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Article
V Officers
Section 1. Officers
The officers of the corporation shall consist of a President, Treasurer,
Clerk, and such other officers as the directors may determine.
Section
2. Election
The President, Treasurer and Clerk shall be elected annually by the directors
at their first regular meeting following the annual meeting of the members.
Any two or more offices may be held by the same person. If the Clerk is
not a resident of the Commonwealth of Massachusetts, the corporation shall
appoint a resident agent for the service of process in the manner prescribed
by law. Except as otherwise provided by law, the Articles of Organization
or these By-Laws, all officers shall hold office until the first regular
meeting of the directors following the annual meeting of the members and
thereafter until their respective successors are chosen and qualified.
Section
3. Resignation and Removal
Any officer may resign by delivering his written resignation to the corporation
at its principal office or to the President or Clerk, and such resignation
shall be effective upon receipt unless it is specified to be effective
at some later time. The directors may remove any officer with or without
cause by a vote of a majority of the directors then in office, provided
that an officer may be removed for cause only after reasonable notice
and opportunity to be heard.
Section
4. President
The President shall, subject to the direction and control of the Board
of Directors, preside when present at all meetings of the members and
directors. The President shall have such other powers and duties as are
usually incident to his office and as may be vested in him by these By-Laws
or by the directors.
Section
5. Treasurer
The Treasurer shall, subject to the direction and control of the Board
of Directors, have general charge of the financial affairs of the corporation
and shall keep full and accurate books of account. He shall have custody
of all funds, securities and valuable documents of the corporation, except
as the directors may otherwise provide, and shall render a statement of
the financial affairs of the corporation at each annual meeting of the
members and to the directors and President upon request. He shall have
such other powers and duties as are usually incident to his office and
as may be vested in him by these By-Laws or from time to time designated
by the directors.
Section
6. Clerk
The Clerk shall give such notices of meetings of members and directors
as are required by these By-laws and shall keep a record of all the meetings
of members and directors. He shall have such other powers and duties as
are usually incident to his office and as may be vested in him by these
By-laws or by the directors. In the absence of the Clerk from any meeting
of members or directors, a temporary Clerk designated by the person presiding
at the meeting shall perform the duties of the Clerk.
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