ARTICLE III. Officers of the Board

Section 1.   Officers. The Officers of the Board shall be a Chairperson, Vice Chairperson, and Secretary each of whom shall be Trustees. The Chancellor and Presidents shall not be eligible to serve as Officers.

Section 2.   Duties of Officers.

a. Chairperson. The Chairperson shall preside at all meetings of the Board, shall approve the agenda for all meetings of the Board, and shall be the Chair of the Executive Committee.
b. Vice Chairperson. The Vice Chairperson shall act for the Chairperson of the Board at the discretion or in the absence of the Chairperson, shall be the Vice Chair of the Executive Committee, and shall perform such other duties as may be assigned by the Chairperson of the Board.
c. Secretary. The Secretary of the Board shall oversee the maintenance of an accurate record of all votes and acts of the Board.

Section 3.   Election of Officers; Term. The Board shall elect the Officers annually at the annual meeting of the Board. Officers shall serve for a term of one year and until their successors are elected.

Section 4.   Nomination of Candidates for Election as Officers

a. Throughout the governance year the Nomination Committee shall gather and maintain information about the skills, experience, interests, aspirations, and recommendations of each member of the Board (including the presidents and the chancellor), using both personal interviews and written surveys.
b. The Nomination Committee shall carefully consider the information it gathered about the skills, experience, interests, aspirations, and recommendations of each Board member, along with information about the needs and interests of the Board of Trustees, and develop a proposed slate of nominees for the Board Officer positions as well as any nominees for service on the Nomination Committee.
c. In developing the slate of nominees the Nomination Committee shall consider previous leadership experience on the USNH Board and other governing boards as well as each member's talents, interests, knowledge, and experiences beyond the USNH Board of Trustees. Applicable term limits (e.g., for trustee elected by either alumni or students) shall be considered as well.
d. The members of the Nomination Committee shall not be eligible for nomination to a Board Officer position while serving on the Nomination Committee.
e. The Nomination Committee shall publish to the full Board, no later than three weeks prior to the Annual Meeting, the slate of nominees for the Board Officer positions and the nominees for service on the Nomination Committee.
f. At the Annual Meeting in June the Board shall vote in public session on the full slate of Board Officer nominees, as presented and without amendment or further nominations. If the majority of the Trustees present and voting vote favor of the slate the nominees shall take office immediately following the close of the Annual Meeting. If the majority of Trustees present and voting does not vote in favor of the slate the slate would be remanded to the Nomination Committee for further consideration; in such cases the current Board Officers would continue to serve until their successors are elected by the full Board. The Nomination Committee shall publish a revised slate of Board Officer nominees to the full Board no later than three weeks prior to the next meeting of the full Board. Also at the Annual Meeting the Board shall vote on any nominees for service on the Nomination Committee, using the same procedure and with the same result as provided immediately above.

Section 5.   Removal. Any Officer of the Board may be removed from office at any time by the affirmative vote of at least two-thirds of the number of Trustees eligible to vote.

Section 6.   Vacancies. Any vacancy in an office or on the Nomination Committee shall be filled by special election of the Board.

Section 7.   Compensation. Officers shall perform their duties as officers without compensation. Officers shall be eligible for reimbursement of expenses reasonably incurred in the performance of their duties as Officers.

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