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HomeMy WebLinkAboutFiremans Benevolent Association of Huntington Beach - By-Law STATEMENT OF THE ACTION OF CITY COUNCIL Council Chamber, City Hall Huntington Beach, California Monday, March 2, 1970 Mayor Green called the regular meeting of the City Council of the City of Huntington Beach to order at 4:30 o'clock P.M. Councilmen Present: Bartlett, McCracken, Kaufman Matney, Coen, reen Councilmen Absent: one CONSENT CALENDAR (ITEMS APPROVED) Following the reading by title of Resolutions contained therein, on ' motion by Bartlett, and carried unanimously, the following consent items were approved and adopted as recommended, by the following roll call vote: AYES: Councilmen: Shipley, Bartlett, McCracken, Kaufman, Matney, Coen, Green NOES: Councilmen: None ABSENT: Councilmen: None 14. REQUEST - H. B. FIREMAN'S BENEVOLENT ASSN. & H. B. PEACE OFFICERS ASSr Approved requests from the Huntington Beach Fireman,'s. Benevolent Associ- htion and Huntington Beach Peace Officers Association for formal accept- ance as "Formally Recognized Employee Organizations". On motion by Bartlett the regular meeting of the City Council of the City of Huntington Beach adjourned, at 12:30 A.M. to Monday, March 9, 1970 at 7:30 P.M. in the Council Chamber. Motion carried. Paul t. Jones City Clerk and ex-officio Clerk of the City Council of the City of Huntington Beach, California �= .--ATTEST: N. John V. V. Green Paul C. Jones Mayor City Clerk STATE OF CALIFORNIA ) County of Orange ) as: City of Huntington Beach ) I, PAUL C. JONES, the duly elected, qualified and acting City Clerk of the City of Huntington Beach, California, do hereby certify that the above and foregoing is a true and correct Statement of Action of the City Council of said City at their regular meeting held on the 2nd. day of March , 19 70 WITNESS my hand and seal of the said City of Huntingtor Beach this the 12thday of March , 1 - City Clerk and €k-officio Clerk of the City Council of the City of Huntington Beach, C*A ifornia BY: _ Deputy J`TTT.h Sc � t A i�,ori-Profit Corporation ARTICLE I Office The -Dri.nci-ole office of t'_r!e corooratioi_ in '-he State of California shell be located in the City a-`' =T,.i tingtor_ Bead , County of Orange. The 3oard of Directors ors have the power and authority to change said principle office from one location, to another in said City and Cou=lty. ARTICLE II I,iembers uectiola 1 . CLASSES OF 1 iiBERS: The earroratior shall have three classes of members. The designation of such classes arid tine qualifications and rights of the members shall - be as follows: - (a) Regular members. All active uniformed personnel of the Huntington Beach Fire Department shall be eligible to become regular members. (b) Associate members. Associate memberS are eligible to participate and shall have all benefits of the association except the right to vote. The followin members of the Huntington .Beach Fire Derartment ,~_!ay become =_ssociate ( 1 ) Reti_ed members of she Huntir_g to. 3ec=cn Fire Department shall be a lifetime associate iembershi-o. Page one ( 2) _,-, ood staLdin-, on a. icf�a,. -� •Z' ice.. s e- R � .. b- s, ' e �...- -r 1.l,u.iC' Q :�.��.:_�Ce ., �'11.�_1:.�C �."�I' ,ems JC_ut 1iiGi'l�2 :��? o- h o du'_'aui0n of such lea e, of ab<<:nce. (l) Jl� cY ii n mem:bers of the H vnti n�;ton =each sire Department ;- ith t ( 2 0} o� r.,ore years ovt- stand-in.- se-r:J1 cc may r"e, jra:nted associate -nee oership by an affirmative :rote of a ma"ority of the Board of Di_-rec tors. -ny such member who is refuseu associate membershi-p may an-f)eal 'o the ,i?embershi p of tie corporation. A two-tni -rds ( 2/-) affir::iative irote of the total membeTsLi-o of this eorpora.tion by written ballot or by si gr_ied -petition shall grant the aarlicant associate membe'rshi0- ( c) Honorary members. The Board of Directors T.ay deSicr�ate a, person an Honorary meP�er by a majority Vote. The -membership of the c=goration may desif,nate a person an Honorary member by a two-thirds ( 2/3) affirmative vote of the total membership or by signed petition. The Honorary uie:rbers shall have no rights under these by-larTs but may participate in certain functions as reouested by the Board of Directors. Section 2. TlEiMl NATIOli 0F he Board of Directors, by affirmative vote of a majority of the mer^bers of the board, may suspend or expel aerrber for cause of ter an a "_:ropriate hearing, and, by a majority vote of those present at any re ularly constituted meeting, r:a • terriinate the r2e_nbership of any member who becomes ineligible for me?nbership, or suspend or expel any member i=rho shall be in default in the payment of dues for the period fixed in firticl e VIII of these by-laws. Page Two (a) ate i:-n,ati`D A-ay momber w_a.y resi;-gr fi_ija,o, a ,:ritten resign-a ior- tsit _ the secretary, but such _C-S?aYaati011 wh' . not =Gv'e l^e `::eII?ber so resi,Jrl, o the obligation to pay a-n-y dues, asse:;s?=Tent s, or other char es theretofore accrued and unpaid. (b) Reinstatement, upon written request si-..ned by a forr:e.r member a-nd filed with the secretary, the Board of Directors, by the affi-mative vote- of a ma,jo r1 t yr Of the :ae":bers of the board, may ^e-instate - such former n.eYlber to memoershi?) un-Don Such terns as the Board of Directors may deem appropriate. ( c) _'ransfer. Membership in this corporation corporation s not transferable. ARTiCLL TTi Meeti rL! s of Momberti Section 1 . PLACE OF ?-1EETsI\TOS• N11 annual meetings cf members entitled to vote shall be held at the principle office of the Corporation and all other meetings of membe_^s- s hall be held either at the principle office or at any other place within dr out of the State of California which ma., be designated either by the Board of Directors pursuant to authority hereinafter gral_ted to said board, or by ,iritten consent of all members entitled to vote, rro are pre seat and consttute a quorum, given either before or after the meetings and filed with the Secretary of the Cor-ooration. Page Three Sec'-:_oii L. .C�.rNNU1�1 'ME W1 nrt a_lt i :^ r !