These Articles address the duties and responsibilities of PSA Officers and Board Members

ARTICLE III

BOARD OF GOVERNORS

Section 1. The Board of Governors of the Corporation shall consist of seven persons; namely, a Commodore, Vice-Commodore, Rear Commodore, Fleet Captain, Secretary, Treasurer, and Member-at-Large. A majority of the members of this board then holding office shall constitute a quorum for the transaction of business, but, if at any meeting there shall be less than a quorum present, a majority of those present may adjourn the meeting from time to time until a quorum shall have been obtained. The Board of Governors shall hold office until their successors have been elected and qualified.

Section 2. Meetings of the Board of Governors shall be held at such place within or without the State of Maryland, as may from time to time be fixed by resolution of the Board, or as may be specified in the call of any meeting. Regular meetings of the Board of Governors shall be held at such times as may from time to time be fixed by Resolution of the Board, and special meetings held at any time upon the call of the commodore by oral, telegraphic, or written notice, duly served on or sent or mailed to each Board Member not less than two days before such meeting. A meeting of the Board may be held without notice immediately after the annual meeting of stockholders at the same place at which such meeting was held. Notice need not be given of regular meetings of the Board held at times fixed by Resolution of the Board. Meetings may be held at any time without notice if all the Board Members are present, or if those not present waive notice of the meeting in writing.

ARTICLE IV OFFICERS

Section 1. The officers of the Corporation shall be a Commodore, Vice Commodore, Rear Commodore, Fleet Captain, Secretary, Treasurer, and Member-at-Large. Those offices shall be held by Senior or Life members in good standing. The offices of Commodore, Vice Commodore, Rear Commodore and Fleet Captain shall be held only by such members who own, or have a determinable ownership interest in, a sailing craft of fourteen feet or more in length. The office of Member-at-Large shall be filled automatically by the retiring Commodore.

Section 2. The above-named officers, except Member-at- Large, shall be elected at the annual meeting for a term of one year. Said officers shall assume the duties of their respective offices at the next scheduled meeting, after the annual meeting, the same to be held on the third Thursday in the month of November, or any postponement thereof. No officer shall be declared to be elected until he shall have received the affirmative vote at least a majority of all votes cast for the particular office. If, after the close of nominations for a particular office, there is only one nominee the Secretary shall cast the ballot for the election of that nominee by acclamation, regardless of the provisions of Section 6 of Article II, hereof. If there are three or more nominees for a particular office, and no nominee receives a majority on a taken ballot, then the nominee receiving the least number of votes cast in such ballot shall be thereupon eliminated from the next ballot to be taken. Such procedure shall be followed until a nominee shall have received the affirmative vote of at least a majority of all votes cast for the particular office on a specific ballot. It is further provided that in case two or more nominees subject to be eliminated from the voting (as herein stipulated) receive the same number of votes in a particular ballot, then one Special Ballot shall be taken to determine which shall be then eliminated, but if such Special Ballot be inconclusive, then both or all so situated shall be eliminated. No officer shall succeed himself or herself in the same office except by a Seventy-five percent vote of the members voting. Should the Commodore be re-elected, then the office of Member-at-Large shall be filled in accordance with the procedures outlined for other officers.

Section 3. All ballots shall be in writing and secret.

Section 4. The officers of the Corporation shall have such powers and duties as generally pertain to their respective offices as well as such powers and duties as may from time to time be conferred by the Board of Governors.

Section 5. It shall be the duty of the elected officers and the Board of Governors to conduct and maintain their respective offices in a manner customary to such offices or as designated by the appropriate Resolution of the membership. The Board of Governors shall be charged with the general management of the Corporation.

Section 6. In the event that a vacancy occurs in any office between meetings, the Board of Governors shall be empowered to appoint any Senior member who is qualified under the provisions of Section 1 of the Article to fill said office for the term remaining.