ARTICLE IV. OFFICERS
Section 1. Number
The officers of the Corporation shall be a President, Vice¬ President, Secretary, Treasurer, and Membership Chairperson. One person may hold more than one office in the Corporation except that no one person may hold the offices of President and Secretary. No instrument required to be signed by more than one officer may be signed by one person in more than one capacity. Officers must be members of the Corporation, but need not be directors of the Corporation.
Section 2. Election and Term of Office
The officers of the Corporation shall be elected at the Annual Meeting of members by vote of a majority of the membership present in person or by proxy. Each officer may hold office for two consecutive (2) year[s] terms and until the election of a successor or until his or her earlier death, resignation or removal. An officer is eligible for re-election one year after the expiration of a second, consecutive, 2-year term.
Section 3. Employees and Other Agents
The Board of Directors may appoint from time to time such employees and other agents as it shall deem necessary, each of whom shall serve at the pleasure of the Board, and shall have such authority and perform such duties and shall receive such reasonable compensation, as the Board of Directors may from time to time determine.
Section 4. Removal
Any employee or agent of the Corporation may be removed with or without cause by a vote of a majority of the entire Board of Directors.
Section 5. Vacancies
In case of any vacancy in any office, a successor to fill the unexpired portion of the term may be elected by a vote of the majority of the entire Board of Directors.
Section 6. Powers and Duties
Section 6.A. President
The President shall preside at all meetings of the members and of the Board of Directors, shall have general supervision of the affairs of the Corporation, and shall keep the Board of Directors fully informed about the activities of the Corporation. He or she has the power to sign alone, unless the Board of Directors shall specifically require an additional signature, in the name of the Corporation, all contracts authorized either generally or specifically by the Board. He or she shall perform such other duties as shall from time to time be assigned by the Board of Directors. In order for the President to be an employee of the Corporation, the board must approve such action by a two-thirds vote of the entire board and produce a contemporaneous document in writing with the basis for board approval.
Section 6.B. Vice-president
The Vice—President shall have such powers and duties as may be assigned to him/her by the Board of Directors. In the absence of the President, the Vice¬ President shall perform the duties of the President. The Vice-President facilitates the nomination of Hall of Fame recipients by overseeing the proposal of candidates, the approval of the board and notification to the final candidates and management of the Hall of Fame Gala.
Section 6.C. Secretary
The Secretary shall be responsible for taking minutes at all meetings of the members and all meetings of the Board of Directors. He/she shall be responsible for the giving of and serving of all notices of the Corporation and shall perform all the duties customarily incident to the office of the Secretary, subject to the direction of the Board of Directors, and shall perform such other duties as shall from time to time be assigned by the Board of Directors. The Secretary shall maintain the Corporation’s seal. The Secretary is responsible for ensuring that approved Board minutes are posted on FIASI’s website for at least one year.
Section 6.D. Treasurer
The Treasurer shall keep or cause to be kept full and accurate accounts of receipts and disbursements of the Corporation, and shall deposit or cause to be deposited all moneys and other valuable effects of the Corporation in the name and to the credit of the Corporation in such banks or depositories as the Board of Directors may designate. At the Annual Meeting of the members and at each Board meeting, he or she shall render a statement of the Corporation’s accounts. He or she shall at all reasonable times exhibit the Corporation’s books and accounts to any officer or director of the Corporation and shall perform all duties incident to the position of Treasurer subject to the control of the Board of Directors, and shall, when required, give such security for the faithful performance of his or her duties as the Board of Directors may determine.