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(c) such Board Member is found to be mentally incompetent or of
unsound mind;

(d) such Board Member becomes bankrupt;

(e) such Board Member ceases to be a member of the Society that
elected such Board Member as a Director; or

(f) such Board Member dies.

18.02 If any vacancies should occur for any reason as set out in Section 18.01
where a Class of Voting Members has elected the Director, the remaining
Director elected by that Class may fill the vacancy. In cases where the
vacancy occurs and the Director was not elected by a Class of Voting
Members, the Board, by a majority vote, may by appointment, fill the
vacancy. A Director so appointed to fill the vacancy shall hold office for the
unexpired term of the predecessor.

18.03 If the number of Board Members is increased during the year within the
prescribed limit, a vacancy or vacancies shall thereby be deemed to have
occurred, but the Directors shall not have the authority to fill such a
vacancy.

19. BOARD MEETINGS

19.01 Notice of Meeting of Board of Directors - Notice of the time and place for the
holding of a meeting of the Board shall be given in the manner provided in
the section on giving notice of meeting of Directors of this By-law to every
Director of Plant Canada not less than ten (10) days before the time when
the meeting is to be held. If the meeting is held in an electronic form such as
telephone or internet, notice shall be not less than twenty-four (24) hours
before the time when the meeting is held. Notice of a meeting shall not be
necessary if all of the Directors are present and none objects to the holding
of the meeting, or if those absent have waived notice of or have otherwise
signified their consent to the holding of such meeting. Notice of an
adjourned meeting is not required if the time and place of the adjourned
meeting is announced at the original meeting. Unless the By-law otherwise
provides, no notice of meeting need specify the purpose or the business to
be transacted at the meeting except that a notice of meeting of Directors
shall specify any matter referred to in subsection 138(2) (Limits on Authority)
of the Act that is to be dealt with at the meeting.

19.02 Regular Meetings of the Board of Directors- The Board may appoint a day
or days in any month or months for regular meetings of the Board at a place
and hour to be named. A copy of any resolution of the Board fixing the place