May 26, 1993

BYLAWS
OF
THE PENINSULA FLY FISHERS, INC.

ARTICLE VII. Officers

SECTION 1

The officers of the organization shall consist of a president, a first vice-president, a second vice-president, a secretary, and a treasurer and may include, in addition, one or more assistant secretaries and assistant treasurers appointed by the board of directors. The offices of secretary and treasurer or assistants thereof may be held by the same person.

SECTION 2

The president shall preside at all meetings of the members and the board of directors. He or she shall sign all notes of this organization and peform all other duties as customarily pertain to the office of the president, or as may be set forth in these Bylaws, or prescribed by the board of directors.

SECTION 3

Subject to board approval:

(a) The first vice-president shall have and may exercise all the powers and the duties of the president during absence or disability of the latter and shall perform such duties as may be prescribed by the board of directors. He or she shall succeed to the office of president at such time as a vacancy occurs in the office of the president. Said succession shall be temporary, until the election of a new president if such vacancy was created by recall.

(b) The second vice-president shall have and may exercise all the powers of either the president or first vice-president during the absence or disability of the president and first vice-president and shall perform such duties as may be prescribed by the board of directors. He or she shall succeed to the office of first vice-president at such time as a vacancy occurs in that office. He or she shall succeed to the office of president at such time as vacancies occur both in the offices of president and first vice-president. Said successions shall be temporary, until the election of a new president, or a new first vice-president, if such vacancies were created by recall.

SECTION 4

The secretary shall prepare and maintain full and complete records of the meetings of the members and of the board of directors. He or she shall give or cause to be given, in the manner prescribed in the Bylaws, due notice of all meetings of the members and of all elections and shall perform such other duties as prescribed by the board of directors. The president or, at the president's request, the secretary shall prepare and submit an agenda to all members of the board at each board meeting.

SECTION 5

Subject to the control and direction of the board of directors, the treasurer shall:

(a) Have custody of all funds, securities, valuable papers, and property of this organization;

(b) Sign notes, releases and other instruments that pertain to the business and obligations of this corporation;

(c) Provide and maintain a full and complete record of the accounts of this organization in books belonging to this organization, it assets, liabilities, and its financial condition, and shall see that all expenditures are duly and properly authorized;

(d) Prepare and submit to the board of directors, as the board may direct, a statement of the financial condition of the organization, in such form and detail as the board may require, and shall also present a summary of such statement at the next meeting of the membership if directed to do so by the board of directors;

(e) The treasurer shall maintain an inventory of the club property (items with a value of $25.00 or more) and pass said inventory to the incoming treasurer at the end of his or her term of office.

SECTION 6

An assistant treasurer, if so appointed by the board of directors, is empowered to perform any and all of the duties of the treasurer, at the discretion of the board, and may act as treasurer during the absence or disability of the latter.

SECTION 7

The board of directors shall include among its members an advisory director whose function is to provide continuity and guidance from administration to administration.

SECTION 8

No director or officer shall receive any compensation for services performed in connection with normal corporate business.


 
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