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Article III: Membership

The Foundation’s membership shall consist of the members of the Board of Directors. The Board of Directors shall consist of no fewer than nine nor more than 35 members. Board members shall be appointed or elected by a vote of the majority of the members of the Foundation Board to serve 3-year term and are eligible to be reappointed or reelected to no more than two additional 3-year terms, a total of nine consecutive years. A member may be eligible to serve again after a one year absence from the Board. Only members who are serving as an officer of the board or a campaign chair or co-chair at the time when their 3-year term expires can serve more than nine consecutive years. These members may be appointed for additional years until their officer, chair or co-chair obligation is fulfilled.

Two members shall be appointed by the University of Arkansas System observing the same tenure guidelines as other elected directors. All other members shall be elected at the annual meeting. Each member in good standing shall be entitled to one vote on each matter submitted to a vote of the members. The chancellor of the University of Arkansas-Fort Smith will be a non-voting ex-officio member of the Board.

Any member may resign by filing a written resignation with the Secretary. Any member missing three (3) consecutive meetings may be removed by a vote of the majority of the members of the Board at any regular or called meeting. Membership in this corporation is not transferable or assignable. Vacancies shall be filled in the same manner as new members are selected. Vacancies will be filled effective the first of each calendar year unless the Executive Committee requests otherwise. The alternate board members elected by the Committee on Directors will be used to fill vacancies at that time.

Directors as such shall not receive any compensation, but by resolution of the Board of Directors may be reimbursed for expenses paid or incurred in the performance of their duties as Directors.

Upon retirement from the Board of Directors, members may be named Emeritus Members of the Board of Directors.