8.3 Thirty percent (30%) of the Tribal Membership, present in person, shall constitute a quorum for the transaction of business. All business items requiring a vote by Tribal Membership shall be noticed not less than thirty (30) calendar days prior to the first day of the NIGA Tradeshow and Conference Tribal Membership meeting. All noticed business items shall be placed on the first day agenda and voted on after the establishment of a quorum. Once established, a quorum remains in effect until the meeting is adjourned or until a quorum is lost pursuant to a quorum call. 8.4 Roberts Rules of Order shall govern procedures at all meetings of the Association where they are not in conflict with these bylaws. 8.5 Meetings shall be held at such times and places as the Tribal Membership, if it calls the meeting, or the Board of Directors, if called by it, or the Chairman, deems appropriate. 8.6 Except as otherwise set forth herein, notice of any meeting shall be in writing and shall be given at least fifteen (15) business days but no more than ninety (90) days, before the meeting date. As used in these bylaws, a “business day” shall mean any day between Monday and Friday, inclusively, but excluding federal holidays. The notice shall be given either personally or by telecopier with confirmation by registered or certified mail, or by said registered or certified mail, and shall be addressed to each member entitled to vote, at the address of that member appearing on NIGA’s books or at the address given by the member to the corporation for purposes of notice. If no address appears on NIGA’s book and no address has been so given, notice shall be deemed to have been given if either (1) notice is sent to that member by the means set forth above to the member’s principal office as identified by the Bureau of Indian Affairs, and (2) notice is published at least once in a newspaper of general circulation in the county in which the principal office of said Member is located. Notice shall be deemed made upon receipt except in the case of publication, in which event service shall be deemed to have commenced upon such publication. 8.7 Voting may be by voice or ballot, except that any election of officers must be by secret ballot. 8.8 Each voting member shall be entitled to cast one vote, through its designated representative, on each matter submitted to a vote of the members. Member Tribes must be present to vote and may not cast their vote through representatives of other Member Tribes, i.e., there shall be no proxy voting. 8.9 If a quorum is present, the affirmative vote of the majority of the voting power represented at the meeting, entitled to vote and voting on any matter, shall be the act of the members, unless the vote of a greater number of voting by classes is required by the Nonprofit Act, the articles of incorporation, or herein. 8.10 Member Tribes may send delegations to Tribal Membership meetings consisting of duly authorized representatives, alternates and anyone else who would be eligible to be an authorized representative. Tribal delegations to meetings of the Tribal Membership shall not exceed five (5) persons unless specifically authorized by the Tribal Membership. The presence of any authorized representative or designated alternate of a Member Tribe at a meeting of the Tribal Membership shall constitute the presence of such member at that meeting. 8.11 A member’s attendance at a meeting constitutes a waiver of notice of and presence at that meeting, unless the member objects at the beginning of the meeting to the transaction of any business because the meeting was not lawfully called. Attendance at a meeting is not a waiver of any right to object to the consideration of matters required to be included in the notice of the meeting but not so included, if that objection is expressly made at the meeting.
9.
Corporate Powers Vested in the Tribal Membership
Bylaws of the National Indian Gaming Association
Page 5
As Amended May 13, 2014
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