[CSL board] FYI bylaws officer duties

[Dan MacNeil]

Complete bylaws at:

	http://thecsl.org/sys/legal_and_tax/CSL_Bylaws_021605.pdf



Section 5.1 Number. The officers of the corporation shall consist
of a president, vice president, secretary, treasurer.

[snip]

Section 5.2 Appointment and Term. The principal officers of the
corporation shall be appointed by the board of directors at its
annual meeting.

[snip]

Each officer shall hold office for a period of one (1) year, or
until such officer's death, resignation, or removal, or until
such officer's successor is elected and qualifies. No person may
be appointed to serve for more than three (3) successive terms in
the office of president or in the office of vice president. No
person may be appointed to serve for more than six (6) successive
terms in the office of secretary or in the office of treasurer.

[snip]

Section 5.5 President. The president shall be the chief executive
officer of the corporation and, subject to the control of the
board of directors, shall supervise and control the management of
the corporation in accordance with these bylaws. The president
may sign, with the secretary or any other proper officer of the
corporation so authorized by the board of directors, any deeds,
leases, mortgages, bonds, contracts, or other instruments which
lawfully may be executed on behalf of the corporation, except
where the signing and execution thereof expressly shall be
delegated by the board of directors to some other officer or
agent of the corporation, or where required by law to be
otherwise signed and executed. The  president shall serve as the
chairperson of the board of directors and shall preside at all
meetings of the board of directors. The president shall, in
general, perform all duties incident to the office of president
and such other duties as may be prescribed from time to time by
the board of directors.

Section 5.6 Vice President. In the absence of the president, or
in the event of the death, inability or refusal to act of the
president, the vice president, unless otherwise
determined by the board of directors, 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 serve as vice chairperson of the
board of directors and, in the absence of the president, or in
the event of the death, inability or refusal to act of the
president, shall preside at all meetings of the board. The vice
president shall perform such other duties as may be assigned from
time to time by the president or the board of directors.

Section 5.7 Secretary. The secretary shall:

       (a) cause to be prepared minutes of all
           meetings of the board of directors
           and of the Executive Committee;

       (b) authenticate records of the corporation
           when requested to do so;

       (c) give all notices required by law and by these
           bylaws;

       (d) have general charge of the corporate books and
           records and of the corporate seal, and affix
            the corporate seal to any lawfully executed
            instrument requiring it;

        (e) sign such instruments as may require
            such signature;

       (f) cause such corporate reports as
            may be required by state law to
            be prepared and filed in a timely
            manner; and,

       (g) in general, perform all duties incident
           to the office of secretary and such
           other duties as may be assigned
           from time to time by the president
           or the board of directors.

[snip]

Section 5.9 Treasurer. The treasurer shall:

   (a) have custody of all funds and securities
       belonging to the corporation and receive,
       deposit or disburse the same under the
       direction of the board of directors;

   (b) keep full and accurate accounts of the finances
       of the corporation in books especially provided
       for that purpose;

   (c) cause such returns, reports  and/or schedules
       as may be required by the Internal Revenue
       Service and the state taxing authorities to
       be prepared and filed in a timely manner; (

      d) cause a true balance sheet (statement of the
         assets, liabilities and fund balance) of the
         corporation as of the close of each
         fiscal year and true statements of activity
         (support and revenue, expenses, and changes
         in fund balance), functional expenses, and
         cash flows for such fiscal year, all in
         reasonable detail,to be prepared and submitted
         to the board of directors; and, (e) in general,
         perform all duties incident to the office of
         treasurer and such other duties as may be
         assigned from time to time by the president
         or the board of directors.

[snip]

Section 5.11 No Compensation. The principal and assistant
officers of the corporation described in the foregoing sections
shall not be compensated for their services as such.

Section 5.12 Executive Director. The board of directors may
appoint an executive director, who shall be the chief operating
officer of the corporation and, subject to the control
of the board of directors, have overall responsibility for the
routine management of the affairs of the corporation. The
executive director shall report to the board of directors and
shall work closely with the president of the corporation. Duties
of the executive director shall include:

   (a) coordinating the activities of the operating committees;

   (b) representing the corporation in the community;

   (c) overseeing the building projects of the corporation;

   (d) supervising the administrative functions
       of the corporation; and,

   (e)  in general, performing such other duties
        as may be assigned from time to time by the
        president or the board of directors. The board
        of directors may approve compensation and benefits
        for the executive director. The executive director
        may not be elected to serve on the board of directors.