03-24-1999 Council Agenda - Laserfiche WebLink

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ARTICLE IV OFFICERS Section 4.01. Numbers. The officers of the corporation shall consist of a President and a Treasurer and may also consist of one or more Vice Presidents and a Secretary. The Board may elect or appoint any officers it deems necessary for the operation and management ofthe corporation, each of whom shall have the powers, rights, duties, responsibilities and terms of office determined by the Board from time to time. Any number of offices or functions of those offices may be held or exercised by the same person. Section 4.02. Election and Term of Office. The Board of Directors shall from time to time elect a President and may elect one or more Vice Presidents, a Secretary and a Treasurer and any other officers or agents the Board deems necessary. Such officers shall hold their offices until their successors are elected and qualified. Section 4.03. President. Unless otherwise stipulated, the President shall be the chief executive officer of the corporation and shall have responsibility for the general active management of the corporation. When present, he shall preside at.all meetings of the shareholders, and unless a Chairman of the Board of Directors has been elected and is present, shall preside at all meetings of the Board of Directors and see that all orders and resolutions of the Board of Directors are carried into effect. The President, unless some other person is specifically authorized by vote of the Board of Directors, shall sign all certificates of stock, bonds, deeds, mortgages, agreements, modification of mortgage agreements, leases, and contracts of the corporation. The President, if no Secretary has been elected, shall maintain records of and whenever necessary, shall certify all proceedings of the Board of Directors and the shareholders. The President shall perform such other duties as the Board of Directors shall designate. Section 4.04. Treasurer. Unless another officer is designated by the Board of Directors as the chief financial officer, the Treasurer shall hold such title and shall keep accurate financial records of the corporation; deposit all money, drafts and checks in the name of and to the credit of the corporation in the banks and depositories designated by the Board of Directors; endorse for deposit all notes, checks and drafts received by the corporation as ordered by the Board of Directors, making proper vouchers therefor; and disburse corporate funds and issue checks and drafts -in the name of the corporation, as ordered by the Board of Directors. The Treasurer shall perform such other duties and have such other powers as the Board of Directors or the President may from time to time prescribe. Section 4.05. Vice President. If a Vice President or Vice Presidents have been elected, they shall have such powers and perform such duties as may be prescribed by the Board of Directors or by the President. In the event of absence or disability of the President, Vice Presidents shall succeed to the Board Presidents power and duties in the order designated by the Board of Directors. Section 4.06. Secretary. If a Secretary has been elected, the Secretary shall keep accurate minutes of all meetings of the shareholders and the Board of Directors, shall give proper notice of meetings of shareholders and directors, and shall perform such other duties and have such other powers as the Board of Directors or the President may from time to time prescribe. In the Secretary's Dodd 1025812 \I Page 106