NAVA
Bylaws
BYLAWS OF THE NORTH AMERICAN VEXILLOLOGICAL ASSOCIATION
CHAPTER 6. OFFICERS
§ 6.01. Elective officers.
| The elective officers shall be a president,
first vice president, second vice president,
secretary, and treasurer. |
§ 6.02. Nominating committee.
| (a) A nominating committee of three members
shall be elected by the voting members at the
annual meeting. |
| (b) The executive board shall present a
proposed slate of nominating committee members at
the annual meeting. |
| (c) The provisions applicable to the
elections, term, resignation, vacancies, and
removal of board members found in sections 5.04,
5.05, 5.06, 5.12, and 5.13 shall apply to
nominating committee members. |
| (d) The nominating committee shall determine
which members are qualified to serve in the
various elective offices and shall present a
proposed slate of officers at the annual meeting. |
| (e) The nominating committee's proposed slate
of officers and the executive board's proposed
slate of nominating committee members shall be
included in the notice of the annual meeting. |
| (f) Nothing in this section shall prevent
nominations from the floor at the annual meeting.
|
§ 6.03. Order of succession.
| In the event that the president is unable to
discharge the duties of office, these duties
shall be performed by the first vice president,
second vice president, secretary, and treasurer
in that order. |
§ 6.04. Appointive officers.
| (a) The appointive officers shall be an
auditor(s), historian, registered agent(s),
parliamentarian, and such other officers as are
deemed necessary by the executive board. |
| (b) Appointive officers shall be appointed by
the president with the approval of the executive
board. |
| (c) Any appointed officer may be removed by
the executive board whenever in its judgment the
best interests of the association would be served
thereby. |
| (d) Appointed officers shall assume their
duties when their appointment is approved by the
executive board. |
| (e) In addition to the provisions of this
section, the appointment and removal of the
registered agent(s) shall be as required by law. |
§ 6.05. General duties.
| (a) Officers shall perform the duties
specified in the Act and these bylaws. |
| (b) Officers shall submit an annual written
report of their activities to the secretary no
later than thirty days before the annual meeting. |
| (c) The secretary shall give copies of the
Act, the articles of incorporation, and these
bylaws to each newly elected officer. |
§ 6.06. President.
| The president shall: |
| (1) chair all annual, special, and executive
board meetings; |
| (2) be an ex officio member of all
committees, except the nominating committee; |
| (3) sign any contracts or other instruments
that the executive board has authorized to be
executed, except in cases when the signing and
execution of an instrument is expressly delegated
by the Act, other law, these bylaws, or the
executive board to some other officer or agent; |
| (4) represent the association on an
international level; |
| (5) post bond in the amount required by the
executive board; and ; |
| (6) perform all other duties associated with
the office. |
§ 6.07. First vice president.
| The first vice president shall: |
| (1) serve as acting president by assuming the
duties of the president in the president's
absence; and |
| (2) perform all other duties as directed by
the executive board. |
§ 6.08. Second vice president.
| The second vice president shall: |
| (1) maintain a record of all association
property; and |
| (2) perform all other duties as directed by
the executive board. |
§ 6.09. Secretary.
| The secretary shall: |
| (1) deliver all required notices; |
| (2) record and maintain the minutes and
resolutions of all annual, special, and executive
board meetings; |
| (3) maintain the bylaws and all amendments; |
| (4) certify copies of the minutes,
resolutions, bylaws, and amendments to the bylaws
as true and correct, as requested; |
| (5) perform all other duties as directed by
the executive board. |
§ 6.10. Treasurer.
| The treasurer shall: |
| (1) collect and care for all the
association's funds; |
| (2) keep accurate financial records; |
| (3) submit a written financial statement to
the executive board when requested; |
| (4) submit a written annual financial report
to the secretary before the annual meeting; |
| (5) provide, with the annual financial
report, all vouchers, bills, record of receipts,
et cetera, for the auditor(s) and any other
member who wishes to examine them; |
| (6) post bond in the amount required by the
executive board; and |
| (7) perform all other duties as directed by
the executive board. |
§ 6.11. Auditor(s).
| The auditor(s) shall conduct an inspection of
the books and records of the treasurer before the
annual meeting. |
§ 6.12. Historian.
| The historian shall: |
| (1) record the history of the association;
and |
| (2) maintain the association's archives,
except that the original minutes, resolutions,
bylaws, and amendments to the bylaws shall be
maintained by the secretary. |
§ 6.13. Registered Agent(s).
| The registered agent(s) shall perform the
duties required by law and immediately notify the
president and the executive board on receipt of
any official or legal papers. |
§ 6.14. Parliamentarian.
| The parliamentarian shall advise the
president or acting president on points of
parliamentary procedure at annual, special, and
executive board meetings. |
| Adopted: |
November 18, 1967 |
| Last Amended: |
October 10, 2004 |
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