MEMBERSHIP FEES AND DUES. Membership fees shall be $10.00 per person. Said membership fees shall be paid at time sign up for membership into the corporation and annually thereafter. Upon full payment for the membership fee, a membership certificate will be issued. The name, address, telephone numbers and email address of the person and/or Company Affiliation or Organization to who the certificate represents will be issued and entered into the membership rolls and entitles one vote per certificate per person. The funds collected as fees shall be deposited into the general fund of the corporation.

The regular meeting shall be held on the 2nd Thursday of each month. Board of Directors may meet once a month prior to the regular meeting of each month to transact any necessary business as directed by the President of the corporation.

The corporation will have their fiscal year from January 1 to December 31.

At any regular or special meeting a QUORUM shall consist of a majority of the executive committee consisting of the President, Vice-President, Secretary, Treasurer and the Board of Directors.

At monthly meetings, resolutions may be adopted and instructions may be issued to the Board and the Officers, provided they do not abridge powers specifically granted to the Board by these By-Laws.

At such time as the general membership is needed to vote, the voting rights are as follows: Each voting member shall be entitled to one vote only, cast in person, and there shall be no voting by proxy. Qualified voting members must hold a current membership certificate. If one – third of the members voting so request by a motion to that effect, the vote on any matter presented shall be by secret ballot.

General Powers. The business and affairs of the corporation shall be managed by its board of directors.

Number, Tenure, and Qualifications. The number of directors of the corporation shall be Fifteen (15). Directors shall be elected by the general members, and the term of office of each director shall be one year. Directors need not be residents of the State of Idaho.

Compensation. By resolution of the board of directors, the directors will not be compensated for attendance of meetings for or serving on the board of directors. Reimbursement or payment for specialized services may be considered and voted on by the board.

Number. The officers of the corporation shall be a Chair Person, one Vice-Chair Person, a Secretary, a Treasurer, and a Youth at Large, each of whom shall be elected by the board of directors. Such other officers and assistant officers as may be deemed necessary may be elected or appointed by the board of directors. Any two or more offices may be held by the same person, except the offices of Chair Person and Treasurer.

Election and Term of Office. The officers of the corporation shall be elected annually by the board of directors. If the election of officers is not held at such meeting, such election shall be held as soon thereafter as is convenient. Each officer shall hold office until his or her successor has been duly elected and qualifies or until his or her death or until he or she resigns or is removed in the manner hereinafter provided.

Removal. Any officer or agent elected or appointed by the board of directors may be removed by the board of directors whenever in its judgment the best interests of the corporation would be served thereby, but such removal shall be without prejudice to the contract rights, if any, of the person so removed.

Vacancies. A vacancy in any office because of death, resignation, removal, disqualification or otherwise, may be filled by the board of directors for the unexpired portion of the term.

Powers and duties. The powers and duties of the several officers shall be as provided from time to time by resolution [See Resolution 1] or other directive of the board of directors. In the absence of such provisions, the respective officers shall have the powers and shall discharge the duties customarily and usually held and performed by like officers of corporations similar in organization and business purposes to this corporation.

Salaries. The officers of the corporation shall not be monetarily compensated for their position. Reimbursement and payment for specialized services will be considered and voted upon by the board.

Contracts. The board of directors may authorize any officer or officers, agent or agents, to enter into any contract or execute and deliver any instrument in the name of and on behalf of the corporation, and such authority may be general or confined to specific instances.

Loans. No loans shall be contracted on behalf of the corporation and no evidences of indebtedness shall be issued in its name unless authorized by a resolution of the board of directors. Such authority may be general or confined to specific instances.

Checks, Drafts, or Orders. All checks, drafts, or other orders for the payment of money, notes, or other evidences of indebtedness issued in the name of the corporation shall be signed by such officer or officers, agent or agents of the corporation and in such manner as shall from time to time be determined by resolution [See Resolution 2] of the board of directors.

Deposits. All funds of the corporation not otherwise employed shall be deposited from time to time to the credit of the corporation in such banks, trust companies, or other depositaries as the board of directors may select.

ELECTIONS OF MEMBERS OF BOARD OF DIRECTORS At the annual meeting to be held on the 2^nd Thursday of April, there shall be nominations and elections of the year term for board of directors. Any member shall be eligible for nominations to the Board of Directors. Immediately upon election the newly elected members of the Board shall enter upon the performance of their duties and continue in the office until their successors shall be duly elected.

These bylaws may be altered, amended, or repealed, in whole or in part, by any majority vote of the Board of Directors with a final simple majority approval by the members at the next scheduled meeting. Upon vote by membership, the bylaws take effect immediately.

Resolution 1: Officer Responsibilities

Resolution 2: Signatures for Checks & Drafts

Resolution 3: Membership Certificate Forms and Rolls

Directive 1: Barrier Funds

Directive 2: Elk River Community Action Plan [CAP]

Directive 3: Elk River Youth Center Contract