ARTICLE IV - BOARD OF DIRECTORS

§4.1. The governance and management of the society shall be vested in an executive body of ten of its Regular Members known as the Board of Directors. On all questions of interpretation of the By-laws or other rules of the society, the decision of the Board of Directors shall be final unless rescinded by the society at the Annual Business Meeting or at a special meeting called for the purpose. The Board of Directors shall have the authority to invest the society's treasury in whole or in part in the manner it deems prudent to achieve maximum growth with reasonable safety.

§4.2. In the event of dissolution of the West Point Society of Central Texas, all funds and property remaining clear and unencumbered following final receipts and disbursements will be offered to the following organizations in order of priority listed. This list is established to provide alternates in the event of dissolution of the primary organization(s).

4.2.a. Association of Graduates, United States Military Academy, West Point, NY 10996.

4.2.b. West Point Fund, United States Military Academy, West Point, NY 10996.

4.2.c. United States Military Academy, West Point, NY 10996 (Federal Agency).

4.2.d. The Federal Government of the United States of America.

§4.3. Members of the Board shall be elected for a period of three years, approximately one-third being elected each year at the Annual Business Meeting of the society by a majority vote. In the case of a tie, balloting shall continue until all vacancies have been filled.

§4.4. Board Members are eligible for re-election.

§4.5. Each year those Members of the Board serving their second year shall comprise a nominating committee and shall nominate one candidate for each of the outgoing Board Members' vacancies. Other nominations may be made from the floor at the Annual Business Meeting.

§4.6. If a vacancy occurs during the fiscal year, it shall be filled by a majority vote of a quorum of the Board for the unexpired term. Failure to attend two consecutive Board Meetings without justifiable reason shall be deemed equivalent to tender of resignation therefore.

§4.7. A regular meeting of the Board shall be held once a quarter at the call of the President.

§4.8. Special meetings may be held at any time upon call of the President, the Secretary, or any two members of the Board. At such meetings, business will be confined to that specified in the call for the meeting.

§4.9. A quorum of the Board must be achieved to hold a meeting.

§4.10. The Board shall have the power to remit or waive the dues of any member for such period as in their judgment shall be advisable and proper.

§4.11. The Board shall establish operating committees as it deems necessary.

§4.12. The Board shall submit a report of the affairs of the society, with the expenditures of the past year and an estimate of the expenses for the coming year, at each Annual Business Meeting. It shall report at other times if called upon to do so by ten or more members in writing.

§4.13. The President shall preside over Board Meetings.