Resolution 80-81-01-01
RESOLUTION 80-81-1-1
RESOLUTION AUTHORIZING THE CREATION OF THE
WYLIE INDUSTRIAL DEVELOPMENT CORPORATION AS
AN INSTRUMENTALITY OF THE CITY OF WYLIE,
TEXAS; AND CONTAINING OTHER PROVISIONS RELAT-
ING TO THE SUBJECT
WHEREAS, the Development Corporation Act of 1979, 1979
Tex. Gen. Laws, Chapter 700, Section 1, at 1675 (the "Act"),
authorizes the creation and administration of industrial dev-
elopment corporations to act on behalf of cities, counties and
conservation and reclamation districts in thelpromotion and
development of commercial, industrial and manufacturing enter-
prises to promote and encourage employment and the public welfare;
and
WHEREAS, the Act authorizes cities, counties and conser-
vation and reclamation districts to utilize an industrial deve-
lopment corporation to issue obligations and bonds on behalf of
the sponsoring city, county or conservation and reclamation
district to finance projects promotion and developing commercial,
industrial and manufacturing enterprises; and
(
WHEREAS, three natural persons, each of whom is at least
eighteen years of age and a qualified elector. of Wylie, Texas,
have filed with the City Council of Wylie a written application
requesting that the City Council authorize and approve the crea-
tion of WYLIE INDUSTRIAL DEVELOPMENT CORPORATION and approve the
Articles of Incorporation and Bylaws to be used in creating the
Corporation; and
WHEREAS, the Corporation has been or will be created and
organized as a Texas nonprofit corporation, pursuant to the pro-
visions of the Act, for such limited purposes; and
WHEREAS, the City Council of The City of Wylie has reviewed
and approved the Petition and the Ar~icles of Incorporation and
Bylaws and has determined to authorize and approve the creation
of the Corporation, a not-for-profit entity, as its constituted
authority and instumentality to accomplish the specific public
purpose of the promotion and development of commercial, industrial
and manufacturing enterprises to promote and encourage employment
and the public welfare; NOW, THEREFORE;
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF WYLIE,
TEXAS:
Section 1: That the Corporation is hereby authorized
and approved for creation as an industrial development corpor-
ation under the provisions of the Act.
Section 2: That the Corporation is hereby designated as
the duly constituted authority and instrumentality of the City
of Wylie (within the meaning of those terms in the regulations
of the Treasury and the rulings of the Internal Revenue Service
prescribed and promulgated pursuant to Section 103 of the Internal
Revenue Code of 1954, as amended) and shall be authorized to act
on behalf of the City of Wylie for the specific public purpose
of the promotion and development of commercial, industrial and
manufacturing enterprises to promote and encourage employment
and the public welfare; but the Corporation is not intended to
be and shall not be a political subdivision or a political cor-
poration within the meaning of the Constitution and the laws of
the State of Texas (the "State"), including without limitation
Article III, section 52 of the State Constitution, and the City
of Wylie does not delegate to the Corporation any of its attri-
butes of sovereignty, including the power to tax, the power of
eminent domain and the police power.
c Section 3: That the Corporation may, under the conditions
set forth in this Resolution, issue obligations on behalf of
the City of Wylie, acquire, lease, sellar convey certain pro-
perties and make loans for the promotion and development of com-
mercial, industrial and manufacturing enterprises to promote and
encourage employment and the public welfare. The City of Wylie
shall not lend its credit or grant any public money or thing of
value in aid of the Corporation. Furthermore, obligations issued
by the Corporation with the approval of the City of Wylie shall
be deemed not to constitute a debt of the State, of the City of
Wylie or of any other political corporation, subdivision or agency
of the State or a pledge of the faith and credit of any of them,
but such obligations shall be payable solely from the funds herein
provided. The Corporation shall not be authorized to incur finan-
cial obligations which cannot be paid from proceeds of the obliga-
tions or from revenuesrealized from the lease or sale of a project
or realized from a loan made by the Corporation to finance or
refinance in whole or in part a proj ect. "Proj ect"f shall mean
the land, buildings, equipment, facilities and improvements (one
or more) found by the Board of Directors of the Corporation (the
"Board of Directors") to be required or suitable for the promotion
of commercial or industrial development and expansion, the pro-
motion of employment or for use by commercial, manufacturing or
industrial enterprises; irrespective of whether in existence or
required to be acquired or constructed after the making of such
findings by the Board of Directors.
