Community Foundation for Oak Park

Article III: Trustees

Section 1: Officers

The officers of the Foundation shall be a President, a Vice-President, a Secretary, and a Treasurer. The Foundation may also have such other officers as may be appointed by the Board. No person may hold more than two offices, and no person may hold more than one of the four offices named in this Section.

Section 2: Election

The officers shall be chosen annually by the Board at its first meeting of the calendar year. Each officer shall hold office for one year or until he or she shall resign, be removed or otherwise disqualified to serve, or his or her successor shall be elected and qualified.

Section 3: Removal and Vacancies

Any officer may be removed with or without cause, by a majority vote of the Board at any time. Vacancies from any cause may be filled by appointment by the Board without delay. The President may temporarily appoint an officer, who shall serve only until the Board can meet and act to fill a vacancy; such a temporary officer shall not have any signature authority on behalf of the Foundation.

Section 4: President

The President shall be the executive officer of the Foundation and, subject to the control of the Board, shall have general supervision, direction and control of the affairs of the Foundation. He shall preside at all meetings of the Board.

Section 5: Vice-President

In the absence or disability of the President, the Vice-President shall perform all duties of the President and when so acting shall have the powers of and be subject to the restrictions upon the President.

Section 6: Secretary

The Secretary shall keep a book of minutes of all meetings of the Board, with the time and place of holding, how called or authorized, the notice thereof give, the names of those Trustees present at Board meetings, and the proceedings thereof. In addition, the Secretary shall give notice of the meetings to the Board; submit to the Trustees any matters requiring their attention; and, at such times as may be required, present to the Board reports on the affairs of the Foundation. The Secretary shall maintain all non-fiscal records of the Foundation and ensure that all required correspondence and other non-fiscal notices are prepared and mailed.

Section 7: Treasurer

The Treasurer shall keep and maintain adequate and correct books of account showing the receipts and disbursements of the Foundation, and an account of its cash and other assets, if any. Such books of account shall at reasonable times be open to inspection by any Trustee.

The Treasurer shall deposit all moneys of the Foundation with such depositories as are designated by the Board, shall disburse the funds of the Foundation only as may be ordered by the Board, and shall render to the President or the Board, upon request, statements of the financial condition of the Foundation.

Section 8: Assistants

The Board may contract with non-Trustees to perform the routine tasks of Secretary or Treasurer under the supervision of those officers. A reasonable fee may be paid to those assistants providing they are retained as independent contractors and not as employees of the Foundation.