ARTICLE V - OFFICERS
Submitted by admin on Tue, 05/30/2006 - 8:08pm
Section 5.1 Designation.
The principal officers of the Corporation shall be a Chairman, President, one or more Vice President, a Secretary and a Treasurer. All of the principal officers of the Corporation shall be elected by and from the Board of Directors. Any two offices, except those of the President and Secretary, may be held by the same person. The Directors may appoint an Assistant Secretary, an Assistant Treasurer and such other officers as in their judgment may be necessary.
Section 5.2 Election of Officers.
The officers of the Corporation shall be elected annually by the Board of Directors at its annual meeting and, unless sooner removed by the Board, the officers shall service for a term of one (1) year and until their successors are elected and shall qualify. Any vacancies occurring in officers shall be filled by the Board of Directors from time to time. The Board of Directors shall appoint such temporary or acting officers as may be necessary during the temporary absence or disability of the regular officers.
Section 5.3 Removal.
Upon an affirmative vote of a majority of the members of the Board of Directors, any officer may be removed, either with or without cause, and his successor elected at any regular meeting of the Board of Directors or ac any special meeting called for such purpose.
Section 5.4 Chairman.
The Chairman shall preside at all meetings of the Board of Directors. He shall have all the general powers and duties which are usually vested in the officer or Chairman of a corporation, including the power to appoint such committees from time to time as he in his discretion may deem appropriate to assist in the conduct of the affairs of the Corporation.
Section 5.5 President.
The President shall be the chief executive officer of the Corporation and in the absence of the Chairman, shall have the powers of the Chairman. The President shall make annual reports showing the condition of the affairs of the Corporation and make such recommendations as he thinks proper and submit the same to the Board of Directors at the annual meeting of the Board. He shall, from time to time, bring before the Board of Directors such information concerning the business and property of the Corporation as may be required.
Section 5.6 Vice Presidents.
There shall be one or more Vice Presidents, as the Board of Directors shall from time to time determine. in the absence of disability of the President, any one of the Vice Presidents designated by the President shall perform the duties and exercise the powers of the President. The Vice Presidents shall also perform such other duties as shall be prescribed by the Board of Directors.
Section 5.7 Secretary.
The Secretary shall keep the minutes of all meetings of the Board of Directors and of the Executive Committee. He shall have custody of the seal of the Corporation and of such other books and Records of the Corporation as the Board of Directors may provide. He shall perform the duties and functions customarily performed by the Secretary of a corporation, together with such other duties as the Board of Directors may provide.
Section 5.8 Treasurer.
The Treasurer shall have custody of the corporate funds and securities, and shall keep full and accurate account of all receipts and disbursements in books belonging to the Corporation and shall deposit all moneys and other valuable effects in the name of and to the credit of the Corporation in such depositories as may be designated by the Board of Directors. He shall disburse the funds of the Corporation as may be ordered by the Board of Directors, taking proper vouchers for such disbursements, and shall render an account of all his transactions as Treasurer and of the financial condition of the Corporation whenever called upon to do so.