�'� h zeal ,ee U__-i� e ,_e_-aors sii,?ll be held at One of tf F fire rouses i.i! the City QI DE3a n r t C O other(' uCh TJic^iCe as the -31Oar i C O.T.. Directors niajr direct on the first ?week :in the Il10ntP Of janL:ary be-inning, in the year 16,, (0, for Uhc purpose o electi directors and for "the transaction of such other bUS1n2SS as may CODE before t_nE EEtiLg. 1f the d'c.y fi fed _-or the annual meeting shall be a legal holiday in the State of Cali fora;a, such meeting shall be held on the next succeeding usiness day. if the election of directors shall not be held on the day designated herein for any arLnual meeting, or at any adjor--oment thereof, the Board of Directors shall cause the election to be held at a special ff.,eeting of the members as soon thereafter as conveniently ,iay be arranged. Section 3. REGULAR 3=EETI,GS: A regular Meeting shall be held the First two weeks of each :rionth of the calendar year. The Secretary shall cause to be printed and placed in each station a notice of the date of each meeting at least ten ( 10) days prior to the meeting. Section 4. SPECIAL Special meetings of t^e members for any purpose or purposes t•rhat ever r_ay 'be called at any time by the President, Vice-President, the 3oarr Of Directors, or not less than One-tenth ( 1J10) of u__ members having voting ri ght s. On receipt of a, pe t'itio-r� of one-tpa:ath ( 1/10) of the members the president i:*i.11 call a special meeting within two weeks. Any three director s _gay also instruct the president to call a special ,neetit-. Page Pour 3eCt=off_ 7- QU o`{Ui`'d. At least 3C�:eT1 ?r�'tln!7 membeI c :?u"t CC P, resent to constitute a quoru': at a regular a CL?C_ ? is not r_ese_!t at an; -meeting of rIlembers, a majority of the Er.-embers present r:Iajr aQ�Ori: the meeting _roP th e to time without fU2"'t er no lice. SeCtion C. VOT l_\G: At all, meetl!1-'s of members e ir e ry re`;ular meri!ber shall have the rio 1't of o"=e Vote. tone but re. Uiar 'iei1?Ders siia have the right to vote. t'illere dig eCtors O officers are to be elected by !ieT:lbers or any Class or C i a sses of members, such election may be conducted by mail in such mznner as the Board of .Directors shall determine. Sect_on 7. iNGEE'TING PROCEDURE: The regular meetings of me.-mbers shall be co,adacted according to the procedures outlined by the Board of Directors. Such procedures shall be made available to the officer conducting the meetir_ to enable an orderly and proper routine of transactin..g business. The officer in charge of the Yneeting shall have the po?.her to maintain discipline and direct the proceedings to insure the rapid and proper disposal of business. The chair shall have the ;power to table a motion for further study until the next -regular meeting. A vote of two-;,birds (2/-) in the affirmative of the membership present shall- be sufficient to prevent tabling a motion. ARTICLE IV Board of Directors Section 1. GENEPbA.L POWE�?S: Subject to the 1- mi Cations of the Articles of Incorporation, of trie By-Lairs, and s b4ect to the duties of Directors as prescribed by _age Five ny-Insrs, all corporation powers shall be exercised by or und�:,_,.- the authority of ti, u._1"=eSS and affairs of the Corporation shall be controlled by thie Board, of Dlrec for s', without prejudice to such general but subjcct to the same limitations. it is hereby expressly declared that -the Directors shall hive, but -not -ri.-c e s 2 a---i 1 y I, i M i t e d -to, the following powers: to conduct, mia:aage, and conti-ol the affairs and business of the Corporation, and to make suci-i -rules and --regulations thereof not inconsistant with the la7.-T, with the Articles of incorporatio.ri or the By-Laws, as t-,iey may dee'mn best. Directors , shall be imembers of the Corporation. Section 2. NUMBER A.1ulD QTU AL! FI VAT-11 01S3 OF DIRECT02S: The autiorized 'nu mbe-r of Directors of t.,-2e Corporation shall be seven (7) until changed by amendment of the Articles of Incorporation, or by a 3y-Law amending this Secticn2 of Irticle 1',! of these By-Laws. Only regular me--mbers shall be eligible to be elected as a Director. it shall take a tiro-thirds ( 2/.5) vote in the affirmative of the total membership to effect a By-Laws change to Section 2 of Article iV. Section 3. ELECTION AND TEIRK OF OFFICE: Directors shall be elected annually at each annual meetinE of the -.-,,iembers for a terr, of one ( 1 ) year beginning January I of that year. But if any euch annual _-meeting is not held or the Directors are not elected thereat, tile Directors may be elected at any special meeting of memiers held for that purpose. Page ,Si 1Ci1 Dir'GCtO] steal_ hold o�fiCe tc 1 the next annual _n of ??'ce:Iers alid until ._is IE_I:CCeSs r __c shall have Je;:;r C'?aI_iflet in t?1e eVeiiU tih t w D_recto'" is unable t,o hold his office for the ter:_ elected he shall be replaced by the President of the Cor- oration subject to approval of the Eoard of Directors for the unex-aired term. (� �_I, „ t n - of the S� t -� T,;TEi T ��GS: A r� Dula_ a gnu l ee z C J�V l: L. Board of Directors shall be held irltrout other notice than this B—Law, immediately of ter, and at the same place as , the annual meetin of mernbe ems. The card of Directors ; may provide by reso_ut oil the til me and place, either ,Titrin or grithout the State of California, for the holdin^ of additional regular of the board without other notice than such resolution. Section 5. ,SpECI_Z BETTI�uS: Special meetings of the Board of Directors may be called by or at the request of the _`resident or any