Fillable Bylaws Template (Page 8 of 10) in pdf

The Vice Presidents, in the order designated by the Board of Directors, or in the absence

of any designation, then in the order of their election, during the absence or disability of or refusal to act by

the President, shall perform the duties and exercise the powers of the President and shall perform such

other duties as the Board of Directors shall prescribe.

7. Secretary and Assistant Secretaries

The Secretary shall attend all meetings of the Board of Directors and all meetings of the

shareholders and record all the proceedings of the meetings of the Corporation and of the Board of

Directors in a book to be kept for that purpose, and shall perform like duties for the standing committees

when required. The Secretary shall give or cause to be given, notice of all meetings of the shareholders and

special meetings of the Board of Directors, and shall perform such other duties as may be prescribed by the

Board of Directors or President, under whose supervision the Secretary shall be. The Secretary shall have

custody of the corporate seal of the Corporation and the Secretary, or an Assistant Secretary, shall have

authority to affix the same to any instrument requiring it and when so affixed, it may be attested by the

Secretary's signature or by the signature of such Assistant Secretary. The Board of Directors may give

general authority to any other officer to affix the seal of the Corporation and to attest the affixing by his

signature.

The Assistant Secretary, or if there be more than one, the Assistant Secretaries in the

order designated by the Board of Directors, or in the absence of such designation then in the order of their

election, in the absence of the Secretary or in the event of the Secretary's inability or refusal to act, shall

perform the duties and exercise the powers of the Secretary and shall perform such other duties and have

such other powers as the Board of Directors may from time to time prescribe.

8. Treasurer and Assistant Treasurers

The Treasurer shall have the custody of the corporate funds and securities; shall keep full

and accurate accounts of receipts and disbursements in books belonging to the Corporation; and shall

deposit all moneys and other valuable effects in the name and to the credit of the Corporation in such

depositories as may be designated by the Board of Directors.

The Treasurer shall disburse the funds as may be ordered by the Board of Directors,

taking proper vouchers for such disbursements, and shall render to the President and the Board of

Directors, at its regular meetings, or when the Board of Directors so requires, an account of all his

transactions as Treasurer and of the financial condition of the Corporation.

If required by the Board of Directors, the Treasurer shall give the Corporation a bond in

such sum and with such surety or sureties as shall be satisfactory to the Board of Directors for the faithful

performance of the duties of the office of Treasurer, and for the restoration to the Corporation, in the 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 possession or under the control of the Treasurer

belonging to the Corporation.

The Assistant Treasurer, or if there shall be more than one, the Assistant Treasurers in the

order designated by the Board of Directors, or in the absence of such designation, then in the order of their

election, in the absence of the Treasurer or in the event of the Treasurer's inability or refusal to act, shall

perform the duties and exercise the powers of the Treasurer and shall perform such other duties and have

such other powers as the Board of Directors may from time to time prescribe.

9. Books and Records

Bylaws Template Page 8