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Bylaws
ARTICLE XIII
GENERAL
Section 1. Office.
The office of the Corporation shall be at such place in the District
of Columbia as the Board of Directors may determine.
Section 2. Books and Records.
There shall be kept at the office of the Corporation: (1) correct
and complete books and records of account; (2) minutes of the proceedings
of the Board of Directors, the Executive Committee, the Governing Board,
and the Alumni Committee; (3) a current list of the directors and officers
of the Corporation and their residence addresses; (4) a copy of these
by-laws; (5) a copy of the Corporation's application for recognition of
exemption with the Internal Revenue Service; and (6) copies of the past
three years' information returns to the Internal Revenue Service.
Section 3. Seal.
The corporate seal shall be in the form of a circle and shall have
inscribed thereon the following: National Association of Environmental
Law Societies, 2001, Washington, D.C. Not-for-Profit Corporation.
Section 4. Interested Directors and Officers.
No contract or other transaction between the Corporation and one or
more of its directors or officers, or between the Corporation and any
other corporation, firm, association or other entity in which one or more
of its directors or officers are directors or officers, or have a substantial
financial interest, shall be either void or voidable for this reason alone
or by reason alone that such director or directors or officer or officers
are present at the meeting of the Board of Directors, or of a committee
thereof, which authorizes such contract or transaction, or that his or
their votes are counted for such purpose, if the material facts as to
such director's or officer's interest in such contract or transaction
and as to any such common directorship, officership or financial interest
are disclosed in good faith or known to the Board or committee, and the
Board or committee authorizes such contract or transaction by a vote sufficient
for such purpose without counting the vote or votes of such interested
director or officers.
Common or interested directors may be counted in determining
the presence of a quorum at a meeting of the Board of Directors or committee
which authorizes such contract or transaction.
Section 5. Loans to Directors and Officers.
No loans shall be made by the Corporation to its directors or officers,
or to any other corporation, firm, association or other entity in which
one or more of its directors or officers are directors or officers or
hold a substantial financial interest except as allowed by law.
Section 6. Fiscal Year.
The fiscal year of the Corporation shall commence July 1 in each calendar
year and end on June 30.
Articles: I
- II - III - IV
- V - VI - VII
- VIII - IX -
X - XI - XII - XIII
- XIV - XV
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