three Directors. The person or-persons authorized to call special meetings of the board may fi any Mace, either within or witLlout the State, as the place for holding any special 7-meeting of the board called by them. Section 6. NOTICE: The notice of any special meeti_ig of the Board of Directors shall be giver_ at least five (5) days previously by irritten or oral notice. Any director may waive notice of any meeting. The attendance of a director at any meeting shall constitute a waive of suc'. notice of the r?eetl-nv, . except wheredirector attends a meeting for the express purpose of objecting to the Iran, action of a(iy business because a meeting is not lawfully called or convened. The business to be traizsacted at tl-_e- Page Severn need not be --rjeci f1 ea _n t1h,e not_,.cc or .;a1- er of notice of such mee tin-, unless specif'_caliy reoui_ ed by - _ or by these B---?-ja; S CtiGn 7. UO!�U :. _' %ctjG�'itjr of file BGald of ^eCiGi lha.11 constitute a Cuorumi for try, transaction. of bL'_Slz2e SS at— any Meeting of the board; but if less than a majority of Ac directors are -oresent at sucl_ meeting, a mia"ority of the directors present may ad jorn the meeting from- ti"tle to time .;-- uhout further notice. Section 8. 'iA.-NPE? OF ACTH r: The act of a r.,-ia jority of t}ie directors present- :.t a --,eetin—, at ??t=iC[? a QUG 't.'.': is preU�nt shall be �he act Gf the 'Board of Directors, unless the act of a greater dumber is required by law or by t1--1ese P-y--Laws. Section 9. BUSINESS AOEZI)A: The .Board of Directors shall establish tree a`enda of tine regular jlembershio -__ee.-- at the Board of Directors meeting prior to the regular meeti3az l�.o business shall be brought before the membership. at a regular meeting without being submitted to the Board of Directors one week prior to the meeting. ARTICLE V Officers Section 1. GEIvER_A.L: The officers of the corooration shall be a President, a First Vice-President, a Second Vice- President, a Secretary, a Treasurer, and two Directors. The Chairman may ap_Goint a Sergeantaa.t Arms for each, meet-ing. Page Eight T ` - i - i� D I�:, _rd :r 1."eCv.,_ ?�c;}' el+PCs Cru_i✓oirt SU.Ch Gther c=ficers, inc!u d_Jn,- of e or m,o)y.0 a,-_Si s tag t wecretar-2s and ore or ore a si stunt treasurers, ar." it shall dee-Ii desirable. Juc�_ officers to have, t'ie authority end perfor-m the duties jrescribed, fro. ti m)e to -i!Tie, . y the .Board of Di rectorS. i G person shall h o' d i-r-o "e II t_v an olle GffJLce. Section 2. ELE:,?'t Cf; AND TERM 3F OFFICE: The officers of .I1e corporation shall be elected ann-aally by the _board of Directors at &he re gulag annual meeting of the Board. •le e�ect_or_ o ' o-` cers steal, not be held at such n,eeting, such election shall be held as soon thereafter as con,,,+`eniently may be. iyPyr offices may be crea-Led and filled at any meeting of the Board of Directors. �ach officer shall hold office until Li successor shall have been duly elected and oualiPied. Section 7. RE-"OVA_L: ILay officer elected or appointed by tiie Board of Directors may be -' oved by Board of er: Directors whenever in its judgement the best interests of the Corporation ?•could be served thereby, but such removal shall be trithoat prejudice to the contact ri;hts, if a- n of the o f f i c e r so re :oved. section '4. TTACAv`C1E_S: A vacancy it any office because of death, eSi Jllati G2, re?liOVal, di�C :ali fi ca.tior, or other- e7i se, may be filled by 'he Board of D?re-tors for tine unexpired tern. Sect i o 1)2,ESTD" The President shall oe the Tic- acipal eTecutive officer of the Corporation and shall in general supervise and control all of the business and affairs of the Corporation. =Te snal I preside at all mee tin.os of the Page hT?ne members In the Board of Directors. lie _ may si rr- with the secretary og any other proper officer O_ the corporation authorized by the .i?OCc_'"'d of Directors, any deeds, TFo tggges v.�c1 3 bonds, contracts, or other instruments which the Board of Directors have authorized to be executed, except in, LGn ng and execution t_erecf shall be expressly dale'gated by the Board of Directcrs or by these. Py-Laws or by statute to some other officer or agent Of the corp- o ratioiq and in ,general he shall perform all duties as may be prescribed by the !'^Oc`t.r Of Directors from time to time. Section 6. FIRST VICE-PRESIDE'2: in. the absence of the President Or in event Of his i nabi_ i_ty Or refusa]_ to act, the First Vice-President shall perform the dutiez of the -','es- en 'hen s ,-, C'- l h -ve l �Q •�, and T!% O &C%1th:�, t1r^a.l_ dd.__ the ',JO�"'erS of and be subject to all the restrictions upon the president. Any ice-PreAdent shall perform such other duties as from time to time may be a.ss` Shed to him by the tresideY_t ar by the 3oard of Directors. Sectio-n 7. SECOND VICE-PRESIDEINT: In the absence of the President or First Vice-lees=dent or in event of their i.nc`llility Or refusal to act, the Second Vice- 'resident shall perform the duties Of the President, and vrlheri so acting, shall have all the pov:ers of and be subject to all the restrictions upon the President. e shall perform. such Other duties as from timetott'i riie may b"e 'assig ned to him by the President or First Vice-President, or 'by the 3oard of Directors. NaEe Ten ;.✓C A Th,�, 1_ee-r, t^e i2�i.utes O_ ,nte TCeeLin,Z s o_ t_'ie _,.c '7e•rj ...1(i: t'_`_3 _:Gard of .r_!i2'ecto i + _ __ _�c O r r"cC:�e ti o O_C:, pro"v�.C_C�_. F:'?-�• t i�at O?J.T'p:J ti C;� :�c E v h c.t i i -, ff y = hey, 'i Y r d}•..v -,.ri t-'! the p-,' S i sil o/1^ ...,.. _ _o l�__�'F:) arE �.L�1J V1.�� i ...r.'�'Cti 1:..•IC f: 1s__ V_1 __�.� l._ - O t :e�2 T-Ta''75' Or as EGu' by Iui^T; OE C'IStCCt 5 C tna 'vOrporate records and of ti-le seal. of the coroo rat on r, - r 3' se��l 1` ` � or s `� ri _r L 'all c_�Cl �Ee is__2i, tl_G--' � L! i.C� CO�'7 al;lOn 1 11 << 4` v0 ao C nt tl� n,-e i n r' c; ei f �. .,l.,.E_1�5, e __ CJfi,:i.0_"_ O :Cii ._ O�_ i. i;G..