Section 457-1-3 - BYLAWS OF THE MEMBERS OF THE AUTHORITYA.Name. The name of the Authority is the Finance Authority of Maine.B.Purpose. The Authority was created by the Maine Legislature for the purposes set forth in the Finance Authority of Maine Act and following (the "Act").C.Office. The principal office of the Authority shall be at such location as it shall determine.D.Seal. The seal of the Authority shall be in the form of a circle within which shall be the name of the Authority and the year 1983.E.Members of the Authority. The members of the Authority shall be appointed and compensated and shall serve such terms as the Act may specify.F.Quorum of and action by the members. The requirements for determining a quorum and for taking action shall be governed by the Act. If seven members are present at the beginning of any meeting, then quorum exists for the transaction of business. If any member(s) leaves from a meeting at which a quorum was originally present, so that less than seven (7) members remain, quorum continues to exist. The affirmative vote of the greater of five members present, and voting or a majority of those present and voting is necessary for any action taken by the members.G.Officers of the members. The members shall elect from among themselves one person as Chair, one person as Vice Chair who shall serve as secretary, one person as treasurer and such other officers as it may from time to time determine. The officers shall have a term of one year and shall serve until the election of their successors. The Chair shall preside over meetings of the members. In the absence or incapacity of the Chair or if for any reason there is no Chair, then the Vice Chair shall perform the duties of the Chair. In addition, the Vice Chair, as Secretary, shall sign the minutes of all meetings of the members, after such minutes have been approved by the members.H.Nominating Committee. At least four weeks before the date scheduled for the annual meeting, the Chair shall appoint a nominating committee consisting of at least three members, who shall report to the members presenting a slate of nominees for officers of the Authority.I.Regular meetings. The members will ordinarily meet on the third Thursday of each month.J.Special meetings. Special meetings of the members may be called by either the Chair or any three members.K.Annual Meeting. The annual meeting of the members shall be held in the fall of each year at which time the members shall elect the officers.L.Location of Meetings.Meetings other than the annual meeting shall ordinarily be held in Augusta, unless another location is designated by the Chair or Chief Executive Officer.M.Compensation Requests. A member's request for payment of a per diem as provided by law and for reimbursement of expenses in connection with a duly called regular or special meeting of the members shall be presented to the Chief Executive Officer or the Director of Finance for approval and payment. A member's request for payment of a per diem and for reimbursement of expenses in connection with any other matter shall set forth the basis for the request and shall be presented to the Chief Executive Officer or the Director of Finance for payment. In the event it is not clear that the request is eligible for reimbursement, a determination will be made by the Chair and, if approved, presented to the Chief Executive Officer or Director of Finance for payment.N.Notice of Meetings. Any meeting held on the third Thursday of the month shall be deemed a regular meeting for which no advance notice is required. Meetings held on any other day shall be deemed special meetings for which notice must be received by the members at least two (2) business days prior to the date of the meeting, by mail, telephone or otherwise. Notice of emergency meetings must be given in accordance with the requirements of the FAME Act and the Maine Freedom of Access Act.O.Order of Business. The Chair shall determine the Order of Business of each meeting.94- 457 C.M.R. ch. 1, § 3