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."
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amended or repealed by the affirmative vote of a majority of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.
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.
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.
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.
