IV.
BOARD OF DIRECTORS
The Foundation shall be governed and managed by a Board of Directors (“Board”), which shall have
the powers and authorities expressly conferred upon them by these Bylaws as well as any other
power or authority provided or permitted under the laws of the Commonwealth of Pennsylvania to Directors of Pennsylvania non-profit corporations acting as a Board. There shall be no less than three
(3), nor no more than seven (7), Directors, each of which shall be a natural person at least 21 years of
age. Each Director shall serve for a term of one year, and shall not be replaced before the end of their
term except if they vacate the position or are expelled from the position. Any Director may vacate
their position by notifying the Board in writing of their intention to do so.

The Board of Directors may declare vacant the office of a Director if he or she is declared officially
and permanently deceased by a court of law or medical doctor, or of unsound mind by a court of law,
or is convicted of a felony crime by order of court, or fails to attend two consecutive meetings of the
Board, unless their absence is approved in advance by a majority of the remaining Directors.

Any vacancy may be filled by a successor chosen by a majority of the remaining Directors, who shall
hold office for the unexpired term in respect of which such vacancy occurred.

If a Director or Officer serving the Board is found to have misrepresented the Board or the
Foundation, or to have spoken against or taken action against the Board, the Foundation or its
Mission, the Board may expel said Director from office with a two thirds (2/3) majority vote.
Expelled positions shall not be considered vacant for purposes of re-appointment by the Board.

In the event that any Director or Officer serving the Board faces bankruptcy proceedings or criminal
prosecution, excepting petty traffic or misdemeanor charges, he/she must disclose this to the Board
within seven (7) days of being informed of such proceedings. Failure to do so shall constitute a
breach of conduct, requiring a two thirds (2/3) vote in the affirmative by the Board to prevent
expulsion of the Director or Officer from their position.

If at any point more than one Director is expelled during a single term, or fewer than three (3)
Director positions are occupied (not vacant or expulsed), a new election cycle shall be required to be
announced and will commence immediately upon the triggering vacancy or expulsion.

The Foundation shall keep an original or a duplicate Board register, giving the names of the
Directors, showing their respective addresses, and their terms of service. A Director shall receive no
compensation for their services as a Director, but they may receive reasonable compensation for
other services rendered on behalf of the Foundation or for other expenses incurred as authorized by the Board or the Treasurer.