2023.02.06 Packet - Laserfiche WebLink

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official correspondence, publish the Corporation’s materials, maintain the Corporation’s attendance list, prepare any necessary certified copies of corporate records, and perform such other duties as may be determined from time to time by the Board. (4)Treasurer. The Treasurer shall have charge of the corporate treasury and be responsible for keeping monies of the Corporation, disbursing corporate funds as authorized, developing and reviewing fiscal procedures, recommending fundraising goals and keeping all financial records of the organization. The Treasurer shall regularly report to the Corporation as to the status of the Corporation’s funds and shall at a minimum, prepare budget proposals annually, in collaboration with Executive Director, for the approval of all Board members. The Treasurer shall perform such other duties as may be determined from time to time by the Board. Section 5.3 The salaries of all Executive Board members or employees of the Corporation shall be established by the Board. However, no such salary need be established if such service is voluntary. Section 5.4 An Executive Board member may resign at any time by giving written notice to the Corporation. The resignation is effective without acceptance when the notice is given to the Corporation, unless a later effective date is named in the notice. Section 5.5 Any Executive Board member may be removed, with or without cause, by the affirmative vote of a majority of the Board members present at a duly held meeting of the Board for which notice stating such purpose has been given. Two-thirds (2/3) of the Directors must be present at the meeting. Section 5.6 A vacancy in an Executive Board seat because of death, resignation or removal may be filled by a Board member. The vacancy shall be filled for the remainder of the one-year term by a majority vote of the Board. Section 5.7 The President, Vice President, Treasurer and Secretary serve as members of the Executive Board. Except for the power to amend the Articles of Incorporation and Bylaws, the Executive Board shall have all the powers and authority of the Board in the intervals between meetings of the Board in emergency situations. The Executive Board shall report any actions to the full Board as soon as reasonably possible, but no later than the next Board meeting. ARTICLE VI STANDARD OF CARE AND DEALING WITH OTHER CORPORATIONS AND ORGANIZATIONS Section 6.1 It is the responsibility of each Board member of this Corporation to discharge his or her duties as a director in good faith, in a manner the person reasonably believes to be in the best interests of this Corporation, and with the care an ordinarily prudent person in a like position would exercise under similar circumstances. Section 6.2 A contract or other transaction between this Corporation and one or more of its Board members, or between this Corporation and an organization in or of which one or more of this Corporation’s Board members are directors, Executive Board members or legal