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108 <br /> (h) elect a successor Director to fill the vacancy of any Director removed by the <br /> Members or declared vacant by the Board of Directors; <br /> (i) establish such committees as it may deem appropriate;and <br /> 0) exercise for the Corporation any and all other powers, duties and authority vested <br /> in,conferred upon or delegated to the Corporation pursuant to the North Carolina Planned Community Act,the <br /> North Carolina Nonprofit Corporation Act,the Declaration,the Articles of Incorporation and/or these Bylaws, <br /> as applicable, and not expressly reserved to the Members by the North Carolina Planned Community Act,the <br /> North Carolina Corporation Act, the Declaration, the Articles of Incorporation and/or these Bylaws, the <br /> Declaration,as applicable. <br /> Section 7.02 Duties. It shall be the duty of the Board of Directors to: <br /> (a) cause to be kept a complete record of all its acts and corporate affairs and to present <br /> a statement thereof to the Members at the annual meeting of the Members,or at any special meeting which such <br /> statement is requested in writing any Member; <br /> (b) supervise all Officers, agents and employees of the Corporation, and to see that <br /> their duties are properly performed; <br /> (c) issue,or to cause an appropriate Officer to issue,upon demand by any Member, a <br /> certificate setting forth whether any Annual Assessment, Special Assessment or other Charge required to be <br /> paid by any Member has been paid. Such certificate shall be conclusive evidence of such payment; <br /> (d) cause all Officers or employees having fiscal responsibilities to be bonded, as it <br /> may deem appropriate; <br /> (e) cause any property of the Corporation to be properly maintained and insured; <br /> (f) cause any and all necessary registrations, licenses and permits to be obtained and <br /> maintained by the Corporation; <br /> (g) submit a proposed annual budget, including any proposed Common Expenses, to <br /> the Members for their consideration and approval at the annual meeting of the Members; <br /> (h) submit a proposed special assessment or other charge and justification therefore to <br /> the Members for their consideration and approval when and as the Board of Directors may deem necessary; <br /> (i) pay any license fees or governmental charges levied or imposed against any <br /> property of the Corporation;and <br /> 0) perform such other duties as are imposed by the North Carolina Planned <br /> Community Act,the North Carolina Nonprofit Corporation Act,the Declaration,the Articles of Incorporation <br /> and/or these Bylaws,as applicable. <br /> ARTICLE VHI <br /> OFFICERS <br /> Section 8.01 Number. The Officers of the Corporation shall consist of a President, one (1) or <br /> more Vice Presidents as designated by the Board of Directors, a Secretary, a Treasurer and one (1) or more <br /> Assistant Secretaries and Treasurers as designated by the Board of Directors. The Corporation shall not be <br /> required to have at any time any Officers other than a President, Secretary and Treasurer. Any two(2)or more <br /> offices may be held by the same person,except the offices of President and Secretary. Any natural person shall <br /> be eligible for election or appointment as an Officer. <br /> 33 <br />