Section 4: That the Articles of Incorporation of the
Corporation and the Bylaws of the Corporation, in the forms
attached hereto, are hereby approved for use and adoption by
the Corporation; provided, however, that any amendments to the
Articles of Incorporation shall be subject tothe further approval
of the City Council.
Section 5: That the City Council shall approve by written
resolution any agreement to issue bonds, including refunding bonds,
adopted by the Corporation, which agreement and resolution shall
set out the amount and purpose of the bonds. Furthermore, no
issue of bonds, including refunding bonds, shall be sold and de-
livered by the Corporation without a written resolution of the
City Council adopted no more than 60 days prior to the date of
the sale of the bonds specifically approving the resolution of
the Corporation providing for th~ issuance of the bonds.
Section 6: That, upon dissolution of the Corporation,
the City of Wylie shall accept title to or other interests in any
real or personal property owned by the Corporation at such time.
Section 7: That this Resolution is adopted for the
purpose of satisfying the conditions and requirements of the
Act and of Section 103 of the Internal Revenue Code of 1954,
as amended and the regulations prescribed thereunder from
time to time and for the benefit of the Corporation, the City of
Wylie, the owners or holders from time to time of the obliga-
tions of the Corporation and all other interested persons.
Section 8: That the City Council has considered evidence
of the posting of notice of this meeting and officially finds,
determines, recites and declares that a sufficient written notice
of the date, hour, and place of this meeting and of the subject
of this resolution was posted on a bulletin board located at a
place convenient to the public in the City Hall of the City of
Wylie for at least 72 hours preceding the scheduled time of such
place of posting was readily accessible to the general public
at all times from such time of posting until the scheduled time
of such meeting; and that such meeting was open to the public as
required by law at all times during which the Resolution and
the subject matter thereof was discussed, considered and formally
acted upon, all as required by the Open Meetings Law, Article
6252-17, Vernon's Texas Civil Statutes, as amended. The City
Council further ratifies, approves and confirms such written notice
and the contents and posting thereof.
c
PASSED AND APPROVED this 9th day of December, 1980.
"<-;!~j y/ (;?~J
John W. Akin, Mayor
.v..~ ~' J
L ;'
J', '
I;' ATTEST: ;".-
~ j(/j/~u
Gail Wallace, City Secretary
(
....
c
, h'ILED
In th~ Office ot thE
Secretary af ~tate oi Texas
SEP 2 71982
Clerk III Z
Corperacions S~:tion
ARTICZES OF INCORPORATION
OF
WYLIE INDUSTRIAL DEVEL~OPMEiVT CORPORATION
STATE OF 'I~X~S :
COUN'1'Y OF COLLIN :
WE Z'HE UNDERSIC~IED natural persons, not less than three in
rnn~r, each of whom is at least 18 years of age, and each of whom
is a qualified elector of the City of Wylie, Collin County, Texas,
acting as incorporators of a public instnmlentality and nonprofit
industrial develo~xnent corporation (the "Corporation") under the
"Develo~xnent Corporation Act of 1979", with the approval of the
governing body of the City of Wylie, as evidenced by the Resolu-
tion attached hereto and made a part hereof for all purposes, do
hereby adopt the following Articles of Incorporation for the
Corporation:
ARTIC'.LE ONE
The name of the Corporation is Wylie Industrial Develo~xnent
Founda.tion.
ARTIC,LE ~JO
The Corporation is a nonprofit corporation, and is an industrial
development corporation under the Development Corporation Act of 1979.
ARTICI~ THREE
The period of duration of the Corporation is perpetual.
