Fraternity-Testvériség, 2008 (86. évfolyam, 1-3. szám)
2008-07-01 / 3. szám
Other Principal Officers. Organizational Meeting after the Convention and, thereafter, annually at the Spring Board of Directors meeting. The Chair of the Board of Directors shall: a) Serve as a member of the Executive Committee. b) Preside at all Board of Directors meetings. c) Appoint the membership of all Standing Committees of the Board of Directors. d) Preside at the Convention. e) By virtue of his office, serve as Chair of the Board of Directors of the Student Aid and Loan Fund and serve on the Board of Directors of the Bethlen Communities. f) Represent the Federation fraternally in accordance with such guidelines and directives as may be promulgated by the Board of Directors from time to time. g) Perform such other duties as may be assigned to him by the Board of Directors from time to time. Vice Chairs of the Board of Directors - Duties and Powers 39. The Board of Directors shall elect from among its members two (2) Vice Chairs to serve in the absence of the Chair of the Board of Directors and to perform such other duties as may be assigned to them from time to time by the Chair or the Board of Directors. Advisors to the Board of Directors 40. The Board of Directors may in its discretion from time to time employ such Advisors to assist the Board of Directors in the performance and discharge of its duties as the Board of Directors may deem necessary and advisable. By way of illustration and not of limitation, such Advisors may, but need not, include any one or more of the following: Medical Advisor, Financial Advisor, Legal Counselor, Accountant, Actuary. ARTICLE IV OFFICERS The President 4L The President shall be hired by the Board of Directors for such period and upon such terms and conditions not inconsistent with these By-Laws as the Board of Directors may deem prudent, reasonable, and advisable. The President is the chief executive officer of the Federation, shall have general supervision and direction of the day-to-day business and affairs of the Federation, and shall perform all duties incident to the position and such other duties as may be prescribed by the Board of Directors from time to time. He provides direction for cultural, fraternal, and social activities prescribed by the Charter and By-Laws. Subject to such rules and policies as may be prescribed by the Board of Directors, the President shall have authority to appoint and terminate such other officers, agents and employees and to delegate authority to them. The Board of Directors may remove the President by a two-thirds vote of all Directors. The President shall attend all meetings of the Board of Directors, with voice but no vote. 42. Other principal officers of the Federation, including but not limited to the Secretary, Treasurer, and Sales and Marketing Director, shall be appointed by the President, subject to confirmation as an officer by the Board of Directors. ARTICLE V INDEMNIFICATION OF DIRECTORS AND OFFICERS 43. Each director and officer of the Hungarian Reformed Federation of America now or hereafter serving as such, shall be indemnified by the Federation against any and all claims and liabilities to which said person has or shall become subject by reason of serving or having served as such director or officer, or by reason of any action alleged to have been taken, omitted, or neglected by him as such director or officer; and the Federation shall reimburse, to the extent permitted by law, each such person for all legal expenses reasonably incurred by him in connection with any such claim or liability, provided, however, that no such person shall be indemnified against, or be reimbursed for any expenses incurred in connection with any claim or liability arising out of his own willful misconduct or gross negligence. Such indemnification shall also extend to instances where, at the request of the Federation, the individual serves as a director or officer of another enterprise. The foregoing right of indemnification shall not be deemed exclusive of any other right to which such director or officer may be entitled. The amount paid to any director or officer by way of indemnification shall not exceed his actual, reasonable, and necessary expenses incurred in connection with the matter involved. ARTICLE VI PERSONNEL Home Office 44. The employees of the Home Office shall be Insurance members of the Federation. Their salaries shall be determined by the Executive Committee with guidelines determined by the Board of Directors. The President shall hire or discharge employees upon the recommendation of the Executive Committee and with the approval of the Administrative Committee. Following a probationary period of three (3) months, all full and part-time employees must take the oath administered by the President orally or signed by the employee in the presence of witnesses. Field Force 45. The field force may consist of one or more of the following: director of sales, field representatives working under contract, and any other personnel appointed or hired by the Board of Directors. Page 6 By-Laws 2008 Edition