__ Of •Title C`v'ro- GrctioP_ under its seal is duly ai)thorized in accordal 'e i� h the r-ovision O-I- t -JeEe kec a register of t',2 iUost office addreess or each Member hici1 shall be shed to the secretar- by slic 2 -iiember; and 1 ri ,Erer:�.l- perform, ali. duties iiicidenta! to the office of SeCret3ry and such other duties as from ti>Eie to time -:ay pe ass_n._ned to aim by ttie president or by 'crie Board of Directors. i Section ?. 17Ji 'R: If egtlired by the Board Of Directors, t_.e 'treasurer shall give a bond for the faithful disc:.arc Of 1 is ditties 1,i such suim and with such surety or sureties as the Board of Directors snail determine. He shall :lave charge and custody of and be recoonsiale .for all funds and sec-.0rites of the "or-oora.tion; receive and give recaipts Ior moneys Clue and payable 'to th.e corporation from any source -e='latsoetier, and deoo sit all such noney s in tile nalt,.e of the corporation in such. bani.s, trust cotTkpanles, or other _^c-pOSitc^rleS as S:lall be selected in accorda-Ace ivit'L the 7rOVi si O?`_s of theSP. y -Lai'IS; and in $n2ral pei'forri &-1 the quties as from tiFIle to time may be assigned to hir by the President -or by the Board of Directors. Page eleven 10. ASS it,._ ,-_. T� '-r j T '_.1 -'`(`: --- CC� �J ,�,� T_l: :.0_' �S i:il� 1: J.L:�q_1�1 J�'J�i��' ����aJ: _ r ec%u•_1..:d by 'ti., Board lr Ti_l_ �'iU�'c �i L�'.., t_ $� �`v Y; .Z_r, _ �,✓ 'I.e B and o e � _ s � a__` e, sur.c ='all -117-c bolds fo, the fv.it h:- :1 discharge of c_^ei d .t eti suci1 sums and with suc=i sl?.-.^eti es as �'ic ?oard of Diri:G s,a _l «ct e rri,in. T'lie 1_ss:L tart `!reasurel s and Assi span Sec-_,,et«ries, in general, shall -perf'orI1 such dutieL as shall Ic ass_-Tned .Lo -them by ;the Sec etai-y, Treasurer or b_y the _resident or the Boa-_, of Direc�ors. Section 11 B 0 Y,Di !G: 11 I 1 officers of this Associapion shall be bonded, sitC11 Qc;2dln; to be paid for by the association. nBT1CI,E VI Books and t1ecords Tile Cor-ooration shell keep correct a--,id ccmp l cte books and -records of account and shall also --eep minutes o-' the proceedings o` its members, -Board of Directors, a,d committees having- any of the authority of the Board of Directors, and shall keep at the re',istered or principle office a record ?ivin� the names and addresses of ne' members entitled -to `Tote. Al 1 boo Cs and records of the corporations may be inspected by any member, or his agent or w V to,ney for any proper purpose at any reasonable time. Contracts. Checks; lJex;o itc, and Fi nds Section 1 . CONTRACTS: The Board of Directors ma- Y authorize any officer or office=s, agent or agents of the corporation, in addition to the officers so authorized by these By--.a-+.s, to enter into any contract or execute and de17.G2r any instrument in the na-me of and bel-alf of the corporation, and such authority may be general or confined .to specific instances. Bare Twelve r-_ -.C� _n r -t. i.::C(.•?O_'"= = vti_,vi�5. 1_;_>rTU, T,l . i�11 Ci1CC:�8, (7.r_t-^� , or 0­-"= rs iC?' ,he 7Ju4 of :t'oneyr, no vES, or oth.cr c-videl:ces :i_- t:ii:? tedlicSs 4Lszued In t:?e l=ame cI thie corpor-at_o i, S[la! be si fined uy such officer cr officer°s agent or age Tit S o f the i1ft, such T:aYinel as s-iali from time to time ve __,& erm=ned by resolutio'ni of Urge Board o_ DlrcC�'OrS. ir, the _ ,sence Of such tletermiill"_atioll y tYle 3ca.rd of DireCto s, such shall be signed by the treasure- or an assistl- t trea sure= and counter: igned by the president. or c vice-'Dresi derlt of the association. Section DEPOSITS: All funds of the association shill be deposited from time to time to the credit Of tt_e association Fr_. such banks, trust companies, or other depositaries as the Board of Directors may select. Sec c_On 4. Gl HTS: The Board of Directors may accept on behalf of the corporation any contribution, Sift, bequest or devise for the general purpo ses or for any special lul'pO SC- of the on. Section 5. DISBU_RS MEETS: The Trec'1o,_irer is authorized to I1.2ke payment for cards, fl�?te=^S, tgys, etc. , in case 01. hospitalized accident, sickness or deaths of a inen:ber of the i?n_Mediate .family of a member of this association. Such rurchases are not to exceed ten dollar' (a10. 00) per s_ t UNLESS `-UT'HORIZED by the B recut-4 ve Committee. Purchase of 't'le above listed items in the amount of/or excess of one hundred dollars (a 100.00) a tvTo--thirds (2/3) affirma-v_ve vote of the votes counted shall constitute passage of tvhe issue or item. The Board of Directors shall decide is a major issue or ite^?. Pare Thirteen vCT-,pr�7_v Scctior� L GFINTEIRAT,. T-he Board o Directors cause o be T;f-I :,tL.i a t cr umat- of : e objectives and 1v C . f each, of ,e. stc:.rlJi�ly' CO:::P1tueES. illi' ColLritittEEs S?1ai? be �l ded by tnes.e Gb cEct-- ves and rules in their deciS i o2iS �u oaid O rGCti/ S ilay frCll ti 1?e 0 i�e� _ i anieid, delete or add to take^SE rules as, they deem proper. ThE re Si iBnt Silall have the 'JO';er to establisa guide lines for t%?e special committees to operate. from. He may uroii oocas_Cn foirqulate new or d_s'Den Se Zt�i th old sta;�diil co in,1 ttees. -e _.a ppoiilt persons to sp tee: and coisl-iiittees. These co:nm4—'3tees shall be respoasi.s'ile to the 3oard of hectors for their actions or lace of a.Ctior,. -I- Section2. STk1v-iEC Oir T!' ES: Staildin Co_nr_.ittees sh all have a me ibers'_�1in of at least three oersolls. The President Shall. appoint the ckiai-rman of each committee and the committee cha.ir,'�:ar shall be resnonsIble for the nninutes of the co nnittee and the Droner disposal of business brought before the coE31ittee. -Each committee shall keen pinutes of each of thei_" i^ee tli ril,5 and a wr_tten r'Epo_"t shall be sent to -the Secretary of the association prior to the regular meetiiig,.S. 3efore the comirittee adjoins for the last regula^ aeeting, the cc 11.i flee shall cause to be written a reco:nd of their acc'ou,pli snmierits ang goals. The folloEvirig committees shall be __ o—,-y-2 as standing committees: I . ,'lays and deans 2. Auditing 3. .employee-—,-nployrer Relations 4. r-'elfar6 a. Public Relations and Co-ordinating �. �:o:llilatin� and i;_embership Page Foul—teen !