ARTICLE FOUR
The Corporation is organized exclusively for the purposes of
benefiting and acc~nplishing public purposes of, and to act on behalf
of, the City of Wylie, and the specific purposes for which the Cor-
poration is organized and may issue bonds on beha.lf of the City of
Wylie are the promotion and evelo~anent of cc~¢nercial, industrial,
and manufacturing enterprises to pramote and encourage ~nployment and
the public welfare, pursuant to the Development Corporation Act of
1979. The Corporation is a constituted authority and a public instru-
mentality within the meaning of the regulations of the United State
Treasure Department and the rulings of the Internal Revenue Service
prescri.bed and promulgated pursuant to Section 103 of the Internal
Revenue Code of 1954, as amended, and the Corporation is authorized to
act on beha.lf of the City of Wylie as provided in these Articles of
Incorporation. Hawever, the Corporation is not a political sub-
division or political corporation of the State of Texas within the
meaning of its constitution and laws, including without limitation
Article III, Section 52, of said constitution, and no agreements,
bonds, debts, or obligations of the Corporation are or sha.ll ever
be deemed to be the agreements, bonds, debts, or obligations, or the
lending of credit, or a grant of public money or thing of value,
of or by the City of Wylie or any other political corporation, sub-
division, or agency of the State of Te,~cas, or a pledge of the faith
and credit of any of th~n.
ARTICLE FIVE
The Corporation has no m~nbers and is a nonstock corporation.
ARTIQ~E SIX
These Articles of Incorporation may at any time and fr~n time to
time be amended as provided in the Development Corporation Act of 1979
so as to make any changes therein and add any provisions thereto which
might have been included in the Articles of Incorporation in the first
instance. Any such ~unendiment shall be effected in either of the
following maruzers : ( i) the menbers of the board of directors of
the Corporation shall file with the governing body of the City of
Wylie a written application requesting approval of the amendemnts
to the Articles of Insorporation, specifying i.n such application the
amendments proposed to be made, such governing body shall consider
such application, and, if it shall by appropriate resolution duly find
and determine that it is advisable that the proposed amendments be
made and shall approve the form of the proposed amenc~nents, then the
board of directors of the Corporation may amexld the ARticles of
Incorporation by adopting such amendments at a~eting of the board
of directors of the Corporation may amend the Articles of
Incorporation by adopting such amenc~nents at a meeting of the board
of directors and delivering articles of amendment to the Secretary of
State or (ii) the governing body of the City of Wylie may, at its
sole discretion, and at any time, ame_nd these Articles of Incorporation,
and alter or change the structure, organization, programs, or
activities of the Corporation, or terminate or dissolve the Corpor-
ation (subject to the provisions of the Development Corporation Act
of 1979, and subject to any limitation provided by the constitutions
and laws of the State of Texas and the United States of America on
the ~mpaizment of contracts entered into by the Corporation) by
written resolution adopting the amenc~nent to the Articles of
Incorporation of the Corporation or articles of dissolution at a
~eting of the governing body of the City of Wylie and delivering
articles of amendme.~zt or dissolution to the Secretary of State, as
provided in the Development Corporation Act of 1979. Restated
Articles of Incorporation may be filed. with the Secretary of State
as provided in the Develo~nent Corporation Act of 1979.
ARTIC~E SEVEN
The street address of the initial registered office of the
Corporation is 108 W. Marble, Wylie, Texas 75098 and the name of its
initial registered agent at such address is Alb~xt E. Masters.
ARTICZE EIGHT
The affairs of the Corporation shall be managed. by a board of
directors which sha.ll be composed in its entirety of persons appointed
by the governing body of the City of Wylie. The n~unber of directors
constituting the initial board of directors is three. The names and
street addresses of the persons who are to serve as the initial
directors, and the dates of expiration of their initial term as
directors, are as follaws:
NAMES ADDRESSES DATE OF ~IRATION
OF TERM
A. E. Masters 108 W. Marble 1 January 1985
Wylie, Texas 75098
Tim Hemingway P. O. Box 950 1 January 1983
Wylie, Texas 75098
C. W. Hackler 313 Hilltop 1 January 1983
Wylie, Texas 75098
Each of the initial directors resides within Wylie, Texas. Each director,
including the initial directors, shall be eligi.ble for rea.ppointment.
Directors are ren~ovable by the governing body of the City of Wylie,
for cause or at will, and must not be appointed for a term in excess
of six years. The directors shall serve as such without ~nsation
except that they shall be reimbursed for their actual
expeazses incurred in the performance of their duties as
directors. Any vacancy occurring on the board of directors through
death, resignation, or othen,vise, shall be filled by appointment by
the governing body of Wylie, Texas, to hold office until the expir-
ation of the term for which the vacating director had been appointed.
