Section 1 - Number
The officers of the Cooperative shall be a Chairman, Vice Chairman, Secretary, Treasurer, and such other officers as may be determined by the Board of Directors from time to time. The office of Secretary and of Treasurer may be held by the same person. The Chairman, Vice Chairman, Secretary, and Treasurer shall comprise the Executive Committee.
Section 2 - Election & Term of Office
The officers, except as hereinafter provided, shall be elected by ballot, annually by and from the Board of Directors at the first meeting of the Board of Directors held after each annual meeting of the members. If the election of the officers shall not be held at such meeting, such election shall be held as soon thereafter as conveniently may be. Each officer so elected shall hold office until the first meeting of the Board of Directors following the next succeeding annual meeting of the members or until his successor shall have been duly elected and shall have qualified, subject to the provisions of these by-laws with respect to the removal of officers.
Section 3 - Removal
Any officer or agent elected or appointed by the Board of Directors may be removed by the Board of Directors whenever in its judgment the best interests of the Cooperative will be served thereby.
Section 4 - Vacancies
Except as otherwise provided in these by-laws, a vacancy in any office may be filled by the Board of Directors for the unexpired portion of the term vacated.
Section 5 - Chairman
The Chairman:
(a) Shall be the principal executive officer of the Cooperative and shall preside at meetings of the members and of the Board of Directors.
(b) Shall sign any deeds, mortgages, deeds of trust, notes, bonds, contracts, or other instruments authorized by the Board of Directors to be executed except in cases in which the signing and executing thereof shall be expressly delegated by the board or by these bylaws to some other officer or agent of the Cooperative, or shall be required by law to be otherwise signed or executed;
(c) In general shall perform all duties incident to the office of Chairman and such other duties as may be prescribed by the Board of Directors from time to time.
Section 6 - Vice-Chairman
In the absence of the Chairman, or in the event of the Chairman’s inability or refusal to act, the Vice-Chairman shall perform the duties of the Chairman, and when so acting, shall have all the powers of and be subject to all the restrictions upon the Chairman and shall perform such other duties as from time to time may be assigned to the Vice-Chairman by the Board of Directors.
Section 7 - Secretary
The Secretary shall be responsible for:
(a) Keeping the minutes of the meeting of the members and the Board of Directors in one or more books provided for that purpose;
(b) Seeing that all notices are duly given in accordance with these bylaws or required by law;
(c) Being custodian of the Cooperative records and of the seal of the Cooperative, and seeing that the seal of the Cooperative is affixed to all documents, the execution of which on behalf of the Cooperative under its seal is duly authorized in accordance with the provisions of these bylaws;
(d) Keeping a record of the post office address of each member which shall be furnished to the Cooperative by each member;
(e) Keeping on file at all times a complete copy of the Articles of Incorporation and bylaws of the Cooperative containing all amendments thereto, which copy shall always be open to the inspection of any member, and upon request of any member at the expense of the Cooperative forward a copy of the bylaws and of all amendments thereto to such member;
(f) In general performing all duties incident to the office of Secretary and such duties as from time to time as may be assigned to the Secretary by the Board of Directors.
Section 8 - Treasurer
The Treasurer shall be responsible for:
(a) Custody of all funds and securities of the Cooperative;
(b) The receipt of and issuance of receipts for all monies due and payable to the Cooperative and for the deposit of all such monies in the name of the Cooperative in such banks as shall be selected in accordance with the provisions of these bylaws; The general performance of all duties incident to the office of Treasurer and such other duties as from time to time may be assigned to the Treasurer by the board.
Section 9 - Chief Executive Officer
The Board of Directors may appoint a Chief Executive Officer, or a General Manager, or a President, who may be, but shall not be required to be, a member of the Cooperative. The person shall perform such duties as the Board of Directors may from time to time require and shall have such authority as the Board of Directors may from time-to-time vest in them.
Section 10 - Compensation
Officers specifically designated in Section 1 of this Article shall receive such compensation as the Board of Directors may fix by resolution.