_�. ti 0 :=.T T J �- E i a-1 C•m -i t - 'e s E'.._1 e ACC ii� l 3. J: a C C iil E _ p :�oint.ed by �r1E [rESlGaiil :11Q Oj;e '?tE 2V :l-s lE?.Su c _,.....^,ii CO r^._; : T 2 eshalll Ei mi.. a�es O each OLi ttleir Il Eetii <gs ?= E t _itteil 'ell•:�r, shall be sent to the Secretary of tn.e associl atio:t prior t0 u'ne re ,ulcer meetimSs. `! e coi.._ i tree chair_1an shall be _e S Q,1sl i1E for the cond;zc t and_ re su_ .:s of the act`oils o, the co:!nmittee. The chairi.:an shall also cause to be written a report of the accomplish.ment•s goels of the co_ mittee {prior to the final meeting. _lE fo7loTriing, but not li-mited to, Committees shall be ,rn0'.T_a as s-oeciai coilli_it-tees: 1 . Constitution and By-La,vs 2. Research Co-mmittee 3. Coil.Ecrei.cE 4. Other . iaiver of I'�oti ce nleilever any notice is required to be giveyi udder the -,')rovisiOns of the General Yon-Profit Corporatioi1' Law, Of Cali orida or under the Lrov:isions of the articles of incorporation or the By-La.s of the association, a wa.i.ver theme eof in writing signed by th.e person or persons enti fled tc such notice, fiZether before or after the tide stated therein, shall be deemed equivalent to the giving off such no rice. RT C!LL X_ me:cdment s to B.y--I,aws Section i . DIRECTORS: 'These By-La­Ts iiay be altered, amended or repealed and nevT By-Laws may be adopted by meeting of Page Fifteen -u-' ar r a--,-.y special �ne oiracto_rs -cr,nz�ontl at r -eet c n,�:, if at lea 1,10 ice s ­!_ _ U _L 'to ait-,ter, amend o--* receal or to adopt ne-K. at Secti-on 2. E, s,t,, p P p 2tLo-V L The By aws may also be � 1-tered, a-i-ner-ded, Di repealed mid i'I ljv- ,aw s acLo p veli br h4l J nnaior- h n--ri V t,r I n - e a-Motive of the voti -ng of the association. The TJloposed a%,-,ie-_-_,d-_!-.qerLt or new By-Laws shall b- posted on the bullet'----,I board -,D'L t aac�i otatio-n, for no less t�_r_-an two -ori-o- oc a scne, "*uled III e e ti Said not-1c2 Shall be voted upon. Votin,2.,-, czhall - be wri.tt en b allo t anvl ab s en 1-1 e e b allo tu s shal 1 1 be ac.3 ep tab-1 e fro-ni those -m-embers who for Food reason cannot be present. All votes shall be b-u- secret ballot. T-N _', TTITESS ),,FHEREOF, -,,,Te have hereunt-0 mabscribed our niaoes, tu"As 4 day of 1970. 17 g, KNOW AIL ME.--,,T BY THESE n.1h,at .tie undersigned. secretary,- of the association kxioiai as the Huntington Beac-1-1 F-irem-ens, Benevolent, Association does hereby certify that the above a_(I-d foregoing _B'y-La-,!Ts were duly adopted by the -n,_eTmbc_r-_ of said cornoration, as the By-Laws of said corporatiol:.L, on o allAy __9-he 11'9 day 1970, and that they do niow constitute U _L --- - the By-LaT,%Ts of said (orroratioxi. io TTEST: Secletary Pa,-,,-e Sixteen By�Llbk�S FIREIMNS BENEVOLENT ASSOCIATION OF HUNTINGTON BEACH, CALIFORNIA SUPPLEMENT SHEET EXCERPTS TAKEN FROM STATE OF CALIFORNIA CODE BOOK ON LADS R&N ATING TO FIRES AND FIREMIE N, U11T X1. MISCE-JaLANEOUS TART 2, CHAPTER 104 FIREMER90, POLICEMENOS OR PEACE OFFICERS BENEF TT AND RELIEF ASSOCIATIOM 11400, Firemenas, policemenao or peace officersO benefit and relief associations no,- existing, or which may be formed hereafter for the purpose of aiding their members or dependents of their members in ease of sickness, accident, distress or death, shall be subject to the provisions of this chapter. Wiile such an association operates strictly in accordance with this chapter, it shall not be sul,�jeot to any other provision.of. this code nor to any law of this State relating to Insurance, whether now existing or hereafter enacted, except when cx-- pressly designated therein, 11402<. Such association may be incorporated or unincorporated, but i.r^, ineorp)orated it shedl neither issue nor bo rauthorized to Issue shares of stook,. 11403 , The membership of each association shell consist solely of the Tol,lowing or any combination thereofi (a) Hembers of fire departments of municipal or public corp- orations or districts. (b) Persons who at the time of becoming members of such a,asociation were qualified, pursuant to subdivision (€a) 114-o. 4. Such association shall not pay, p}j omiee or ,agree to pay either directly or indirectly, any consideration of any nature for the solicitation or procuring of members or applications for membership., 11405. The trustees, directors or governing body of such association, by whatever name their office is known or designated, shall be elected by the membership of the association. 