Sec.  69.602   Board of directors.

   (a)  For purposes of this section, the association membership shall be
   divided into three subsets:

   (1) The first subset shall consist of the telephone companies owned and
   operated by the seven Regional Bell Holding Companies;

   (2) The second subset shall consist of all other telephone companies with
   annual operating revenues in excess of forty million dollars;

   (3) The third subset shall consist of all other telephone companies. All
   commonly controlled companies shall be deemed to be one company for purposes
   of this section.

   (b) There shall be fifteen directors of the association.

   (c) Two directors shall represent the first subset, two directors shall
   represent the second subset, six directors shall represent the third subset,
   and five directors shall represent all three subsets.

   (d) No director who represents all three subsets shall be a current or
   former officer or employee of the association or of any association member,
   or have a business relationship or other interest that could interfere with
   his or her exercise of independent judgment.

   (e) Each subset of the association membership shall select the directors who
   will represent it through elections in which each member of the subset shall
   be entitled to one vote for each director position within that subset.

   (f) The association membership shall select the directors who will represent
   all  three  subsets  through  an  election in which each member of the
   association shall be entitled to one vote for each director position. No
   director  representing  all  three subsets may serve for more than six
   consecutive calendar years without standing for an election in which that
   director  is  opposed  by  at  least  one  other candidate meeting the
   qualifications in paragraph (d) of this section.

   (g) At least one director representing all three subsets shall be a member
   of each committee of association directors.

   (h) For each access element or group of access elements for which voluntary
   pooling is permitted, there shall be a committee that is responsible for the
   preparation of charges for the associated access elements that comply with
   all applicable sections in this part.

   [ 60 FR 19530 , Apr. 19, 1995, as amended at  68 FR 46502 , Aug. 6, 2003]