Bylaws

Chapter 5. Board of Directors

BYLAW 507. SPECIAL MEETINGS.

[Effective dates of amendments: August 16, 1993; October 15, 2001; November 16, 2009, February 20, 2014; August 1, 2016; June 11, 2021 and February 15, 2024.]

(a) General.

Special meetings of the Board shall be held at the request of the Chair, the President, or any 10 Directors. The date and place of the meeting shall be determined by the Chair and specified in the notice of the meeting.

(b) Notice of Emergencies.

Except in the event of an emergency (as defined below), the Chair shall cause notice of any special meeting of the Board to be given at least 24 hours before the time at which the meeting is to be held.

Notices to Directors may be given by electronic transmission or other lawful means.

Attendance of a Director at the meeting shall constitute a waiver of notice of the meeting, except where a Director attends a meeting exclusively for the limited purpose of objecting, at the beginning of the meeting, to the transaction of any business thereat on the ground that the meeting is not lawfully called or convened.

In the event of an emergency (as defined herein), the Chair or President may call a meeting on one-hour notice to all Directors. Such notice may be given by telephone, electronic transmission or other lawful means. The business of the meeting shall be limited to the emergency. A quorum shall consist of 1/3 of the Directors, provided there is present at least one contract market Director, one FCM, LTM or IB Director; one SD, MSP or RFED Director; one CPO or CTA Director; and one Public Representative Director. For purposes of this Bylaw, an emergency shall exist when the Chair or President determines that, because of an unusual, unforeseeable and adverse circumstance, it is necessary to hold a meeting on one hour notice.