Article Index
ASMB By-Laws
Article I. Purpose
Article II. Members
Article III. Council Members
Article IV. Officers
Article V. Committees
Article VI. Waiver of Notice
Article VII. Indemnification of Council Members and Officers
Article VIII. Fiscal Year
Article IX. Amendments
All Pages

 

ARTICLE IV.  Officers

Section 1.  Number
The officers of the corporation shall be a President; a past President; one Vice-President, which will be elected as the President-elect; and a Secretary/Treasurer. In addition, there is a target of maintaining 12 Council Member positions which will be achieved from the current number thru natural attrition and annual election numbers.

Section 2.  Election and Term of Office
The President and Vice-President serve two-year terms. The Vice President shall be elected biennially by the membership and is the President-elect. The terms of office of the Secretary/Treasurer, shall be four years. No officer, except the Secretary/Treasurer may be elected for more than one consecutive term. The Past-President shall serve as an officer for the 2 years following his or her term as President and shall have such duties as may be assigned to the Past-President by the President or by the Council. Elections will be held for these offices as necessary in conjunction with other annual elections in the fall for Councilors. Each officer shall hold office until the next election and until his or her successor shall have been elected and qualified unless s/he resigns or is removed.

Section 3.  Removal
Any officer or agent elected or appointed by the Council may be removed by the Council 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. Notice of the meeting considering removal shall include notice that such removal or resignation will be considered.

Section 4.  Vacancies
A vacancy in any office caused by death, resignation, removal, dis-qualification or otherwise, may be filled by the Council for the unexpired portion of the term.

Section 5.  President
The President shall preside at all meetings of the Council and shall have such other duties and responsibilities as the Council may from time to time delegate. S/he, along with such other officers as the Council may designate, shall sign deeds, leases, mortgages, contracts, or any other instrument that the Council authorizes to be signed unless the Council designates some other officer or agent of the corporation to so execute. S/he shall have all the powers and duties normally incident to the office of president and as prescribed by the Council.

Section 6.  Vice-President
The Vice-President, in the event of a death, disability or absence of the President, shall perform all necessary duties that would otherwise be performed by the President, and such duties as may be prescribed by the Council. The Vice-President shall have all of the duties and authority normally vested in a vice-president.

Section 7.  Secretary
The Secretary shall (a) keep the minutes of the membership and Council meetings and maintain them in one or more books provided for that purpose; (b) see that all notices are duly given in accordance with the provisions of these Bylaws or as required by law; (c) be custodian of the corporate records; (d) keep a register of the post office address of each Council Member of the corporation as furnished to the Secretary by each Council Member; (e) sign such documents as may be required by the Council or State law; and (f) 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/her by the President or by the Council.

Section 8.  Treasurer
The Treasurer shall supervise and be responsible for all funds and securities of the corporation; be responsible for the procedures for: 1) receiving and giving receipts for monies due and payable to the corporation from any source whatsoever, and 2) depositing all such monies in the name of the corporation in such banks, trust companies or other depositories as shall be selected in accordance with the provisions of these Bylaws and 3) general performance of all of the duties incident to the office of the Treasurer, and shall perform such other duties as from time to time may be assigned to him/her by the President or by the Council. If required by the Council, the Treasurer shall give a bond for the faithful discharge of his/her duties as the Council shall determine.

Section 9.  Salaries
Officers shall not receive salaries for their activities as officers of the corporation but may be reimbursed for expenses incurred on behalf of the corporation, if such reimbursement is approved by a majority vote of the Council.