Article 8 – Board of Directors

Section 8.01. 
General Powers. The corporation’s powers shall be exercised by or under the authority of, and its business and affairs shall be managed under the direction of, its Board of Directors, subject to any limitation set forth in the articles of incorporation.

Section 8.02.
Number, Tenure and Qualifications. The number of directors of the corporation shall be a minimum of
six (6) and a maximum of fifteen (15). Each Director shall hold office until the next annual members
meeting and until his or her successor shall have been elected by the members or until his or her prior
death, resignation or removal. A Director may be removed from office by a vote of the members taken at
any members’ meeting called for that purpose, provided that a quorum is present. For purposes of
removal, a quorum shall consist of at least one half of the corporation’s members. A director may resign
at any time by delivering his or her written resignation that complies with the provisions of Chapter 180
of the Wisconsin Statutes to the Board of Directors, the chairperson of the Board of Directors, or the
corporation. Directors must be members of the corporation, but need not be residents of the State of

Section 8.03.
The Board of Directors, by a 3/4 vote of the total membership thereof, shall have the power to veto any resolution passed by the membership, provided any such action shall be taken not less than 30 days after passage of any resolution by the membership.