The Executive Board shall manage the affairs of the B. W. Harris Episcopal School Alumni Association-USA, Inc. between Conventions, consistent with this Constitution and Bylaws and pertinent decisions of the Convention.
Decisions of the Executive Board shall be made by a simple majority vote, except in cases of discipline and impeachment, which shall be by a two-thirds majority vote.
All actions of the Executive Board are subject to review by the Convention, should the Convention elect to conduct such a review. In the event the Convention decides to review an action of the Executive Board, the Convention may affirm the action, reverse the action or modify the action.
The Executive Board shall comprise the National Officers, the President of each Chapter, two Representatives to the Executive Board from each Chapter, and former elected National Chairs of the Association. Once appointed, Assistant National Officers shall have full voice and vote in the Executive Board in the event they are acting in place of a National Officer who is not in attendance.
In the event of the unavailability of an elected Chapter Representative to the Board, the Chapter may appoint an acting Chapter Representative, and shall inform the National Chair and National Secretary of this action in writing prior to the convening of the Executive Board in order for the appointed acting Chapter Representative to exercise full voice and vote in the Executive Board. Members of the Executive Board as defined in Paragraph D above are not eligible to be appointed acting Chapter Representatives.
The Executive Boards shall meet in-person at least twice a year, one of which shall occur during the week of the annual Convention. The presence of a simple majority shall constitute a quorum at all meetings of the Executive Board.
Notice of in-person Executive Board meetings sent by postal mail shall be post-marked at least thirty (30) days prior to the date of the meeting or emailed one week prior to the date of the meeting. Such notice shall contain the date, time and place of the meeting, and the object for which the meeting has been called.
Special meetings of the Executive Board may be held via electronic medium, and may be called by the National Chair, or by majority decision of the National Officers, or on request of any ten (10) members of the Executive Board.
Notices of electronic meetings shall be sent by electronic means, and contain the date, time, call-in number/Webinar address, and purpose for which the meeting has been called.
All proceedings of the Executive Board shall be opened to attendance by members of the Association. At the discretion of the Chair or decision of majority of members of the Executive Board present, visitors may be permitted voice at meetings of the Executive Board. Visitors shall not vote at meetings of the Executive Board.
Chapters that do not pay their annual assessments shall not have voice and vote on the Executive Board until such assessments are paid up-to-date