Article V

MEETING OF DIRECTORS

Section 1 – Regular Meetings. A regular meeting of the Board shall be held without notice, immediately after, and at the same place as the Annual Meeting of the members. A regular meeting of the Board shall also be held monthly at such time and place in McCracken County, Kentucky, as the Board 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 may be called by the Chair or by any three (3) directors, and it shall thereupon be the duty of the Secretary to cause notice of such meeting to be given as hereinafter provided. The Chair, or the directors calling the meeting, shall fix the time and place (which shall be in McCracken County, Kentucky) for the holding of the meeting.

Section 3 – Notice of Director Meetings. Written notice of the time, place and purpose of any special meeting of the Board shall be delivered to each director not less than five (5) days previous thereto either personally or by mail, by or at the direction of the Secretary, or upon a default in duty by the Secretary, by the Chair or the directors calling the meeting. If mailed, such notice shall be deemed to be delivered when deposited in the United States mail addressed to the director at his address as it appears on the records of the Corporation, with postage thereon prepaid.

Section 4 – Quorum. A majority of the Board shall constitute a quorum; provided, that if less than such majority of the directors is present at said meeting, a majority of the directors present may adjourn the meeting from time to time; and provided further, that the Secretary shall notify any absent directors of the time and place of such adjourned meeting. 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.

Background Image