ARTICLE NINE
The name and street address of each incorporator is:
NAME ADDRESS
A. E. Masters 108 W. Marble, Wylie, Texas 75098
Tim HImingway P. O. B~ 950, Wylie, Texas 75098
C. W. Hackler 313 Hilltop, Wylie, Texas 75098
ARTIQ~E TII~T
The City of Wylie, Te~as, has specifically authorized the Cor-
poration by Resolution to act on its behalf to further the public pur-
poses stated in said Resolution and these ARticles of Incorporation,
and the City of Wylie has by said Resolution approved by these Articles
of Incorporation. A copy of said Resolution is attached to these
Articles of Incorporation and made a part hereof for all purposes.
ARTICLE ELEVEDt
No dividends shall ever be paid by the Corporation and no part
of its net earnings r~naining after payment of its expenses shall be
distributed to or inure to the benefit of its directors or officers
or any individual, firm, corporation, or association, except that in
the event the board of directors sha.ll determine that sufficient
provision has been made for the full payment of the expenses, bonds,
and other obligations of the Corporation, then any net earnings of the
Corporation thereafter accruing shall be paid to the City of Wylie.
No part of the Corporation's activities shall be carrying on pro-
paganda, or otherwise attempting to influence legislation, and it
shall not participate in, or intervene in (including the publishing
or distri.buting of statei~.nts), any political campaign on behalf of
or in opposition to any candidate for public office.
ARTICLE TWELVE
If the Corporation ever should be dissolved when it ha.s, or is
entitled to, any interest in any funds or property of any kind, real,
personal, or mixed, such funds or property or rights thereto shall not
be transferred. to private ownership, but shall be transferred and del-
ivered to the City of Wylie, after satisfaction or provision for sat-
isfaction of debts and claims.
IN WI7.~NF,SS WI-~REOF, we have hereunto set our hands, this 18th
day of May, 1982.
~ -
' ~
~ ~
c~~~;~..
THE STATE OF TEXAS
COUNTY OF COLLIN .
I, the undersigned, a Notary Public in and for the above County,
~ ~
do hereby certify that on this ~ day of _~y~ ~~'~~''i'
Z~,,~~,/ , 1982
personally appeared before me Albert E. Masters, Timr~thy T. H~ningway,
and Cecil Hackler, who, each being by me first duly sworn, severally
declared that they are the persons who signed the foregoing
doctnnent as incorporators, and that tthe statements therein contained
are true.
IN WIZNESS WI-~REOF, I have hereunto set my hand and seal the day and
year above written. ~
,
~ ~ G~c2~
~~-~if
Public in and for Collin
County, Te~as
i
My co~ni_ssion expires ~ ~ /
}lirtbi=;jllinu1t~ @
anb
}lip ~aw~
OF
Wylie Industrial Foundation, Inc.
PROM
1982
TO
INDEX
1-2 Minutes of Incorporators Meeting.
4-5 Certificate of Incorporation.
7-12 By-Laws.
13-15 Voting.
16-19 Officers and Duties.
28-29 Minutes of the Directors Meeting,
General Membership Meeting.
Minutes ot the tirst membership meeting ot the
held at Bo.
in the
County ot
on the day ot
. City ot
. State ot
19 .
The meeting was called to order by Mr.
acting chairman ot the organization who explained that the
incorporators ot this organization had met on the day ot
19 . and had elected as temporary ottioers
ot this organization the tol~o.1ng,
1Ir.
Aoting President
1Ir.
Aoting Seoretary.
He then explained the purposes tor whioh this
meeting was called and asked the seoretary to read the Cer-
titioate ot Inoorporation ot this organization as it had been
tiled in the ottioe ot the Seoretary of State.
Atter the seoretary had oomplied with the request a
motion was duly made and carried that the seoretary be direoted
to ~pread a oopy ot such oertitioates at length upon the
minutes ot this meeting and that a oopy of the receipt issued
oy the Seoretary of State's Ottioe be affixed in the minutes ot
this meeting.
