Article XIII Miscellaneous

  1. Corporate Seal. The Board shall provide a corporate-seal which shall be in the form of a circle and shall have inscribed thereon the name of the Corporation, the date of incorporation and “State of California.”
  2. Amendment of Bylaws. These Bylaws may only be adopted, amended or repealed by the affirmative vote of a majority of the membership votes represented and voting at a duly held meeting at which a quorum is present or by written ballot conducted in accordance with Article IV, Section 5 hereof.
  3. Annual Statement of General Information. As and when required by Section 8210 of the California Nonprofit Corporation Law, the Corporation shall file with the Secretary of State of the State of California, on the prescribed form, a statement setting forth the authorized number of directors, the names and complete business or resident addresses of all incumbent directors, the names and complete business or residence addresses of the President, Secretary and Chief Financial Officer, the street address of its principal office in this state, together with a designation of the agent of the Corporation for the purpose of service of process.
  4. Construction and Definitions. Unless the context requires otherwise or a term is specifically defined herein, the general provisions, rules of construction, and definitions in the California Nonprofit Mutual Benefit Corporation Law shall govern the construction of these Bylaws. Without limiting the generality of the foregoing, the masculine gender includes the feminine and neuter, and singular number includes the plural and the plural number includes the singular as the context so requires.
  5. Term Completion Allowance. Notwithstanding any other section of these by-laws, a committee member, committee chairman, director or officer of this Association may complete his or her term of position or office to which he or she was elected or appointed regardless of the active membership status of the person, partnership, association, corporation or other organization that qualified him or her to serve in the position to which he or she was elected or appointed provided he or she remains in the employ of a funeral establishment licensed in the state of California. The Board of Directors may remove such member, chairman, director or officer without cause upon an affirmative vote of two thirds (2/3) of the directors present at any duly held Board meeting. The annual dues to be paid by such individual for the duration of his or her term will be determined by the Board.