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ARTICLE IV:  MEETINGS OF MEMBERS

Section 1. ANNUAL MEETING. An Annual Meeting of the members shall be held at such time designated by the Board of Trustees, for the purpose of electing Trustees and for the transaction of such other business as may come before the meeting.

Section 2. SPECIAL MEETINGS. Special meetings of the members may be called either by the Chairman of the Board, the Board of Trustees or not less than one-fourth of the members having voting rights.

Section 3. PLACE OF MEETING. The Board of Trustees, the Chairman or the President may designate any place, either within or without the State of Illinois, as the place of meeting for any annual meeting or any special meeting called by the Board of Trustees. If no designation is made or if a special meeting be otherwise called, the place of meeting shall be the registered office of the Council in the State of Illinois, provided, however, that if all of the members shall meet at any time and place, either within or without the State of Illinois, and consent to the holding of a meeting, such meeting shall be valid without call or notice, and at such meeting any corporate action may be taken.

Section 4. NOTICE OF MEETINGS. Written or printed notice stating the place, day and hour of any meeting of members shall be delivered, either personally or by mail, to each member entitled to vote at such meeting, not less than five (5) nor more than sixty (60) days before the date of such meeting, or in the case of a removal of one or more Trustees, a merger, consolidation, dissolution or sale, lease or exchange of assets not less than twenty (20) nor more than sixty (60) days before the date of such meeting, by or at the direction of the Chairman of the Board, the President or the Secretary, or the officers or persons calling the meeting. In case of a special meeting or when required by statute or by these By-Laws, the purpose for which the meeting is called shall be stated in the notice. If mailed, the notice of a meeting shall be deemed delivered when deposited in the United States mail, addressed to the member at his address as it appears on the records of the Council, with postage thereon prepaid.

Section 5. QUORUM. The members holding one-tenth of the votes which may be cast at any meeting shall constitute a quorum at such meeting. If a quorum is not present at any meeting of members, a majority of the members present may adjourn the meeting from time to time without further notice.

Section 6. PROXIES. At any meeting of members, a member entitled to vote may vote either in person or by proxy executed in writing by the member or by his duly authorized attorney-in-fact. No proxy shall be valid after eleven months from the date of its execution unless otherwise provided in the proxy.