11406. Money or property directly or Indirectly contributed to such association by its members shall net be paid out as benefits to any persons other than its members, them dependents, or beneficiaries nominated in writing by them 11407 Such association shall be supported mainly by con- tributions :Prom its members, whether in the form of fees, dues, sasesamentw, or otherw1 se, and by donations made to It from time to time,. BY LAWS FIREMAANS BENEVOLENCE ASSOCIATION OF HUNTINGTON BEACH, CALIFORNIA ARTICLE 1. OFFICES SECTION 1. THE PRINCIPAL OFFICE. The Principal Office for the trans- action of the business of the orporation is hereby fixed and located at Fire Department Headquarters at 5th and Main St., Huntington Beach, County of Orange, State of California, The board of Directors is hereby granted full power and authority to change said principal office Pram one location to another in said City and County. Any changes shall be noted on the By-Laws by- the Secretary, opposite this section, or this section may be amended to state the new location. ARTICLE 2. MEETINGS OF MF&BERS SECTION 1. PLACE OF MEETINGS. All Annual Meetings of members en- titled to vote shall be held af the principal office of the Corporation and all other meetings of members shall be held either at the principal office or at any other place within or out of the State of California which may be designated either by the Board of Directors pursuant to authority hereinafter granted to said board, or by written consent of all members entitled to vote, given either before or after the meetings and filed with the Secretary of the Corporation. SECTION 2. ANNUAL MEETINGS. The Annual Meetings of the members shall be held on the first Mlonday of each year at 6530 O'clock P.M. of said day, provided however that should said day fall upon a legal holiday, then such meetings of members shall be held at the time and place on the next day thereafter ensuing which is not a legal holiday. Written notice of each annual meeting shall be given to each member entitled to vote. Notice of all such meetings shall be posted In each fire station five (5) days prior to such meetings and shall specify the place, the hour and the day of such meetings. SECTION 3. REGULAR MEETINGS. A regular meetingshall be held the first Monday of eac month of t e calendar year, and a monthly (regular meeting) to be held at such time and place designated by the Board of Directors within the first seven (7) days of each month. SECTION 4. SPECIAL MEETINGS. Special meetings of the members for any purpose or purposes whatever may be called at any time by the President, or by a Vice-President, or by the. Board of Directors. SECTION 5. ADJOURNED MEETINGS AND NOTICE THEREOF. Any member's meeting, annual or special meeting; whet er or no a quorum 1a present, may be adjourned from time to time by a vote of a majority of the .members present in person or represented by proxy thereat, but in the absence of a quorum, no other business may be transacted at any such meeting. When any members meetings, either annual or special, is adjourned for thirty (30) days or more, notice of the adjourned meeting shall be given as in the case of an original meeting. Same as aforesaid, it shall not be necessary to give any notice of an adjournment or of the business to be transacted at an adjourned meeting, other than by announcement at the meeting at which such adjourned meeting is taken. SECTION 6. VOTING. At all meetings of members every regular member shall have the right to one vote, and may vote in person or by proxy. None but regular members shall be entitled to vote. SECTION 7. UORU9�I. TYie presence in person or by proxy of a majority of the regular members shall constitute a quorum for the trans- action of business. ARTICLE 2. (CONTOD) SECTION ° PROXIE Every member shall have the right to vote or execute consent either in person or by an agent or agents authorized by a written proxy executed by such person or his duly authorized agent and filed with the Secretary of the corporation, provided that no such proxy shall. be valid after the e:q,)eration of eleven (11) monthe from the date of ;:ecut5.on; unless the member e.-eGutinJ it rspecifiee therein the length of the time for .which such proxy is to continue In force, which In no Case shall exceed seven (7) years from the date of it's execution. ARTICLE 3, DIRECTORS. SECTION 1. POWERS. Subject to the limitations of the Articles of Incorporation, of the b7y-Laws, and subject; to the duties of Directors as prescribed by the By-Laws, all corporate powers shall be exercised by or under the authority of; and the business and affairs of the Corporation shall be controlled by the Hoard oy Directors, without prejudice to such general powers, but subject to the same limitations. it is hereby ex- pressly declared that the Directors shill have the following pourers, to- wit; To conduct, massage, and control the affairs and business of the Corporation, and to make such rules and regulations thereof not in cos- sistant with the lair, with the Articles of Incorporation or the By-Laws, as they may deem beet. SECTION 2, NUMBER M41) QUPLIFICA'TIONS OF DIRECTORS. The authorized number of Dlrecto o oF IiE (T6�ar�d ation shall 'be seven (7) until changed by amendment of the Art:iclec of Incorporation, or by a By.-Lawo amending this section two (2) of Article three (3) of these By-1,a+Rso Only regular members shall be eligible to be elected and acting Directors. SECTION 3. ELECTION A.ND TEW4 OF OFFICE. Directors shall, be elected annually at such annual. meeting of the members for a term :of one .(1) year beginning January first (1) of each year, but; if any such annual., meeting is not hold or the Directors are not elected thereat, the Directors may, be elected at any special meeting of members hold for that purpose. he tern of office of all Dire°:tors who are elected at the annual mee*Ing held is December, or between the tame of the holding of such a.nnua.]_ meeting And e�anL141?'y first (.C.) of theSfJa.f,Gt7i:1c� can, lLlF�3.`. e^omaience on the .first (1) day of 'thc month im:TiC'dl Gr'�;.j +'rTl_�.:5xl. t� theit w.Jt.4'C�.3..oilo T 1 1 [1 n , •x f. n SEC1TOsi �; OIEt�Ali •l�:Ct3 PL LTIJNG. immediately following each annua-1 meeting of the tn6nlb x i, the Boar 1 of Directors shall bold a res ar meet- frig for the purpose of organization, election of officers, and the tra,na- action of other business. Notkee of such r?eelul. 