Bylaws - ARTICLE III

 

ARTICLE III

OFFICERS

Section 1. Officers.
The officers of the Club shall be a President, one or more Vice Presidents if desired, Secretary, Treasurer and any other officers as the Board of Directors may from time to time create, none of whom need be a member of the Board of Directors. Any two (2) of the aforesaid offices may be held by the same person. Each officer shall be a natural person; provided that the Treasurer may be either a natural person or a company, partnership, trust, or other business entity.

Section 2.Election and Term of Office.
The officers of the Club shall be elected annually by the Board of Directors at the annual meeting or as soon thereafter as conveniently possible. New offices may be created and filled at any meeting of the Board of Directors. Officers of the Club shall hold office until their successors are elected and have qualified.

Section 3. Removal.
Any officer elected or appointed by the Board of Directors may be removed, either with or without cause, by the Board of Directors whenever in its judgment the best interests of the Club will be served thereby. Such removal shall be without prejudice to the contract rights, if any, of the officer so removed.

Section 4. Vacancies.
A vacancy in any office because of disqualification pursuant to Articles II and V of the Articles of Incorporation, death, resignation, removal, other disqualification, or otherwise, may be filled by the Board of Directors.

Section 5. President.
The President shall preside at all meetings of the Club within the authority given by the Board of Directors. In addition, the President shall have all the powers and duties incident to and customarily associated with the office of President and such other powers and duties as may be prescribed by the Board of Directors from time to time.

Section 6. Vice Presidents.
A Vice President appointed by the Board of Directors shall, in the absence or disability of the President, perform the duties and have the authority and exercise the powers of the President. In addition, each Vice President shall perform such other duties and have such other powers as the Board of Directors may from time to time prescribe.

Section 7. Secretary.
The Secretary shall keep the minutes of all meetings of the Board of Directors and committees in one or more books provided for that purpose; see that all notices are duly given in accordance with the provisions of these Bylaws; and in general perform all duties incident to the office of Secretary and such other duties as, from time to time, may be prescribed by the Board of Directors or delegated by the President.

Section 8. Treasurer.
If required by the Board of Directors, the Treasurer shall give the Club a bond in such sum, and with such surety or sureties as may be satisfactory to the Board of Directors, for the faithful discharge of the duties of the Treasurer's office, and for the restoration to the Club, in case of the Treasurer's death, resignation, retirement or removal from office, of all books, papers, vouchers, money and other property of whatever kind in the Treasurer's possession or under the Treasurer's control belonging to the Club.

The Treasurer shall have charge and custody of the club funds and securities of the Club; receive and give receipts for moneys due and payable to the Club from any source whatsoever and deposit all such moneys and other valuable effects in the name of the Club in such depositories as shall be designated by the Board of Directors; disburse funds of the Club as may be ordered by the Board of Directors and receive proper vouchers for such disbursements; keep full and accurate accounts of receipts and disbursements in books belonging to the Club; and in general perform all such other duties as, from time to time, may be prescribed by the Board of Directors. The Treasurer shall submit a report to the President and the Directors at each regular meeting of the Board of Directors, or whenever they may require it, accounting for all of the Treasurer's transactions as Treasurer and the financial condition of the Club.

Section 9. Compensation.
The salaries and other compensation of all officers of the Club shall be fixed by the Board of Directors, shall be in keeping with the purposes of the Club and the stewardship of resources available to the Club and shall in any case not exceed the salaries and other compensation paid to comparable officers in comparable foundations and non-profit corporations in the country.

 

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