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Section 2.2. Number and Selection.
 
 
 
 
 
 
 
 
 
 
 
 
 
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Section 2.2. Number and Selection.

As provided in the Articles of Incorporation (herein the "Articles"), there shall be the following classification and number of directors:

  • (i) Ex-officio directors - five (5); and (ii) public directors - six (6). The directors, each of whom shall have one vote, shall be as follows:

  • 0002

  • (a) Ex-Officio Directors:

  • The ex-officio directors shall be the following officials of the University or their respective designees: (1) Rector of the Board of Visitors, (2) Chairman of the Finance Committee of the Board of Visitors, (3) Vice President for Development, (4) Vice President for Business and Finance and (5) Vice President for Administration. The foregoing officials may designate as an ex-officio director of the Foundation to serve in their place any person who under the scope of authority granted such official by law, regulation or resolution of the Board of Visitors, is subordinate to and under the direction of such official. The designation may be revoked at any time in the discretion of the official. If, in the absence of an official occupying any of the foregoing positions an "acting" official has been designated by the appropriate authority, the acting official or his designee, as provided herein, shall serve as the ex-officio director.
  • (b) Public Directors:

  • Public directors shall be elected by members of the Board whose terms have not expired to fill vacancies of public directors resulting from expiration of terms or otherwise. Public directors shall be elected from those persons nominated by the governing bodies of the following University related organizations (and any other tax exempt foundation or corporation organized and operated for the benefit of the University and recognized by the Board of Visitors of the University as a "related organization" for this purpose), as long as the respective organizations remain exempt from taxation under Section 501(c)(3) of the Internal Revenue Code of 1954, as amended (or the corresponding provision of any future United States internal revenue law): The University of Virginia Alumni Association, University of Virginia Colgate Darden Graduate Business School Sponsors, The University of Virginia Medical School Foundation, The University of Virginia Law School Foundation, The University of Virginia Alumni Patents Foundation and Alumni Board of the University of Virginia Endowment Fund.