Bylaws - Revision history

Michèle: /* 2.02. Powers and Numbers */

2024-12-30T17:41:48Z

2.02. Powers and Numbers

← Older revision		Revision as of 17:41, 30 December 2024
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	The management of all the Corporation’s affairs, property, and interests shall be managed by or under the direction of the Board. Directors need not be officers of the Corporation or residents of the state of incorporation to qualify and serve the Corporation as a director.		The management of all the Corporation’s affairs, property, and interests shall be managed by or under the direction of the Board. Directors need not be officers of the Corporation or residents of the state of incorporation to qualify and serve the Corporation as a director.

	Until these Bylaws are amended, the Board consists of five (5) directors who are elected for the term of one (1) year, and will hold office until their successors are duly elected ~~by the electors~~ and inducted at the following annual meeting of the Board. Successor directors will be elected each year to replace or re-elect the incumbent directors.		Until these Bylaws are amended, the Board consists of five (5) directors who are elected for the term of one (1) year, and will hold office until their successors are duly nominated, elected, and inducted at the following annual meeting of the Board. Successor directors will be elected each year to replace or re-elect the incumbent directors.

	===== 2.03. Director Liability =====		===== 2.03. Director Liability =====

Michèle: /* 2.08. Vacancies */

2024-12-30T17:39:59Z

2.08. Vacancies

← Older revision		Revision as of 17:39, 30 December 2024
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	===== 2.08. Vacancies =====		===== 2.08. Vacancies =====
	All vacancies in the Board may be filled by the affirmative vote of a majority of the remaining directors, provided that any such director who fills a vacancy is qualified to be a director and shall only hold the office for the term specified in Section 2.02 of these Bylaws and until a new director is duly elected by the Board ~~or members~~. Any vacancy to be filled due to an increase in the number of directors may be filled by the Board for a term lasting until the next annual election of directors by the Board at the annual meeting or a special meeting called for the purpose of electing directors. Any director elected to fill a vacancy which results from the removal of a director shall serve the remainder of the term of the removed director and until a successor is elected by the Board and qualified.		All vacancies in the Board may be filled by the affirmative vote of a majority of the remaining directors, provided that any such director who fills a vacancy is qualified to be a director and shall only hold the office for the term specified in Section 2.02 of these Bylaws and until a new director is duly elected by the Board. Any vacancy to be filled due to an increase in the number of directors may be filled by the Board for a term lasting until the next annual election of directors by the Board at the annual meeting or a special meeting called for the purpose of electing directors. Any director elected to fill a vacancy which results from the removal of a director shall serve the remainder of the term of the removed director and until a successor is elected by the Board and qualified.
	Any individual who fills a vacancy on the Board shall not be considered unqualified or disqualified solely by virtue of being an interim director.		Any individual who fills a vacancy on the Board shall not be considered unqualified or disqualified solely by virtue of being an interim director.

Michèle: /* 2.02. Powers and Numbers */

2024-12-30T17:38:17Z

2.02. Powers and Numbers

← Older revision		Revision as of 17:38, 30 December 2024
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	===== 2.02. Powers and Numbers =====		===== 2.02. Powers and Numbers =====
	The management of all the Corporation’s affairs, property, and interests shall be managed by or under the direction of the Board. Directors need not be ~~members~~ of the Corporation or residents of the state of incorporation to qualify and serve the Corporation as a director.		The management of all the Corporation’s affairs, property, and interests shall be managed by or under the direction of the Board. Directors need not be officers of the Corporation or residents of the state of incorporation to qualify and serve the Corporation as a director.

	Until these Bylaws are amended, the Board consists of five (5) directors who are elected for the term of one (1) year, and will hold office until their successors are duly elected by the electors and inducted at the following annual meeting of the Board. Successor directors will be elected each year to replace or re-elect the incumbent directors.		Until these Bylaws are amended, the Board consists of five (5) directors who are elected for the term of one (1) year, and will hold office until their successors are duly elected by the electors and inducted at the following annual meeting of the Board. Successor directors will be elected each year to replace or re-elect the incumbent directors.

Michèle: /* 8.03. Compliance with State Laws */

2024-12-30T17:36:42Z

8.03. Compliance with State Laws

← Older revision		Revision as of 17:36, 30 December 2024
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	Any amendment to the Corporation’s Articles of Incorporation or these Bylaws shall comply with the respective laws, rules, and regulations of the jurisdictions in which the Corporation operates or conducts business.		Any amendment to the Corporation’s Articles of Incorporation or these Bylaws shall comply with the respective laws, rules, and regulations of the jurisdictions in which the Corporation operates or conducts business.

	These Bylaws ~~are~~ adopted by resolution of the Corporation's Board of Directors on ~~this~~ 23rd ~~day~~ of ~~January~~, ~~2023~~.		These Bylaws were originally adopted by resolution of the Corporation's Board of Directors on January 23rd, 2023, and amended by majority (quorum) vote of the Board on December 11th, 2024.