3-11
(.,= fhe ohairman then stated to the meeting that at the
meeting ot the inoorporators the tollowing were appointed to
draw up and submit to this meeting a set ot proposed By-Laws
to be used by this organizationl
1Ir.
had been selected as ohairman ot that oommittee and the Chair-
man then requested him to submit the proposed By-Laws to the
organzation tor approval.
fhe same was then taken uP. read. and considered.
olause by olause and tinally adopted by this meeting as the By-
Laws ot this organization. Atter the vote had been taken and
the By-Laws adopted 8 motion was duly made and carried that the
secretary spread a copy ot the By-Laws at length upon the
minutes ot this meeting.
The said By-Laws are as tollows I
6-M
By-Laws
~
1)
Artiole One.
Organization.
!he name at this organisation aball be
2) The organization sh8l.1 have a seal whioh shall be in
the tollowins tara
" ., I ;.' ()! ,
3) the organlza~ion may at its pleasure by 8
vote ot the membership body change its name.
1-11
\ \
Artiole Two.
Purposes.
The tollowing are the purposes tor whioh this or-
ganization has been organized
8-N
who
Artiole Three.
Membership.
Membership in this organization shall be open to all
10-11
Artiole lour.
lIeetings.
the annual membership meeting ot this organization
shall be held on the day ot eaoh
and every year exoept it suoh day be 8 legal holiday then and in
that event the Board ot Direotors shall tix the day but it shall
Dot be more than two .eeks trom the date tixed by these By-Laws.
The Seoretary shall oause to be mailed to every member in good
standing at his address as it appears in the membership roll
book ot this organization a notioe telling the time and place ot
suoh annual meeting.
Regular meetings ot this organization shall be held
the presenoe ot not less than
members shall oonstitute a quorum and shall be necessary to oon-
duot the business of this organization; but a lesser number
may adjourn the meeting tor a period ot not more than
weeks trom the date soheduled by these By-Laws and the
L",-
11-1
seoretary aball oause a notioe ot this soheduled meeting to be
sent to all those members who were not present at the meeting
originally oalled. A quorum as hereinbefore set forth shall be
required at any adjourned meeting.
,0~'-
Speoial aeetiags ot this organization may be called
by the president when he deems it tor the best interest ot the
organization. Hotioes ot suoh meeting shall be mailed to all
members at their addresses as theY appear in the membership roll
book at least but not more than days before
the scheduled date set tor such speoial meeting. Suoh notioe
shall state the reasons that suoh meeting has been oalled. the
business to be transaoted at suoh meeting and by whom called.
At the request ot .members ot the
Board ot Dlreotors or members ot the or-
ganization the president shall oause a speoial meeting to be
oalled but suoh request must be made in writing at least
days bet ore the requested soheduled date.
No other business but that speoified in the notioe
~ay be transaoted at suoh speoial meeting without the Q~animous
oonsent ot ~l present at such meeting.
i2-M
Artiole live.
Vot.1Dg.
At. all meetings, exoept. tor t.he eleotion ot ottioers
and direotors, all vot.es ahall be viva vooe, exoept that tor elec.
tion at ottioers ballot.s ahall be provided and there shall not
appear any plaoe on suoh ballot. any mark or marking that. might
tend t.o indioate t.he person who oast suoh ballot..
At any regular or speoial meeting it a ma.1 ori ty so re."
quires any question may be voted upon in the manner and style
provided tor eleotion ot offioers and direot.ors.
At all yotes by ballot. the ohairman of such meeting
shall immediately prior to the oommenoement ot balloting ap-
point. a oommittee ot three who shall aot as -Inspeotors of
Eleotion. and who shall at the oonolusion ot gucb balloting oer-
tity in writing to the Clu'lrman the results and the certified
oopy ahall be physioally affixed in the minute book to the minutes
of that meet.ing.
Bo inspeotor of eleotion shall be a oandidate for
offioe or shall be personally interested in the question voted
upon.
13...11
Artiole SU.
Order ot Busines.
1 - Roll Call.
2 - Reading ot the minutes ot the preoeding meeting.
3 - Reports ot Committees.
4 - Reports ot Otfioers.
5 - Old and Unfinished Business.
6 - New Business.
7 - Good and Welt are.
8 - Adjournments.
Artiole Seven.
Board ot Direotors.
The business ot this organization shall be managed
DY a Board ot Direotors oonsisting ot members together
w1th the otfioers ot this organization. At least one of the
direotors eleoted shall be a resident ot the State ot
and a oitizen ot the United States.
