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(additions are underscored and deletions are
ARTICLES OF INCORPORATION OF NATIONAL FUTURES ASSOCIATION
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Section 2: Composition of Board.
The Board of Directors shall be comprised as follows:
(i) In the event that there are five (5) or less contract market Members having annual transaction volume during the prior calendar year of more than 1,000,000, then
(b) Two (2) elected representatives of contract market Members with annual transaction volume during the prior calendar year of more than 1,000,000 that are not included in Section 2(a)(ii)(a) above. Only contract market Members not represented in accordance with Section 2(a)(ii)(a) shall be eligible to vote for the representatives elected in accordance with this Section 2(a)(ii)(b).
(iv) A contract market Member and all contract market Members with which it is affiliated shall have no more than one representative on the Board at any one time. For the purposes of this limitation, a contract market Member shall be deemed to be affiliated with another contract market Member if it directly or indirectly owns 100 percent of or is owned 100 percent by or has 100 percent ownership in common with such other contract market Member.
Section 3: Nominations; Election.
The elected Directors shall be chosen as follows:
In the event of an election as
Directors representing contract market Members shall serve for one-year terms, from the date of the Board's regular annual meeting as set forth in Bylaw 506
Section 8: Vacancies.
A vacancy that occurs on the Board before the expiration of a Director's term shall be filled (for the unexpired term) by an eligible individual elected by majority vote of the remaining Directors who represent the category of Members in which the vacancy occurred, except that if the vacancy involves a representative of a contract market Member
BYLAWS OF NATIONAL FUTURES ASSOCIATION
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BYLAW 406. ELECTIONS.
The Annual Election shall be held on the third Tuesday in January, at which the contested vacancies on the Board and Nominating Committee shall be filled. Before the October 15 preceding the election, the Secretary shall:
(2) request the submission to the Nominating Committee of the names of eligible persons to fill those positions.
Before the November 20 preceding the election, the Nominating Committee shall submit its list of nominees for the positions to the Secretary, who shall promptly notify the Members of the nominations. Other nominations may be made by petition, as prescribed in the Articles. Each petition must identify the position to which the nomination pertains. Petitions must be received by the Secretary within 21 days of the issuance of the Secretary's notification of the candidates proposed by the Nominating Committee. Promptly after the expiration of the period within which petitions may be submitted, the Secretary shall notify the Members of all of the candidates for Director and member of the Nominating Committee. In the event of a contested election in any of the FCM and LTM, IB, or CPO and CTA categories, the Secretary shall cause written ballots to be sent to all Members in that category by December 15. Promptly after December 31 of the year immediately preceding the election, the Secretary shall notify
BYLAW 503. REMOVAL OF DIRECTORS.
Notwithstanding the provisions of Bylaw 515, Directors may be removed from office as follows:
(b) Upon recommendation of the Executive Committee, any Director may be removed by two-thirds of the Directors present and voting at a duly convened meeting of the Board whenever, in their judgment, the best interests of NFA will be served thereby.