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Report of the FSCT Bylaws Committee (January 27, 2004).

The Bylaws Committee was requested by the Board to report on the proposal of the Pittsburgh Society to amend the Bylaws and Standing Rules to provide for the voting position of Alternate Society Director.

Following consultation with FSCT Legal Counsel and a review of relevant statutes of Pennsylvania law under which the FSCT is incorporated, it was determined that Alternate Society Directors, acting in the absence of the Society Director, may have the right to vote on issues before the Board if such Alternates are elected in the same manner as that provided for in the Bylaws and Standing Rules for Society Directors.

After due consideration, the Bylaws Committee presents the following resolution for First Reading by the Board of Directors at its meeting of May 15, 2004:

FOR FIRST READING

Resolution to Provide for Voting Alternate Society Director Positions

WHEREAS the Bylaws Committee was requested to consider a proposal by the Pittsburgh Society to amend the Bylaws and Standing Rules to provide for the voting position of Alternate Society Director, and

WHEREAS the Bylaws Committee feels that:

(1) Directors' responsibility of attending two Board of Directors meetings annually is minimal,

(2) Directors may participate in said meetings by means other than physically attending, and

(3) This may lead to unnecessary disruption in the continuity in the Board

BE IT RESOLVED that the following revision to the Bylaws Article III, Sect. 3.1 be presented for First Reading by the FSCT Board of Directors at its meeting of May 15, 2004.

The Bylaws Committee does not recommend approval of the proposal.

FREIDUN ANWARI

Chair, FSCT Bylaws Committee

(Note changes are shown as: [begin strikethrough]Deletions[end strikethrough] and Additions)

FSCT BYLAWS

BYLAWS ARTICLE X

CONSTITUENT SOCIETIES AND SOCIETY DIRECTOR

Section 10.6. Society Director

A. In addition to serving as a Director, a Society Director shall represent the Constituent Society at meetings of Members and shall report to the Constituent Society on the activities of the Federation.

B. In the temporary absence of the Society Director, an alternative Society Director, elected by the Constituent Society in the same manner as the Society Director, [begin strikethrough]may be appointed by the Constituent Society to[end strikethrough] shall perform such functions as the Society Director. However, [begin strikethrough]but[end strikethrough] such alternative Society Director shall not serve as a [begin strikethrough]voting[end strikethrough] member of the [begin strikethrough]Board or[end strikethrough] Executive Committee.

STANDING RULES

ARTICLE SR III

ALTERNATE SOCIETY DIRECTOR

Section 3.1 [begin strikethrough]Designation[end strikethrough] Election

Each Constituent Society may [begin strikethrough]designate[end strikethrough] elect a Full Member as the Alternate Society Director.

Section 3.2 Voting

The Alternate Society Director shall serve as a [begin strikethrough]non[end strikethrough] voting member of the Federation's Board of Directors when the corresponding Society Director is absent.
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Publication:JCT CoatingsTech
Date:Mar 1, 2004
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