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ARTICLE IV. OFFICERS
Section 1. Number. The officers of the corporation shall be a president, one or more vice presidents, a secretary and a treasurer, each of whom shall be elected by the board of directors. Such other officers and assistant officers as may be deemed necessary or appropriate may be elected or appointed by the board of directors. Any two or more offices may be held by the same person, except the offices of president and secretary which shall be held by different persons.
Section 2. Election and Term of Office. The officers of the corporation to be elected by the board of directors may be elected for such term as the board may deem advisable not to exceed three years. Officers of the corporation shall be elected at the first meeting of directors following the expiration of the term of office. Each officer shall hold office until his successor shall have been duly elected and qualified regardless of his term of office, except in the event of his prior death or resignation or his removal in the manner hereinafter provided.
Section 3. Duties. The officers of the corporation shall have such powers and authority as may be conferred by the directors from time to time. In addition thereto, the president shall be the principal executive officer of the corporation and shall preside as chair at all meetings of the membership and board of directors, and shall execute on behalf of the corporation all contracts and other documents as may be authorized from time to time by the directors. The secretary shall be the custodian of the records of the corporation, shall cause minutes of the meetings of the membership and board of directors to be prepared, and shall give notices of meetings in accordance with the requirements of these Bylaws. The treasurer shall direct the custody of the funds of this corporation as directed by the board of directors and supervise keeping of the books of account of such funr.!s. The officers shall perform such duties and have such powers as are customarily associated with their respective offices and as may be provided for elsewhere in these Bylaws and by law.
Section 4. Removal. Any officer or agent elected or appointed by the board of directors may be removed by the board of directors whenever in its judgment the best interests of the corporation would be served thereby, but such removal shall be without prejudice to the contract rights, if any, of the person so removed. Election or appointment of an officer or agent shall not of itself create contract rights or rights to compensation.
Section 5. Vacancies. A vacancy in any office because of death, resignation, removal, disqualification or otherwise, may be filled by the board of directors for the unexpired portion of the term.
Section 6. Execution of Amendments to Declaration. The president or the secretary of the corporation shall be authorized to prepare, execute, certify and record amendments to the Declaration on behalf of this corporation.
Section 7. Contracts. The board of directors may authorize any officer or officers or this corporation or any agent or agents to execute any contract in the name of and on behalf of the corporation, and that authority may be general or confined to specific instances. A director or officer of the corporation shall not be disqualified by his office from dealing or contracting with the corporation either as a vendor, purchaser, creditor, debtor or otherwise. The fact that any director or officer, or any firm of which any director of the corporation is a member, officer or director, is in any way interested in any transaction or contract shall not make the transaction or contract void or voidable, or require the director or officer of the corporation to account to the corporation for any profits therefrom if the transaction or contract is or shall be authorized, ratified or approved by vote of a majority of a quorum of the board of directors excluding the interested director or by the membership at a meeting of membership.
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