By-Laws of SkillsUSA Massachusetts, Incorporated 2024–2025 SkillsUSA Massachusetts Advisors’ Handbook Chapter 2: SkillsUSA Massachusetts Administration • 24 ARTICLE VII Officers Section 1: The officers of the Corporation shall consist of: --Board President --Board Vice President --Board Secretary --Corporate Treasurer --Executive Director (ex-officio) a. At the Board annual organizing meeting, the Presi- dent, a Vice President and a Secretary shall be elected from the Board’s membership for a three-year term, and may seek reelection. b. The President can serve for up to three consecutive terms and may be considered for reelection after leaving the positionfor at least one year. c. The Board of Directors, at its discretion, will appoint or employ an Executive Director and a treasurer and may approve an attorney, as needed. d. Ex-officio, non-voting members may not hold an office. Section 2: The Board President shall exercise general super- vision over the affairs of the Corporation pursuant to the policies and directives of the Board of Directors and shall have all powers and duties inherent to the office of president, including the power and duty of presiding over the meetings of the corporation and the Board of Directors. Section 3: The Board Vice President, in the absence or disability of the president, shall exercise all the duties and powers of the president in the management of the affairs of the corporation and, at all other times, shall have such duties as may be delegated to him/her by the Board of Directors. Section 4: The Board Secretary shall be charged with the care and keeping of the corporate records and minutes and shall exercise all duties inherent to the office of secretary. Section 5: The Executive Director shall be the Executive Director of the Corporation, with full authority to conduct its affairs under the general supervision of the President and the Board of Directors. The Executive Director shall sign all instruments in the name of and under the seal of the Corpo- ration, shall attend all meetings of the Board of Directors, shall give notice of all meetings of the Corporation and the Board of Directors, and shall perform all such other duties as may be assigned to him/her by the Board of Directors. ARTICLE VIII Protection of Funds Section 1: The Corporate Treasurer and, if required by the Board of Directors, any other officer or employee, shall furnish a bond in such form and with one or more sureties satisfactory to the Board of Directors for the faithful perfor- mance of the duties of his/her office. The Corporation shall bear the cost of any such bond(s). Section 2: The Executive Director shall have the care and custody of the funds, securities, properties, and other assets of the Corporation, shall oversee the accurate books of account under direct supervision of the Corporate Trea- surer, and shall perform such other duties as the Board of Directors or the Corporate Treasurer may delegate. Section 3: By every October 15th the Executive Director, under signature of the Corporate Treasurer will complete and submit the State Association Annual Reporting form for the Internal Revenue Service (Form 990, Group Return) to SkillsUSAInc. The board shall also make all other reports required by law. A copy of the results of the annual reportsub- mitted to SkillsUSA, Inc.shall be available for the inspection by interested persons at the principal office of the organi- zation and at such other suitable place as the board may designate from time to time. Section 4: The funds of the Corporation shall be subject to the draft of the Treasurer, the Executive Director, or other parties to be designated by the Board of Directors of Skill- sUSAMassachusetts, Inc. a. All drafts of the Corporation will require co-signature by two of the designated parties and shall be subject to the draft of no other person(s). b. The Board of Directors shall approve any subsid- iary accounts established by SkillsUSA. The Board of Directors shall approve draft signatures for these accounts. ARTICLE IX Compensation of Officers and Employees Section 1: The Board of Directors shall be empowered to provide compensation to employees and others for actual services rendered to the Corporation. Section 2: The officers and directors of the Corporation, with the exception of the Executive Director, Director of the Skill- sUSA Championships and the Treasurer/Bookkeeper, at the discretion of the board, shall not receive any compensation for their services as such officers and directors; but expenses of attendance may be paid to the Board of Directors, according to the SkillsUSA Massachusetts travel policies. ARTICLE X Fiscal Year Section 1: The fiscal yearof the Corporation shall be September 1 through August 31. ARTICLE XI Amendments Section 1: These bylaws may be amended by the affirmative vote of a majority of the members of the Board of Directors.
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