Article 12—Duties of Officers

12.01

The President shall be the chief executive officer of the Corporation. The President shall preside at all meetings of the Corporation and of the Board. The President shall have the general and active management of the affairs of the Corporation and shall see that all orders and resolutions of the Board are carried into effect.

12.02

In the absence or disability of the President, the Vice-President shall temporarily assume the duties and exercise the powers of the President and the Vice-President shall perform such duties and exercise such powers, and shall in any event perform such other duties as shall from time to time be determined by the Board.

12.03

The Treasurer shall:

 

12.03.01

have the custody of the funds and securities of the Corporation;

 

12.03.02

keep full and accurate accounts of all assets, liabilities, receipts and disbursements of the Corporation in the books belonging to the Corporation;

 

12.03.03

deposit all monies, securities and other valuable effects in the name and to the credit of the Corporation in such chartered bank of trust company, or, in the case of securities, in such registered dealer in securities, all as may be designated by the Board from time to time;

 

12.03.04

disburse the funds of the Corporation as may be directed by the Board from time to time, and shall take proper vouchers for such disbursements;

 

12.03.05

render to the President and Directors at the regular meetings of the Board, or whenever they may require it, an accounting of all of the transactions and a statement of the financial position of the Corporation;

 

12.03.06

where possible, reside in close proximity to the President or Secretary to facilitate the co-signing of cheques; and

 

12.03.07

perform such other duties as may from time to time be directed by the Board.

12.04

The Secretary may be empowered by the Board, upon resolution to carry out the affairs of the Corporation generally under the supervision of the Officers thereof, and further, shall:

 

12.04.01

attend all meetings and act as clerk thereof and record all votes and minutes of all proceedings conducted thereat in the books to be kept for that purpose;

 

12.04.02

give or cause to be given notice of all meetings of the Members and of the Board;

 

12.04.03

be custodian of the seal of the Corporation and shall apply same or deliver same only when authorized by a resolution of the Board so to do and with respect to the latter, only to such person or persons as may be named in the resolution; and

 

12.04.04

perform such other duties as may be prescribed by the Board or the President.

12.05

The duties of all other Officers of the Corporation shall be such as the terms of their engagement call for or as the Board requires of them.