SCOUG OS/2 For You - February 1998

Let's get serious about the elections coming up in March. The board of directors is the guiding force for SCOUG not only as a user group, but also as a corporation. And, there are a lot of responsibilities that go along with it. The board of directors is charged with carrying out SCOUG's goals, and the officer positions have more explicit requirements.

Quoting from SCOUG's Bylaws, here's what is legally mandated for the board.

SCOUG's OBJECTIVES AND PURPOSES: to support users of the OS/2 computer operating system, its derivatives and successors. Such activities include education, experimentation, and services for SCOUG members and the community at large. SCOUG encourages professionalism and technical competence.

DUTIES OF PRESIDENT: The President shall be the chief executive officer of the corporation and shall, subject to the control of the Board of Directors, supervise and control the affairs of the corporation and the activities of the officers. He or she shall perform all duties incident to his or her office and such other duties as may be required by law, by the Articles of Incorporation of this corporation, or by these Bylaws, or which may be prescribed from time to time by the Board of Directors. He or she shall preside at all meetings of the Board of Directors and at the business portion of all meetings of the members. He or she shall conduct the meetings in accordance with the bylaws.

DUTIES OF VICE PRESIDENT: In the absence of the President, or in the event of his or her inability or refusal to act, the Vice President shall perform all the duties of the President, and when so acting shall have all the powers of, and be subject to all the restrictions on, the President. The Vice President shall have other powers and perform such other duties as may be prescribed by law, by the Articles of Incorporation, or by these Bylaws, or as may be prescribed by the Board of Directors.

DUTIES OF SECRETARY: The Secretary shall:
Certify and keep at the principal office of the corporation the original, or a copy of these Bylaws as amended or otherwise altered to date.
Keep at the principal office of the corporation or at such other place as the board may determine, a book of minutes of all meetings of the directors, and, if applicable, meetings of committees of directors and of members, recording therein the time and place of holding, whether regular or special, how called, how notice thereof was given, the names of those present or represented at the meeting, and the proceedings thereof.
See that all notices are duly given in accordance with the provisions of these Bylaws or as required by law. Be custodian of the records of the corporation.
Handle all official SCOUG correspondence.
Assemble agendas for both member meetings and Board of Director meetings.
Keep at the principal office of the corporation the master copy of the membership list containing the name and address of each member, and, in the case where any membership has been terminated, such fact shall be recorded in the membership list together with the date on which such membership ceased.
Exhibit at all reasonable times to any director of the corporation, or to his or her agent or attorney, on request therefor, the Bylaws, the membership list, and the minutes of the proceedings of the directors of the corporation. In general, perform all duties incident to the office of Secretary and such other duties as may be required by law, by the Articles of Incorporation of this corporation, or by these Bylaws, or which may be assigned to him or her from time to time by the Board of Directors.

DUTIES OF TREASURER: Subject to the provisions of these Bylaws relating to the "Execution of Instruments, Deposits and Funds," the Treasurer shall:
Have charge and custody of, and be responsible for, all funds and securities of the corporation, and deposit all such funds in the name of the corporation in such banks, trust companies, or other depositories as shall be selected by the Board of Directors.
Have responsibility for receipt of, and giving receipt for, monies due and payable to the corporation from any source whatsoever.
Disburse, or cause to be disbursed, the funds of the corporation as may be directed by the Board of Directors, taking proper vouchers for such disbursements, in accordance with Article 6 of these bylaws.
Keep and maintain adequate and correct accounts of the corporation's properties and business transactions, including accounts of its assets, liabilities, receipts, disbursements, gains and losses.
Exhibit at all reasonable times the books of account and financial records to any director of the corporation, or to his or her agent or attorney, on request therefor.
Render to the directors, whenever requested, an account of any or all of his or her transactions as Treasurer and of the financial condition of the corporation.
Prepare, or cause to be prepared, and certify, or cause to be certified, the financial statements to be included in any required reports.
In general, perform all duties incident to the office of Treasurer and such other duties as may be required by law, by the Articles of Incorporation of the corporation, or by these Bylaws, or which may be assigned to him or her from time to time by the Board of Directors.

SCOUG is a trademark of the Southern California OS/2 User Group.
OS/2, Workplace Shell, and IBM are registered trademarks of International Business Machines Corporation.
All other trademarks remain the property of their respective owners.