Amended and Restated - As Amended Through June 14, 2012
Three regular meetings of the Board of Trustees shall be held annually as follows: one in the fall, one in the winter, and one at the end of the academic year (herein designated as the "Spring meeting") on such dates as the Board may fix All meetings of the Trustees shall be held in Galesburg, Illinois, except the winter meeting which, at the discretion of the President, may be held elsewhere.
All meetings of the Trustees shall be held behind closed doors. Such staff members, faculty and students shall attend as the Chair or the President may designate, but the Board may convene in executive session at any time by decision of the Chair, and all non-Trustee persons asked to withdraw.
Special meetings may be called by the Chair of the Board, or in the event of his or her absence or disability, by the President of the College, and shall be called by the President whenever a majority of the members of the Executive Committee or any six Trustees shall so request; and in case of a vacancy in the office of President, then such meetings shall be called by the Secretary of the Board upon like request. Special meetings may be conducted either in person at such location as designated in the call or through the use of a conference telephone or other communications equipment by means of which all persons participating in the meeting can hear each other. Participating in any meeting so conducted shall constitute attendance and the equivalence of presence in person at the meeting of each person so participating.
At all special meetings of the Board of Trustees, no business shall be transacted except as specified in the call, except upon majority vote of all members of the Board having the right to vote.
The call shall be signed by the Chair or President, as the case may be, and the Secretary of the Board of Trustees, or by the Secretary alone when made by him or her. Not less than seven days shall intervene between the issuance of the call and the time specified for the meeting. Such notice must be in writing and may be given by telegraph, facsimile, e-mail or mail. The requirement as to the time required for notice may be waived in writing (including facsimile or e-mail) by two-thirds of the voting members of the Board, and when so waived, the meeting so held shall be regularly constituted.
Informal Action: Any action required to, or which may, be taken at a meeting of the Board of Trustees may be taken without a meeting if a consent in writing, setting forth the action to be taken, shall be signed by all General, Alumni and ex officio Trustees. Such written consent may be transmitted electronically.
Proxy Voting: A member of the Board of Trustees entitled to vote at a special meeting of the Board may vote by proxy, if that proxy is executed in writing by the Trustee and is transmitted to the Chair of the Board. Proxies may be transmitted electronically. No proxy voting shall be permitted at regular meetings of the Board.