professional and honest manner. Removal of a director from the Board shall require an affirmative vote of no less than six (6) directors at a special meeting. The Board must however notify the affected director in writing stating the reason for removal and advising him of his appeal rights.
32.10 A director that has been removed by the Board may request a special meeting to appeal said action. The special meeting shall be called in the usual manner according to the section on special meetings. Failure to induce such a meeting within 30 days of appeal shall automatically invalidate said removal. Appeal request must be made in writing to the Board and either hand delivered to President, with no less than 2 witnesses of presentation to said President, or presented at the next regularly scheduled BOD meeting. The removed director has 30 days in which to appeal action. The voting membership, by a majority vote of those present and voting at said special meeting reserve the right to validate BOD’s action of removal or re-instate the director for the remainder of his term.
32.11 In case of the death, resignation, disqualification or removal of one or more of the directors, an affirmative vote of a majority of the remaining directors (not necessarily a quorum) can fill such vacancies, but if such vacancies are not filled within 30 days of said vacancies, a special meeting must be called by the President to fill the vacancies by the plurality vote of the voting members present and voting at said special meeting. If the vacating director(s) had less than one year of his term remaining, then his replacement(s) shall serve out said term. If the vacating director(s) has greater than or equal to one year of his term remaining, then his replacement(s) shall serve until the next election at the September semi-annual meeting and at said election, the replacement(s) can become a candidate for position.