The direotors to be chosen for the ensuing year shall
be chosen at the annual meeting of this organiZation in the
same manner and style as the officers ot this organization and
they shall serve tor a term ot years.
The Board of Direotors shall have the oontrol and
management ot the aftairs and business ot this organization.
Such Board ot Direotors shall only aot in the name ot the organi-
zation when it s~l be regularly oonvened by its ohairman after
due notioe to all the direotors of suoh meeting.
14-V
ot the members ot the Board of Direotors
shall oonstitute a quorum and the meetings of the Board ot Direo-
tors ahall be held regularly OD the
Eaoh direotor shall have one vote and suoh voting may
not be done by proXJ.
The Board ot Direotors may make such rules and regula-
tions oovering its meetings as it may in its disoretion deter-
mine neoessary.
Vaoanoies in the said Board ot Direotors shall be
tilled by a vote ot the majority ot the remaining members of the
Board ot Direotors tor the balanoe ot the year.
the President ot the organization by virtue of his
offioe shall be Chairman of the Board ot Directors. The Board
of Direotors ahall select trom ODe ot their number a seoretary.
A director may be removed when sntticient cause exists
for suoh removal. The Board ot Direotors may entertain charges
against any direotor. A direotor may be represented by counsel
upon any removal hearing. The Board ot Directors shall adopt
suoh rules 85 it may in its discretion consider neoessary tor the
best interests of the organization, tor this hearing.
15-11
Article Kight.
Officers.
The officers ot the organization shall be as tollowsa
President.
Vice President.
Secretary.
treasurer.
the President ahall preside at all memberahip meetings.
Be ahall by virtue ot his oftice be Chairman of the
Board of Directors.
He ahall present a~ each annual meeting of the organi-
zation au annual report ot the work of the organ1zation.
He shall appoint all committees, temporary or perma-
nent.
He ahall see all books, reports and oertitlcates as re-
quir~d by law are prop~rly kept or tiled.
He shall be one of the officers who may sign the checks
or drafts ot the organization.
Be shall have suoh powers as may be reasonably oon-
strued as belonging to the ohief exeoutive ot any organization.
16-11
The Viae President shall in the event of the absenae
or inability of the President to exeraise his oftiae beaome aat-
ing president of the organization with all the rights, privi-
leges and powers as it he had been the duly eleated president.
The Searetary shall keep the minutes and reaords of the
organization in appropriate books.
It shall be his duty to file any oertificate required
by any statute. federal or state.
Be shall give and serve all notiaes to members ot this
organization.
He shall be the offiaial custodian of the records and
seal of this organization.
Be may be one of the offioers required to sign the
ohecks and drafts ot the organization.
Be shall present to the membership at any meetings any
communioation addressed to him as Seoretary of the organization.
He shall submit to the Board of Direotors any oommuni-
cations whioh shall be addressed to him as Secretary of the
organization.
17-M
He shall attend to all oorrespondence ot the organiza-
tion and shall exeroise all duties inoident to the oftioe ot
Seoretary.
rhe Treasurer shall have the oare and oustody ot all
monies belonging to the organization and ahall be solely respon-
sible tor suoh monies or seourities ot the organization. He ahall
cause to be deposited in a regular business bank or trust oompany
a SUM not exceeding $ and the balanoe ot the tunds ot
the organization ahall be deposited in a savings bank exoept
that the Board of Direotors may cause suoh tunds to be invested
in such investments 85 shall be legal for a savings bank in the
State ot
He must be one of the offioers who shall sign oheoks
or drafts of the organization. No speoial fund may be set aside
that shall. make 1 t unneceSSaI"Y' tor the Treasurer to sign the
cheoks issued upon it.
Ho shall r~nder at stated periods as the Board ot Di-
rector~ shall determine B written aocount of the tinances ot the
organization and such report s~l be physically aftixed to the
minutes of the Board of Directors ot suoh meeting.
184A
Be ahall exeroise all duties inoident to the ottioe
at Treasurer.
Ottioers &ball by virtue ot their ottioe be members
ot the Board ot Direotors.
Bo ottioer aball tor reason ot his ottioe be entitled
to reoeive any salary or oompensation, but nothing herein sha11
be oonstrued to prevent an ottioer or direotor tor reoeiving any
oompensation trom the organization tor duties other than as 8
direotor or offioer.