's is hereby dispensed with. SECTION 5, OTHERR'EGUL&R, MEJM'1114G" Oahe;.,, regular meetings of' the de- Board of Directors shall be l to t ouchtime as the President; may de�- ignate, provided, should said dry fall on a legal holiday, then said mee Ling shall be held at the same time on the next dray thereafter en- suing afnicn ins -lot a legal holiday. Tloti c,: of all. tiuch regular meetings of the Board :;f Directora In herebl, d1opensed with. sTeCTSON 6. S.PFC'fP1, �9 a�;`J'�s3�'.ra, Special meetings oz 'the E'onad of Directors for vgg purpose3:, pa lFoseo shall be called at any time by the President, or if he Is absent, if he is :enable or refuses to Qc:t, by the First; or Second Vice-Pres:l.drant, or by any tiro Directors. SECTION 7a NOTTOE OF ADJ�,�UR14l�>1i�i`1'� N10tice of the time and place of. holding an adjourned meeting eeting reed nog:, be {,lven to -absent Dis?cctors if the time and place be fixed at the sneetin�; adjourned. SE,01:00 6. 1:Aill1Y OF t,C)'L t0,0 Whenever any Director has been absent frow any special. meeting 01, the 60ard of Directors, an eatry in the minutes to the effect that ails iotice has been d-0..y given sl 01 be con- elusive and ?.ncontrovertible cri.de, e that clue nolc,?.ce of such special meeting tao 1ven to suer D_',.rector, ao reguAreu lay las, arid: the By Lama; of the Corjporat s on. `ARTICLE 3. (COt{T°Dj• SECTION 9. WAIVER OF NOTICE, The transaction of any meetings of the .Board of Directors, awever called and noticed or whenever held, shall be valid as though had at s, meeting duly held after regular call and notice. If a quorum be present sign a written waiver of notice or consent to holding such meeting or an approval of the minutes thereof. All such waivers, consents or approvals shall be filed with the Corp- oration records or mare a pars; of the minutes of: the meeting. SECTION 10. QIOFL%1 4G A majority of the authorixstd number of Directors shall be necessary Go constitute a quorum for the transaction of business, except to adjourn as hereinafter provided. Ever;; act or decision done or made by a majority of the Directors present at a meeting duly held at which a quorum if present shall be regarded as the act of the Board of Directors. unless a greater number be required by law or by the Articles of Incorporation. SECTION 11. ADJOURNML-. A quorum of Directors may adjourn any Directors meeting to meet again at a stated clay and hour, provided how- ever, that in the absence of a quorum, a majority of the Directors present at any Directors meeting, either regular or special, may adjourn from time to time until the time fixed for the nett regular meeting of the Board. of Directors,, SECTION 12. FEES AND COMPENSATION. Directors shall not receive any salary or fee for tze� it services as Directors, ARTICLE 4. OFFI CER,S. SECTION 1. OsFI:C.'a1, q, The officers of the Corporation shall be.,a President, a Firs f Vive-:1'resident, a Second Vice-President, a Secretary, a Treasurer a.nil two (2) Directors. The above named off 1 rer.�s shall be Directors of the Corporation, The Corporation may also have, at the discretion of the Board of Directors of the Corporation, such other of- ficers as may be appointed in accordance wi t, tb.o prowl siasss o:i Section 5 of Article 4, Off Icers, other tha-1 the PresiOlen` . Fire' VS,cc-P resident. Second Fire-President, SecreTary, 'treasurer and two (2) Directors need not be Directors. No one person swill hold more i;l2��s2 os;e c.L Lue. The First Vice-President shall. be seleoted s'rom one division of the member- ship and the SLaoa d Vice--Piesident shr:.l be aelec'taed from the alternating division of the membership. SECTION 2.. ;ELECTION„ The of'f'icars of the Corporation, except such officers as may b9 appointed in accordance with the provisions of Section 3 or Section j of this Article 4, sshall be chosen annually by the Board. of Directors, and each shall hold office until he shall resign, or shah be removed or otherwise disqualified to serve, or his successor shall be elected and qualified. SECTION 3, SUBORDINATE OFF FICERS; ETC,. The Board. of Directors may appoint such other officers as the ' u9i32e3s of the Corporation may re- quire, each of whom shall hold of:.Icc for such peilod, hose such. ay.thority and perform such duties as are provided 1. the B,y�L:&wo or as the Be.ard o Directors may from time Co time d.atermine. SF,CTI:ON 4� REMOVAL AND 11 E5IGNATI ON, Any officer may be removed either with or �£�iChcsa cause�la r ir2a.J of the Lirector:s at the time A of.ice, :at..a y regular^. ob spt,ci.a1 ssc s tin; of the Board o1' Di_recGors_ or except in case of an o:�ficer chosen by the. Boni°d of Directors by any of'f'irer pursuant to such power or re mova:l. as may be conferred by the Board-of DA rectors., Any officer may resign at any time by giving wri.i;wen notice to the Board of Dire tors or to tl1.e President, or to. the 3ecretrary olf the Corporation. any :rush resignst.uni shall tsake of"sect nt the date of receipt of: such. notice or at any later time specified therein, and unless otherwise specified therein, the acceptance of such resignation shall not be necessary to mat. o it ezfeScL'2sc. SECTION uACA.A?Ga1;u, A =a'aGaT'1Gy in any office because Gf death, resignation, removal, c Lrsc�uz's.i.fica,tion or other tatroe shall be 'fUled in the manner prescribed in the. B r-Laws for regular appoiatments to such cfx'ice. ARTICLE 4. (CONTaD) SECTI0N 6. PRESIDENT. The President shall be Chief Executive Of- floer of the Corporatl3nn and-shall be subject to control of the business and officers of the Corporation. He shall preside at all meetings of the members, and at all meetings of the Board of Directors. He shall be.exi— officio, a member of all the standing committees, and shall have such other powers and duties as may,:;be irescribed by the Board of Directors or the By-Laws. SECTION 7, FIRST AND SECOND VICE-PRESIDENTS. In the absence or dis-r ability of .the Presi ME, . he +first or eoond �ice-President (the one to act to be' selected by a majority of the membership) shall