Board of Directors

Per the ByLaws, "Composition of the Board of Directors":

The members of the Board of Directors shall be President, President-elect, immediate Past-President, Secretary, Secretary-elect, Treasurer, Treasurer-elect, chairs of the Chapter and Division/Interest Section Councils, and the Presidents of the Chapters, Divisions and Interest Sections.

ByLaws: Article V - Board of Directors

Section 1. Composition of the Board of Directors.

1. The members of the Board of Directors shall be President, President-elect, immediate Past-President, Secretary, Secretary-elect, Treasurer, Treasurer-elect, chairs of the Chapter and Division/Interest Section Councils, and the Presidents of the Chapters, Divisions and Interest Sections.
2. The President shall serve as Chair of the Board of Directors.
3. The Board of Directors or President may invite the attendance of committee chairs and resource persons as deemed necessary. These committee members and resource persons shall be ex-officio members without vote unless they are otherwise elected.

Section 2. Functions of the Board of Directors.

1. The Board of Directors shall formulate and approve policies within the provisions of the bylaws of the Association. Virginia Counselors Association Bylaws (Revised November 2011) Page 6 of 12
2. The Board of Directors shall formulate policies appropriate for executive action and direct their execution.
3. The Board of Directors is responsible for execution of the Association business between general meetings in accordance with the bylaws of this Association, or as assigned to them by a vote of the membership.
4. The Board of Directors is responsible for decision making, or making appropriate referrals for decisions.
5. The Board of Directors shall take charge, control, and manage all assets acquired by the Association.

Section 3. Meetings of the Board of Directors.

1. The Board of Directors shall meet often enough to carry on the business of the Association but shall meet not less than twice a year. The meetings shall be held at such time and place as designated by the President.
2. The Board of Directors must have a quorum of not less than one-half of its membership to carry on the business of the Association. No more than three (3) proxy votes, duly designated in writing, may be counted in determining a quorum.
3. Meetings of the Board of Directors shall be called by the President, or by any three members of the Board of Directors. Fifteen days notice of a meeting of the Board of Directors shall be mailed to the last known address of each member thereof, and such notice shall, as far as is practical, contain a statement of the business to be transacted at such meetings.

Section 4. Executive Committee.

The Executive Committee of the Board of Directors shall consist of the President, President-elect, immediate Past-President, Secretary, Secretary-elect, Treasurer, Treasurer-elect and Chairs of the Chapter and Division/Interest Section Councils. The Executive Committee shall act for the Board of Directors but within the limits of such written policies as may be established by the Board of Directors. The President of the Branch shall call and preside at meetings of the Executive Committee.