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Society of Saint Charles Borromeo (1900)

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§ 5. Participants (§ 2B) are all those who register as such and pay the dues stipulated in the bylaws. They have no part in the governance and assets of the Society and no vote at the members’ meeting, though they are permitted to attend the members’ meeting and participate in the deliberations.

§ 6. The appointment as an honorary member (§ 2 C) is done by the members’ meeting at the suggestion of the governing board. Honorary members do not pay dues.

§ 7. The Society is managed and represented in all matters by the executive board.

The executive board shall consist of five persons, namely, a chairman, a first and a second vice-chair, who represent him with the same powers, a secretary, and his deputy.

The members of the executive board are elected by the members’ assembly for a three-year term. Re-election is permissible.

§ 8. The executive board conducts the entire business of the Society by carrying out and acting in accordance with the decisions of the members’ assembly or the rules of procedure to be determined by it; its power of representation externally is unlimited, however.

To the extent that the executive board is hereafter entitled to hire officials (bookkeeper, treasurer, etc.), helpers, servants, and workers, it is not answerable to the Society for any possible fault by the individuals it hired.

§ 9. Should any member of the board depart during his term, a supplementary election for the remainder of the term shall take place at the next members’ meeting.

Until the first election or the assumption of office by those elected, the other members shall constitute the board.

§ 10. Declaratory acts by the board will be made in a manner that is valid and binding on the Society by the chairman or one of his vice-chairs and another member of the board.

§ 11. The areas of responsibility of the members’ assembly in which the right to vote cannot be exercised by a proxy include all matters of the Society, unless otherwise stated in these bylaws.

§ 12. The board determines the agenda for the members’ meeting.

The members’ meeting is called by the board at least once a year. In addition, the board can summon a general meeting as often as it deems necessary, and it must call one – within six weeks, at most – if at least ten members request it in writing and indicate the purpose and reason for it.

The invitation, which must include the agenda, is done via a special notification, which shall be sent to each member entitled to vote at least three days prior to the meeting. It is left to the board to summon meetings in other ways, as well, specifically through announcements in public papers.

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