Nominations for the election to the Board of Directors shall be made by a nominating committee consisting of three (3) Members appointed by the Board of Directors no later than December 31 of each year. The nominating committee shall be comprised of a chairperson who shall be a member of the Board of Directors and two (2) Members of the Association and shall serve until the conclusion of the annual meeting and until the directors to be elected have been duly elected and qualified. Not later than sixty (60) days prior to the annual membership meeting, the Board of Directors shall hold a special meeting (the “Nominating Meeting”) for the purpose of receiving the nominating committee’s written report.
The nominating committee shall organize itself and determine its own procedure for soliciting and evaluating the qualifications of prospective nominees and shall consider such matters as the willingness and ability of each candidate to devote the time necessary to serve in such capacity, the candidate’s managerial and professional experience, and his or her general reputation for the exercise of good judgment. The nominating committee shall make as many nominations for election to the Board as it shall in its discretion determine, but not less than the number of vacancies that are to be filled.