perform all, t duties of the President, and when so acting, shall have all. powers and: pef<- form such other dutIeo as from time to time may be prescribed by the Boar4 of Directors, or the By-Laws. Either the First or Second Vice-President, or 'other member, whichever may be selected by'a majority of the Board of Directors. .,'A°j k?? r:'ZCYI Zla.x Au-r '10 rl¢.n...1r.r`�iar ahal' !'WSJ p o.o oauo; �o e a qoo of mirau'cay. a .she principax o:�':�ice or such o:her,piace as the Board of Directors may order, of all meetings cf Dirootors or members, with. the time, place of holding, whether special or regular, and if special, how authorized the notice given. The names of those present .at,Direetors Meetings, the number of members present or renrasented at members meetings and the proceedings thereof. The Secretary shall give or cause to be given, notice of all meetings. �SECTION:,9.:` TREASURER. The Treasurer shall keep and:maintaift or cause to be kept and anaintained, adequate and correct accounts of ache properties and business transactions of the Corporation. - The books of account shall be at all times open to inspection by any Director. The Treasurer shall collect or cause to be collected all monthly dues on the first (l) day of the month or as close to the first of the month as apm. plicable. The Treasurer shall deposit all monies and other valuables .in the name and to the credit of the Corporation with such depositaries as .:. may be designated by the Board of Directors. He ahall. disb--arse the funds of the Corporation as may be ordered by the Board of Directors, and shall render to the Board of Directors and President, whenever they request it,- an account of all this transactions and of the financial condition of the Corporation, and shall have such powers and perform such other duties as may be prescribed by .the Board of Directors or .the By-Lars. ARTICLE 5. COMMITTEES. SECTION 1. COMMITTEES. The folloreing committees shall be appointed by the Board of Dirootorsa (A) Ways and Means Committee, which shall consist of five (5) members including the President of the Corporation, who shall be Ex Offieio there- of. The Ways and Means Committee shall,' , subject to the approval of. the Board of Directors; plan and carry out money raising projects for the Corporation. (B) Membership Committee, which shall consist of five (5) members, . Including the President of the Corporation, who shall be Ex Officio there- of. The membership committee shall pass upon applications for nemberNip of regular and. honorary members. No person may be accepted into member- ship of the Corporation unless his application is approved by at least a majority of the Iliembership Committee, and reported by such Committee to the Board of Directors. (C)' Auditing Committee, which shall consist of three members to serve for a period of one year. Such com lt,cee shall examine the books and accounts of the Corporation and file a report with the Treasurer of the Corporation once a year. ARTICLE 6. PROCEDURE FOR MEETINGS. SECTION 1. PROCEDURE FOR REGULAR MEETINGS. The procedure for all meetings shall be asfollows: (1) Call to order. (2) Roll Call. 3) Reading of minutes of previous meeting. 4) Reading of Communications. 5) Reports of Committees. 6) Report of Standing Committees. 7 Bills against the Corporation. S) Report of Treasurer. 9 Unfinished business. 10) New business. 11) Welfare of the Association and open discussion. 12) Setting of time and place of next meeting. 13) Nomination, election or appointment of officers and committees. 1 ) Motion for adjournment. SECTION 2. PROCEDURE FOR MELTING OF BOARD OF DIREGTO.'3S. The pro- cedure for all Board of Directora raecGingo s al be the sa66 proc:;c�,:ra as that of the regular meetings. SECTION 3. RULES FOR ALL MEETINGS. 'The following rules shall apply to all meetings of the memberchip,�ward of Directors, and Comittees; The presiding officer shall preserve order and decide all questions of the order in accordance with RobertVs Rules of Order and Procedure. Every member .or officer_.when speaking. shal,l stand and address the presiding officer and confine to the question or issue under discussion. When two or more members arise: at -the same .time: for.-reciognition, the presiding: officer anall. name the one to spemlt first. The voting of the membership, or Board of Directors or committees shall be a verbal. "Yes" or "No" to the question or issue, unless upon the majority of the members present a written ballot is ordered. The result of such voting shall be entered upon the minutes of the Corporation by the Secretary. AMMENDMENTS 1 SECTION 1. POWERS OF MEMBERS. New By-Laws may be adopted or these BY*Laws may be amen ed or repealed by the vote of regular members en- titled to exercise a majority of the voting power of the Corporation or by written assent to such regular members, except as otherwise provided by law by the Articles of Incorporation. SECTION 2. POWERS OF DIRECTORS. Subject to the right of regular memis members entitled and provided for in Section 1. of this Amendment One (1) to adopt, amend or repeal. By-Laws other than a By-Law or Amendment thereof changing the authorized number of Directors, may be amended or repealed- by the Board of Directors. AMENDMENTS 11 SECTION 1. DUES. Dues shall be paid by all regular members in the amount currently set forth by the vote of the membership, and paid as voted by. the membership. SECTION 2, PENALTY FOR NON-PAYMENT OF DUES. Any regular member becoming six (6) months in arrears shall automatically relinquish his rights as a reCular member. SECTION 3. REINSTATEMENT. A delinquent member may be reinstated as a regular member upon request, provided said member reimburses the Association any delinquent dues or assessments he may have incurred during the delinquent period.