Article VI — Officers

The officers of the corporation shall be a President, Vice President, Secretary, Treasurer, and such other officers as may be determined by the board from time to time. The offices of Secretary and Treasurer may be held by the same person.

The officers shall be elected by ballot, annually by and from the board of trustees at the meeting of the board held immediately after the annual meeting of the members, except that the board may at its pleasure by resolution elect subordinate officers (such as Assistant Secretary, Assistant Treasurer, Vice President) from personnel not a member of the board. If the election of officers shall not be held at such meeting, such election shall be held as soon thereafter as conveniently may be.

Each officer shall hold office until the first meeting of the board following the next succeeding annual meeting of the members or until his successors have been elected and shall have qualified. Each subordinate officer shall hold office at the pleasure of the board. Except as otherwise provided in these bylaws, the vacancy in any office shall be filled by the board for the unexpired portion of the term.

(August 31, 1965; October 21, 1965)

Any officer or agent elected or appointed by the board may be removed by the board whenever in its judgment the best interests of the corporation will be served thereby. In addition, any member of the corporation may bring charges against an officer, and by filing with the secretary such charges in writing together with a petition signed by 10 per centum of the members, or 200 members, whichever is the lesser, may request the removal of such officer.

The officer against whom such charges have been brought shall be informed in writing of the charges at least 10 days before the board meeting at which the charges are to be considered and shall have the opportunity at the meeting to be heard in person or by counsel and to present evidence in respect of the charges, and the person or persons bringing the charges shall have the same opportunity.

The President shall:

1. Be the principal executive officer of the corporation and, unless otherwise determined by the members of the board, shall preside at all meetings of the members and the board.
2. Sign any deeds, mortgages, deeds of trust, notes, bonds, contracts, or other instruments authorized by the board to be executed, except in cases in which the signing and execution thereof shall be expressly delegated by the board or these Bylaws to some other officer or agent of the corporation, or shall be required by law to be otherwise signed or executed, and
3. In general, perform all duties incident to the office of President and such other duties as may be prescribed by the board from time to time.

(July 30, 1987)

In the absence of the President, or in the event of his inability or refusal to act, the Vice President shall perform the duties of the President and, when so acting, shall have all the powers of and be subject to all the restrictions upon the President. The Vice President shall also perform such other duties as from time to time may be assigned to him by the Board.

The Secretary shall:

1. Keep the minutes of the meetings of the members and the board in one or more books provided for that purpose;
2. See that all notices are duly given in accordance with these bylaws or as required by laws;
3. Be custodian of the corporate records and of the seal of the corporation and affix the seal of the corporation to all documents, the execution of which on behalf of the corporation under its seal is duly authorized in accordance with the provisions of these Bylaws;
4. Keep a register of the names and post office addresses of all members;
5. Have general charge of the books of the corporation;
6. Keep on file at all times a complete copy of the articles of Incorporation and bylaws containing all amendments thereto (which copy shall always be open to the inspection of any member) and within a reasonable time at the expense of the corporation forward a copy of the Bylaws and all amendments thereto to each member who requests in writing; and
7. In general, perform all duties incident to the office of secretary and such other duties as from time to time may be assigned to him by the board.

(July 30, 1987)

The Treasurer shall:

1. Be responsible for all funds and securities of the corporation;
2. Be responsible for the receipt of, and the issuance of receipts for, all monies due and payable to the corporation and for the deposit of all such monies in the name of the corporation in such bank or banks as shall be selected in accordance with the provisions of these bylaws; provided, however, that the Treasurer shall have authority, with the approval of the board, to delegate the General Manager the authority to appoint employees of this corporation to actually carry out the responsibilities set forth in this subparagraph; and
3. In general, perform all the duties incident to the office of Treasurer and such other duties as from time to time may be assigned to him by the board; provided, however, with respect to the duties and responsibilities of the Treasurer, the corporation shall indemnify and hold the Treasurer harmless against any and all losses, claims and/or damages which may be asserted against the Treasurer, in his official capacity, unless such a claim is the result of an act personally committed or omitted by the Treasurer which results in loss to the corporation.

(July 30, 1987)

The board may appoint a manager who may be, but who shall not be required to be, a member of the corporation. The manager shall perform such duties and shall exercise such authority as the Board may from time to time vest in him.

The Treasurer and any other officer or agent of the corporation charged with responsibilities for the custody of any of its funds or property shall give bond in such sum and with such surety as the board shall determine. The board, in its discretion, may also require any other officer, agent, or employee of the corporation to give bond in such amount and with surety as it shall determine.

The powers, duties, and compensation of officers, agents, and employees shall be fixed by the Board, subject to the provisions of these bylaws with respect to compensation for trustees and close relatives of trustees.