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| bylaws [2025/07/08 23:06] – ops_mgr | bylaws [2025/07/08 23:22] (current) – added Section 10 - Right of Observation ops_mgr | ||
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| ==== Section 11 - Financial Control Officer ==== | ==== Section 11 - Financial Control Officer ==== | ||
| - | // | + | // |
| + | //(Amended November 14th 2024; “and beneficial owner” stricken)// | ||
| - | The Financial Control Officer is a non-director officer of the Corporation appointed by the Board that shall oversee the implementation and maintenance of financial controls and accounting | + | The Financial Control Officer is a non-director officer of the Corporation appointed by the Board that shall oversee the implementation and maintenance of financial controls and accounting |
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| + | shall help train, educate, and advise financial officers; shall schedule quarterly finance committee meetings with all financial officers; shall alert relevant parties of any potentially fraudulent activities and ensure appropriate follow-up; shall be a signer on all CHEA accounts at both the house and Board level; shall create and destroy bank accounts as required by the houses and Board; shall create, destroy, and manage CHEA accounts only when authorized by the Board; shall facilitate payments only in the event that the Board or a house is otherwise unable, and only under the direct valid authorization of such; shall not be an employee of the Corporation, | ||
| - | shall help train, educate, and advise financial officers; shall schedule quarterly finance committee meetings with all financial officers; shall alert relevant parties of any potentially fraudulent activities and ensure appropriate follow-up; shall be a signor and beneficial owner on all CHEA accounts at both the house and Board level; shall create and destroy bank accounts as required by the houses and Board; shall create, destroy, and manage CHEA accounts only when authorized by the Board; shall facilitate payments only in the event that the Board or a house is otherwise unable, and only under the direct valid authorization of such; shall not be an employee of the Corporation, | ||
| ===== Article VI - Committees of the Board ===== | ===== Article VI - Committees of the Board ===== | ||
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| No director or officer of the organization shall be disqualified from holding any office in the organization by reason of any interest in any concern. A director or officer of the organization shall not be disqualified from dealing, either as vendor, purchaser or otherwise, or contracting or entering into any other transaction with the organization or with any entity of which the organization is an affiliate. No transaction of the organization shall be voidable by reason of the fact that any director or officer of the organization has an interest in the concern with which such transaction is entered into, provided: | No director or officer of the organization shall be disqualified from holding any office in the organization by reason of any interest in any concern. A director or officer of the organization shall not be disqualified from dealing, either as vendor, purchaser or otherwise, or contracting or entering into any other transaction with the organization or with any entity of which the organization is an affiliate. No transaction of the organization shall be voidable by reason of the fact that any director or officer of the organization has an interest in the concern with which such transaction is entered into, provided: | ||
| - | The interest of such officer or director is fully disclosed to the board of directors. Such transaction is duly approved by the board of directors not so interested or connected as being in the best interests of the organization. Payments to the interested officer or director are reasonable and do not exceed fair market value. No interested officer or director may vote or lobby on the matter or be counted in determining the existence of a quorum at the meeting at which such transaction may be authorized. | + | the interest of such officer or director is fully disclosed to the board of directors. Such transaction is duly approved by the board of directors not so interested or connected as being in the best interests of the organization. Payments to the interested officer or director are reasonable and do not exceed fair market value. No interested officer or director may vote or lobby on the matter or be counted in determining the existence of a quorum at the meeting at which such transaction may be authorized. |
| ==== Section 9 - Grant Policy ==== | ==== Section 9 - Grant Policy ==== | ||
| Any grant applications made on behalf of CHEA or one of its member houses must have board approval, subject to any policies and procedures of the board. Members of the houses are encouraged to work with the board and staff on grant applications. | Any grant applications made on behalf of CHEA or one of its member houses must have board approval, subject to any policies and procedures of the board. Members of the houses are encouraged to work with the board and staff on grant applications. | ||
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| + | ==== Section 10 - Right of Observation ==== | ||
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| + | //(Amended November 14th 2024; added in full)// | ||
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| + | The CHEA Board, its Employees, Directors, and Officers shall have and maintain the right and ability to attend and observe any and all regular business meetings of the Houses or any other such meeting pertaining to the operating of any segment of CHEA's business as they individually deem necessary. This right does not extend to any person in such a case where the membership, officership, | ||
| ===== Article IX - Dissolution ===== | ===== Article IX - Dissolution ===== | ||