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53 <br /> Section 8.07 Secretary. The Secretary shall keep accurate and complete records of all <br /> meetings of Members and Directors, including minutes of the meetings, all resolutions adopted and <br /> all consents to actions without a meeting. The Secretary shall have authority to give all notices <br /> required by law or these Bylaws. The Secretary shall be custodian of the corporate books, records, <br /> contracts and other documents. The Secretary may affix the corporate seal to any lawfully executed <br /> documents requiring it and shall sign such instruments as may require his signature. The Secretary <br /> shall have whatever addition duties and powers as may from time to time be assigned or delegated <br /> to him or her by the Board of Directors or which are incident to the office of the secretary of a <br /> corporation organized under the North Carolina Planned Community Act and/or the North Carolina <br /> Nonprofit Corporation Act,as applicable. <br /> Section 8.08 Treasurer. The Treasurer shall have custody of all funds and securities <br /> belonging to the Corporation and shall receive, deposit or disburse them under the direction of the <br /> Board of Directors. The Treasurer shall keep full and true accounts of all receipts and <br /> disbursements and shall make reports to the Board of Directors and President upon request. The <br /> Treasurer shall perform all duties as may be assigned to him or her from time to time by the Board <br /> of Directors. The Treasurer shall prepare or cause to be prepared all required financial statements, <br /> tax returns and budgets. If the Corporation employs an accountant, attorney or other agent, the <br /> duties may be delegated to the agent. However, the Treasurer shall remain responsible for <br /> supervising the agent. The Treasurer shall have whatever addition duties and powers as may from <br /> time to time be assigned or delegated to him or her by the Board of Directors or which are incident <br /> to the office of the treasurer of a corporation organized under the North Carolina Planned <br /> Community Act and/or the North Carolina Nonprofit Corporation Act,as applicable. <br /> Section 8.09 Assistant Secretary and Assistant Treasurer. The Assistant Secretary and <br /> Assistant Treasurer shall, in the absence or disability of the Secretary of the Treasurer,respectively, <br /> have the duties and powers of those offices. They shall, in general, perform any other duties <br /> assigned to them by the Board of Directors. Specifically, the Assistant Secretary may affix the <br /> corporate seal to all necessary documents and attest the signature of any Officer. <br /> Section 8.10 Bonds. The Board of Directors may require any or all of the Officers, <br /> agents or employees of the Corporation to give bonds to the Corporation, with sufficient surety, <br /> conditioned on the faithful performance of the duties of their respective offices or positions. <br /> ARTICLE IX <br /> PROHIBITION AGAINST SHARING IN CORPORATE EARNINGS <br /> Section 9.01 Prohibition. No Director, Officer, Member, employee, agent, committee <br /> member, Person connected with the Corporation or other Person shall receive at any time any of the <br /> net earnings or pecuniary profit from the operations of, or any other distribution from, the <br /> Corporation; provided, however, that any such Person may receive payment of reasonable <br /> compensation for services rendered to or for the Corporation in effecting any of its purposes as shall <br /> be fixed by the Board of Directors, or a distribution of the assets of the Corporation upon the <br /> dissolution or winding up of the affairs of the Corporation, whether voluntary or involuntary,to the <br /> extent such distribution is mandated or permitted by the North Carolina Planned Community Act <br /> and/or the North Carolina Nonprofit Corporation Act,as applicable. <br /> 43 <br />