Article V

Meetings of Directors

Section 1: Regular Meetings
A regular meeting of the board of directors shall be held monthly at such time and place in Fort Morgan, Colorado, as the board of directors may provide by resolution. Such regular monthly meetings may be held without notice other than the resolution fixing the time and place thereof.

Section 2: Special Meetings
Special meetings of the board of directors may be called by the President or any three directors. The person or persons authorized to call special meetings of the board of directors may fix the time and place, within the service territory of the Cooperative, for the holding of any special meeting of the board of directors called by them.

Section 3: Notice
Unless waived, notice of the time, place and purpose of any special meeting of the board of directors shall be given at least ten days before the special meeting, by notice, delivered personally, which may be by telephone, or by mail, to each director at his or her last known address. If mailed, such notice shall be deemed to be delivered when deposited in the United States mail, so addressed, with postage thereon prepaid, at least ten days before the date of the meeting. The attendance of a director at any meeting shall constitute a waiver of notice of such meeting, except when a director shall attend a meeting for the express purpose of objecting to the transaction of any business because the meeting shall not have been lawfully called or convened.

Section 4:Quorum
A majority of the nine directors shall constitute a quorum for the transaction of business at any meeting of the board of directors, provided, that if less than a majority of the directors is present at said meeting, a majority of the directors present may adjourn the meeting from time to time. Absent members shall be notified, as provided in Section 3, above, of the time and place of such adjourned meeting.