4-3-24 PB Agenda Packet - Laserfiche WebLink

Browse Search

110 Section 8.10 Bonds. The Board of Directors may require any or all of the Officers, agents or employees of the Corporation to give bonds to the Corporation, with sufficient surety, conditioned on the faithful performance of the duties of their respective offices or positions. ARTICLE IX PROHIBITION AGAINST SHARING IN CORPORATE EARNINGS Section 9.01 Prohibition. No Director, Officer, Member, employee, agent, committee member, Person connected with the Corporation or other Person shall receive at any time any of the net earnings or pecuniary profit from the operations of,or any other distribution from,the Corporation;provided,however,that any such Person may receive payment of reasonable compensation for services rendered to or for the Corporation in effecting any of its purposes as shall be fixed by the Board of Directors,or a distribution of the assets of the Corporation upon the dissolution or winding up of the affairs of the Corporation, whether voluntary or involuntary,to the extent such distribution is mandated or permitted by the North Carolina Planned Community Act and/or the North Carolina Nonprofit Corporation Act,as applicable. ARTICLE X PROHIBITED ACTIVITIES Section 10.01 Prohibition. Notwithstanding any other provision of these Bylaws to the contrary, no Director, Officer,Member, employee,agent,committee member or other representative of the Corporation shall take any action or carry on any activity by or on behalf of the Corporation not permitted to be taken or carried on by the Corporation pursuant to the North Carolina Planned Community Act and/or the North Carolina Nonprofit Corporation Act,as applicable. ARTICLE XI MISCELLANEOUS Section 11.01 Fiscal Year. The fiscal year of the Corporation shall begin on or the first(1st)day of January and end on the thirty-first(31 st)day of December of each calendar year. Section 11.02 Seal. The corporate seal of the Corporation shall be in circular form having within its circumstance the words:Williams Glen Homeowners Association,Inc.Corporate Seal. Section 11.03 Inspection of Books and Records. All accounts, books and records of the Corporation shall be open to inspection by the Members during normal business hours subject to such reasonable rules as the Board of Directors may establish. Section 11.04 Indemnification. Each Director and Officer shall be indemnified by the Corporation against those expenses which are allowed by the laws of North Carolina and which are reasonably incurred in connection with any action,suit or proceeding,whether completed,pending or threatened,in which such Person may be involved by reason of his or he being or having been a Director and/or an Officer. Indemnification shall be made only in accordance with the laws of the State of North Carolina. The Corporation may purchase and maintain insurance on behalf of any such Directors and/or Officers against any liabilities asserted against them whether or not the Corporation would have the power to indemnify the Directors and/or Officers against the liability under the laws of the State of North Carolina. If any expense or other amounts are paid by way of indemnification,other than by court order,by action of the Members or by an insurance carrier,the Corporation shall provide notice of such payment to the Members in accordance with the laws of the State of North Carolina. Section 11.05 Waiver of Notice. Whenever any notice is required to be given to any Member or Director,a waiver signed by the Member or Director entitled to such notice,whether before or after the meeting to which the waiver pertains,shall be deemed equivalent to proper notice. Attendance at a meeting,whether in person or by proxy, shall be a waiver of notice of the time and place unless specific objection to improper notice is made when the meeting is called to order. Attendance shall also be a waiver as to all business transacted unless specific objection is made before the objectionable business is put to vote. 35