Bylaws: Section 3

Section 3

Nomination and Election of Life Members and Additional Members

Nominations of life members and additional members described in Paragraphs 2.1.3 and 2.1.4, including nominations to fill vacancies, shall proceed from the Governance and Nominations Committee. Such life members and additional members may be elected at any meeting of the members of the Corporation, provided other applicable provisions of these Bylaws are complied with. Any member shall be eligible for election as a life member at any time, subject to the limitations in Section 2. It shall be the duty of the Governance and Nominations Committee to send the names of the persons proposed for membership in the Corporation, including recommended terms of any proposed members, to each existing member of the Corporation at least ten days before the meeting at which the election is to be held, and no election of a member shall be held unless notice to that effect shall have been inserted in the notice of the meeting. The members of the Corporation shall give careful consideration to the nominations and terms of membership recommended by the Governance and Nominations Committee, but the members of the Corporation may elect any person as a life member pursuant to Paragraph 2.1.3 or as an additional member pursuant to Paragraph 2.1.4, provided there is no conflict with any of the provisions of Section 2. No person shall be deemed to be elected who does not receive the votes of a majority of the members of the Corporation present at the time of the election or against whom seven negative ballots are then thrown.

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