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the same manner, as long as reasonable notice has been given to the | | president in writing specifying the grounds of removal and that, if | | requested by the president, opportunity for hearing upon the | | specifications has been had before the 2 boards in convention.__The | | president is the principal executive officer of the corporation and | | the principal academic officer of the college, and except as | | authority, duties and responsibilities are or may be specifically | | laid upon other persons, the president has general administration | | of the affairs of the college.__The president may, at the pleasure | | of the president, attend the separate sessions of the board of | | fellows and of the board of overseers.__When attending the | | sessions, the president shall participate with the members of these | | boards in the conduct of their business, having the right to vote; | | but these provisions may not apply when the business under | | consideration is the question of the removal of the president from | | office. |
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| | | *Sec. 6.__Board of Fellows.__The board of fellows may not at any time | | consist of more than 15 members.__Six members, exclusive of the | | president, if the president is in attendance, except as otherwise | | in this Act specifically provided, constitutes a quorum for the | | transaction of business.__The board shall choose a chair and a | | vice-chair who shall preside at their meetings and who shall | | serve as the chair and vice-chair of the corporation.__The board | | may adopt such rules for the transaction of the business of the | | board as the board determines expedient.__The board shall choose | | from or without the membership of the board a secretary who also | | serves as the secretary of the corporation.__The board shall fill | | all vacancies occurring in the board and may, as the rules | | provide, declare a vacancy on the board whenever, in their | | judgment, sufficient cause exists. |
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| | | *Sec. 7.__Board of overseers.__The__board of overseers may not at any | | time consist of more than 25 members.__Nine members, exclusive of | | the president, if the president is in attendance, except as | | otherwise in this Act specifically provided, constitutes a quorum | | for the transaction of business.__The board shall choose a chair | | and a vice-chair who shall preside at their meetings.__The board | | shall choose a secretary, and may adopt such rules for the | | transaction of the business of the board as the board determines | | expedient.__The terms of office of the overseers continue to | | expire in accordance with the provisions of Private and Special | | Law 1873, chapter 192, section 7.__At each annual meeting of the | | board of overseers, 5 overseers must be elected for the term of 5 | | years, 2 of whom must be from persons nominated by the Alumni | | Association of Bates College.__The board may, by such procedure | | as the rules provide, declare a vacancy on the board whenever, in | | their judgment, sufficient cause exists.__The board shall fill | | all vacancies occurring in the board, as long as a vacancy | | arising from the death, resignation or removal from |
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| | | office of an overseer who was elected on nomination of the alumni | | association is filled only by the election of a person so | | nominated. |
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| | | Sec. 3. P&SL 1937, c. 28, §9 is amended to read: |
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| | | *Sec. 9. Quorum. Except as otherwise in this act specifically | | provided, the corporation may transact its business either by the | | method of concurrent action taken by the board of fellows and the | | board of overseers, meeting in separate session, or by the method | | of action taken by the said boards meeting in convention, a | quorum of which shall consist | at least 9 overseers exclusive of the president, if he shall be | | the president is in attendance. |
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| | | Sec. 4. P&SL 1937, c. 28, §10 is repealed and the following enacted in | | its place: |
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| | | *Sec. 10.__Executive committee.__The corporation may appoint from its | | number an executive committee of not fewer than 5 members.__The | | president is a member of this executive committee.__The chair of | | the executive committee is the chair of the board of fellows.__In | | the chair's absence the executive committee is chaired by the | | vice-chair of the board of fellows or the chair or vice-chair of | | the board of overseers, all of whom are members of the executive | | committee.__To this executive committee any or all powers of | | general administration are delegated to act for and in behalf of | | the corporation from one stated meeting to another, subject to | | instructions by the corporation at any intervening meeting.__The | | corporation may appoint such other committees for such periods | | and with such powers as it shall determine proper. |
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| | | Sec. 5. P&SL 1937, c. 28, §11 is repealed. |
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| | | Sec. 6. P&SL 1937, c. 28, §§12 and 13 are enacted to read |
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| | | *Sec. 12.__Transition provisions.__This Act does not affect the tenure of | | office of any person holding any office or appointment under the | | authority of Private and Special Law 1937, chapter 28. |
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| | | *Sec. 13.__Applicability of the Maine Nonprofit Corporation Act; governing law.__The | | Maine Nonprofit Corporation Act, contained in the Maine Revised Statutes, | | Title 13-B, or any successor, applies to this corporation in all | | respects, including an amendment to or restatement of this charter.__Any | | amendment or restatement of this charter must be effected pursuant to | | those provisions of the Maine Nonprofit Corporation Act, or any | | successor, that govern the amendment or restatement of Articles of | | Incorporation. |
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