	(Signed)<br>		(Signed)<br>
	~~Richard O'Neill~~, Director<br>		Michèle Marie Ledgerwood, Director (Chair) <br>
	~~Deborah O'Neill~~, Director<br>		William Edward Woodcock IV, Director (Vice Chair) <br>
	~~Michèle Ledgerwood~~, Director<br>		Robert Martin Gehorsam, Director (Treasurer) <br>
	~~Jeff Ubois~~, Director<br>		Gerald Phillip Michalski, Director (Secretary) <br>
	~~William Woodcock~~, Director<br>		Thea Lehming Brandt, Director <br>

Michèle: /* 7.02. Signing of Checks or Notes */

2024-12-30T17:33:49Z

7.02. Signing of Checks or Notes

← Older revision		Revision as of 17:33, 30 December 2024
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	===== 7.02. Signing of Checks or Notes =====		===== 7.02. Signing of Checks or Notes =====
	All authorizations to distribute, pay, or immediately draw upon the financial resources of the Corporation must be signed by the Treasurer, including any expense reimbursement or compensation payments to directors, officers, employees, representatives, service providers, or contractors of the Company. If the Treasurer is incapacitated or otherwise unavailable, then the Chair may execute the respective documents to bind the Corporation.		All authorizations to distribute, pay, or immediately draw upon the financial resources of the Corporation must be signed by the Treasurer, including any expense reimbursement or compensation payments to directors, officers, employees, representatives, service providers, or contractors of the Company. If the Treasurer is incapacitated or otherwise unavailable, then the Chair or Secretary may execute the respective documents to bind the Corporation.

	===== 7.03. Special Signing Powers =====		===== 7.03. Special Signing Powers =====

Michèle: /* 5.05. Right to Inspect */

2024-12-30T17:32:24Z

5.05. Right to Inspect

← Older revision		Revision as of 17:32, 30 December 2024
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	# Annual statements of affairs; and		# Annual statements of affairs; and
	# The other documents held at the principal address pursuant to these Bylaws.		# The other documents held at the principal address pursuant to these Bylaws.
			<br>
	The Corporation acknowledges and agrees that any obligation to produce corporate documents under this Article of these Bylaws shall attach to the Secretary as part of the duties described in Section 4.05 of these Bylaws.		The Corporation acknowledges and agrees that any obligation to produce corporate documents under this Article of these Bylaws shall attach to the Secretary as part of the duties described in Section 4.05 of these Bylaws.

Michèle: /* 4.06. The Treasurer */

2024-12-30T17:29:36Z

4.06. The Treasurer

← Older revision		Revision as of 17:29, 30 December 2024
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	# Disburse the Corporation’s funds in payment of the just demands against the Corporation or as may be ordered by the Board, taking proper vouchers for such disbursements; and		# Disburse the Corporation’s funds in payment of the just demands against the Corporation or as may be ordered by the Board, taking proper vouchers for such disbursements; and
	# Provide the Board with an account of all his or her transactions as Treasurer and of the financial conditions of the office properly required of him or her by the Board.		# Provide the Board with an account of all his or her transactions as Treasurer and of the financial conditions of the office properly required of him or her by the Board.
			<br>
	The Assistant Treasurer, or Assistant Treasurers (in the order designated by the Board), shall perform all of the duties of the Treasurer in the absence or disability of the Treasurer, and at other times perform such duties as are directed by the Treasurer, the Chair, or the Board.		The Assistant Treasurer, or Assistant Treasurers (in the order designated by the Board), shall perform all of the duties of the Treasurer in the absence or disability of the Treasurer, and at other times perform such duties as are directed by the Treasurer, the Chair, or the Board.

Michèle: /* 2.12. Notice of Meetings */

2024-12-30T17:28:44Z

2.12. Notice of Meetings

← Older revision		Revision as of 17:28, 30 December 2024
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	# Receipt;		# Receipt;
	# Delivery to the proper address or telephone number of the director(s) as shown in the Corporation's records; or		# Delivery to the proper address or telephone number of the director(s) as shown in the Corporation's records; or
	# Five (5) days after its deposit in the United States mail, as evidenced by the postmark, if correctly addressed and mailed with first-class postage prepaid. <br>		# Five (5) days after its deposit in the United States mail, as evidenced by the postmark, if correctly addressed and mailed with first-class postage prepaid.
			<br>

	===== 2.13. Quorum =====		===== 2.13. Quorum =====

Michèle: /* 2.12. Notice of Meetings */

2024-12-30T17:28:22Z

2.12. Notice of Meetings

← Older revision		Revision as of 17:28, 30 December 2024
Line 68:		Line 68:
	# Receipt;		# Receipt;
	# Delivery to the proper address or telephone number of the director(s) as shown in the Corporation's records; or		# Delivery to the proper address or telephone number of the director(s) as shown in the Corporation's records; or
	# Five (5) days after its deposit in the United States mail, as evidenced by the postmark, if correctly addressed and mailed with first-class postage prepaid.		# Five (5) days after its deposit in the United States mail, as evidenced by the postmark, if correctly addressed and mailed with first-class postage prepaid. <br>
	<br>

	===== 2.13. Quorum =====		===== 2.13. Quorum =====

Michèle: /* 2.12. Notice of Meetings */

2024-12-30T17:27:49Z

2.12. Notice of Meetings

← Older revision		Revision as of 17:27, 30 December 2024
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	# Delivery to the proper address or telephone number of the director(s) as shown in the Corporation's records; or		# Delivery to the proper address or telephone number of the director(s) as shown in the Corporation's records; or
	# Five (5) days after its deposit in the United States mail, as evidenced by the postmark, if correctly addressed and mailed with first-class postage prepaid.		# Five (5) days after its deposit in the United States mail, as evidenced by the postmark, if correctly addressed and mailed with first-class postage prepaid.
			<br>

	===== 2.13. Quorum =====		===== 2.13. Quorum =====