Sample Bylaws Template
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Any officer may resign at any time by giving written notice to the corporation. Any such resignation shall take
effect at the date of the receipt of such notice or at any later time specified therein. The acceptance of such
resignation shall be necessary to make it effective.
SECTION 5. VACANCIES. A vacancy of any office because of death, resignation, removal, disqualification, or
any other cause shall be filled in the manner prescribed by these bylaws for the regular election or appointment
to such office.
SECTION 6. CEO. The CEO shall be the chief executive officer and general manager of the corporation. The
CEO shall preside at all meetings of the shareholders and, in the absence of the Chairman of the Board at all
meetings of "the Board. The CEO has the general powers and duties of management usually vested in the chief
executive officer and the general manager of a corporation and such other powers and duties as may be
prescribed by the Board.
SECTION 7. PRESIDENT. In the absence or disability of the CEO, the President, shall perform all the duties of
the CEO, and when so acting shall have all the powers of, and be subject to all the restrictions upon the CEO.
The President shall have such other powers and perform such other duties as from time to time may be
prescribed for them respectively by the CEO or the Board.
SECTION 8. SECRETARY. The Secretary shall keep or cause to be kept, at the principal executive offices and
such other place as the Board may order, a book of minutes of all meetings of shareholders, the Board, and its
committees, with the time and place of holding, whether regular or special, and, if special, how authorized, the
notice thereof given, the names of those present at Board and committee meetings, the number of shares
present or represented at shareholders' meetings, and proceedings thereof. The Secretary shall keep, or cause
to be kept, a copy of the bylaws of the corporation at the principal executive office of the corporation.
The Secretary shall keep, or cause to be kept, at the principal executive office, a share register, or a duplicate
share register, showing the names of the shareholders and their addresses, the number and classes of shares
held by each, the number and date of certificates issued for the same, and the number and date of cancellation
of every certificate surrendered for cancellation.
The Secretary shall give, or cause to be given, notice of all the meetings of the shareholders and of the Board
and any committees thereof required by these bylaws or by law to be given, shall keep the seal of the
corporation in safe custody, and shall have such other powers and perform such other duties as may be
prescribed by the Board.
SECTION 9. TREASURER. The Treasurer is the chief financial officer (CFO of the corporation and shall keep
and maintain, or cause to be kept and maintained, adequate and correct accounts of the properties and
financial-transactions of the corporation, and shall send or cause to be sent to the shareholders of the
corporation such financial statements and reports as are by law or these bylaws required to be sent to them.
The Treasurer shall deposit all monies and other valuables in the name and to the credit of the corporation with
such depositories as may be designated by the Board. The Treasurer shall disburse the funds of the corporation
as may be ordered by the Board, shall render to the CEO and directors, whenever they request it, an account of
all transactions as Treasurer and of the financial conditions of the corporation, and shall have such other powers
and perform such other duties as may be prescribed by the Board.
SECTION 10. AGENTS. The CEO, President, the Secretary or Treasurer may appoint agents with power and
authority, as defined or limited in their appointment, for and on behalf of the corporation to execute and deliver,
and affix the seal of the corporation thereto, to bonds, undertakings, recognizance, consents of surety or other
written obligations in the nature thereof and any said officers may remove any such agent and revoke the power
and authority given to him.
ARTICLE V
OTHER PROVISIONS
SECTION 1. DIVIDENDS. The Board may from time to time declare, and the corporation may pay, dividends on
its outstanding shares in the manner and on the terms and conditions provided by law, subject to any
contractual restrictions on which the corporation is then subject.
SECTION 2. INSPECTION OF BY-LAWS. The Corporation shall keep in its Principal executive Office the
original or a copy of these bylaws as amended to date which shall be open to inspection to shareholders at all
reasonable times during office hours. If the Principal Executive Office of the corporation is outside the State of
Nevada and the Corporation has no principal business office in such State, it shall upon the written notice of any
shareholder furnish to such shareholder a copy of these bylaws as amended to date.
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