19-M
Art.iole Bine.
SaJ.aries.
The Board ot Direotors Shall hire and tix t.he oom-
pensation ot any and all employees whioh they in their disore-
tion may determine t.o be neoessary in the oonduot. ot the busi-
ness ot the organizat.ion.
Artiole Ten.
Oommittees.
by the
period ot
aotioD ot the
!he permanent. oommit.t.ees shall be
All oommittees ot this organization sha1l be
and their term ot ottioe ahall be tor a
or less it sooner terminated by t.he
Artiole Eleven.
Dues.
The dues ot this organization shall be .
per annum and shall be payable aD the day ot
20-11
Artiole Twelve.
Amendments.
these By-Laws may be altered, amended, repealed or
added to by an aftirmative vote ot not less than
members.
21-1
the ohairman then stated that nomination tor ottioers
were in order. the tOllowing were nominatedl
For President:
lor Vioe President:
'or Seoretary.
lor treasurer.
The ohairman then appointed Messrs.
. and
as inspeotors ot eleotion tor this eleotion.
22-11
They distributed blank ballots and requested that eaoh member
write the Dame ot his oandidate tor oftioe on suoh sheet and de-
posit it in the reoeptaole provided.
Atter eaoh member had oast his vote the ohairman de-
olared the polls olosed. The inspeotors retired to oanvass the
vote and the meeting prooeeded to oonsider other business.
The toll owing aotion was taken.
f-
2:5-.
The Inspeotors ot Eleotion then notitied the chair-
man that the oanvass ot the ballots had been completed and they
were ready to certi~y as to the results.
Ilr. . who had been chosen as Chairman
ot the Inspeotors, announoed the tollowing men elected tor the
ensuing year as otticers ot this organization.
For President I
For Vice President.
Por Secretary I
Por Treasurer.
the chairman then announced that nominations tor
,~
Direotors were in order. The tollowing were nominatedl
the inspeotor distributed the ballots requesting that
eaoh member write in the names ot the direotors tor the next en-
suing year and to deposit suoh ballot in the reoeptaole provided.
Atter eaoh member had cast his ballot the chairman
deolared the polls olosed. The inspeotors retired to oanvass the
vote.
24-11
rhe meeting prooeeded to oonaider other business and
the tollow1Dg aotion was takenl
25-11
The inspeotors then notitied the ohairman that the
oanvass ot the ballots had been oompleted and they were ready to
oertity as to the results.
1Ir. . who had been
ohosen as ohairman ot the inspeotors. announoed the tollowing
men eleoted as direotora tor the ensuing term:
1Ir. . the aating
ohairman, then thanked the members tor their oooperation and
asked 1Ir. the duly eleoted president.
to assume the 4ha1r.
Mr. . the president,
took over the ohair tor the balanoe ot the meeting. Be requested
the rest ot the eleoted ottioers to take their regular plaoes.
26-.
%he tollowiaa basine.8 was transaotedl
rhere being no further business the meeting was dd-
journed on Motion.
Dated.
R8speott~ly submitted
. 19 .
sr1-.
MlBUTES ot the 7irst Meeting ot the Board ot Direotors
{,;.-
ot the
held at
in the
. City ot
. County ot
State ot
.
There were present the tollowings
being the duly elected directors ot the
elected a\ the annual meeting ot the organization.
1Ir. , by virtue ot his
ottice as President, assumed th~ Chairmanship ot the Board. Be
called the meeting to order and stated the purposes thereot.
He explained pursuant to the By-Laws ot the Organization, it
.o~d be necessary to eleot a Secretary.
Mr. was duly elected
Seoretary ot a Board ot Directors.
On motion duly made and carried the tollowing resolu-
tion was unanimouslY adopted.
28-11
RESOLVED, That the treasurer be authorized and di-
reoted to open an aooount with
in the , City ot
. and to deposit therein all the
funds ot the Organization, signed by the Treasurer and oounter-
signed by the
On motion duly made and oarried. it was deoided that
the meeting ot the Board ot Direotors was to be held on the
day ot ..
There being no further business, the meeting vas
adjourned.
Seoretary.
2Q-M