Minutes of First Meeting of Board of Directors
Minutes of First Meeting of Board of Directors
of
Coppell Amateur Radio Enthusiasts
The board of directors of Coppell Amateur Radio Enthusiasts held its first meeting on September 11, 2018. The following directors, constituting a quorum of the full board, were present at the meeting:
Darryl Briggs
Aaron Hulett
Clemens (Korky) Kathman III
Jonathan Sheets
On motion and by unanimous vote, Aaron Hulett was elected temporary chairperson and then presided over the meeting. Aaron Hulett was elected temporary secretary of the meeting.
The chairperson announced that the meeting was held pursuant to written waiver of notice signed by each of the directors. Upon a motion duly made, seconded, and unanimously carried, the waiver was made a part of the records of the meeting.
Certificate of Formation
The chairperson announced that the Certificate of Formation of this corporation was filed with the office of the Secretary of State on August 21, 2018.
RESOLVED, that the secretary of this corporation is directed to see that a copy of the Certificate of Formation of this corporation, certified by the Secretary of State is kept at the corporation’s principal office.
Bylaws
There was then presented to the meeting for adoption a proposed set of bylaws of the corporation. The bylaws were considered and discussed and, on motion duly made and seconded, it was unanimously
RESOLVED, that the bylaws presented to this meeting be and hereby are adopted as the bylaws of the corporation;
RESOLVED FURTHER, that the secretary of this corporation is directed to see that a copy of the bylaws is kept at the corporation’s principal office.
Election of Officers
The chairperson then announced that the next item of business was the election of officers. Upon motion, the following persons were unanimously elected to the offices shown after their names:
Darryl Briggs – President
Clemens (Korky) Kathman III – Vice President
Johnathan Sheets – Assistant Vice President
Aaron Hulett – Secretary
Aaron Hulett – Treasurer
Each officer who was present accepted his office. Thereafter, the president presided at the meeting as chairperson of the meeting, and the secretary of the corporation acted as secretary of the meeting.
Principal Office
After discussion as to the exact location of the corporation’s principal office for the transaction of business in the county named in the bylaws, upon motion duly made and seconded, it was
RESOLVED, that the principal office of this corporation shall be located at 312 Crooked Tree Court, Coppell TX 75019.
Financial Accounts
PayPal
The treasurer announced that the corporation holds a PayPal account for the purpose of accepting online payments. The treasurer will regularly transfer deposited funds into the corporation’s main bank account once this account is established.
Bank Account
Upon motion duly made and seconded, it was
RESOLVED, that the funds of this corporation shall be deposited with Legacy Texas.
RESOLVED FURTHER, that the treasurer of this corporation be and hereby is authorized and directed to establish an account with said bank and to deposit the funds of this corporation therein.
RESOLVED FURTHER, that any officer, employee, or agent of this corporation be and is authorized to endorse checks, drafts, or other evidences of indebtedness made payable to this corporation, but only for the purpose of deposit.
RESOLVED FURTHER, that all checks, drafts, and other instruments obligating this corporation to pay money shall be signed on behalf of this corporation by any of the following persons:
Darryl Briggs
Aaron Hulett
Clemens (Korky) Kathman III
Jonathan Sheets
RESOLVED FURTHER, that said bank be and hereby is authorized to honor and pay all checks and drafts of this corporation signed as provided herein.
RESOLVED FURTHER, that the authority hereby conferred shall remain in force until revoked by the board of directors of this corporation and until written notice of such revocation shall have been received by said bank.
RESOLVED FURTHER, that the secretary of this corporation be and hereby is authorized to certify as to the continuing authority of these resolutions, the persons authorized to sign on behalf of this corporation, materially from the terms of the foregoing resolutions.
Post Office Box
There followed a discussion regarding obtaining a Post Office Box for use by the corporation. Upon motion duly made and seconded, it was unanimously
RESOLVED, that the secretary of the corporation of this corporation be and hereby is authorized and directed to establish a Post Office Box at the Coppell United States Post Office.
Membership Dues
There followed a discussion regarding the annual dues for members of the corporation. Upon motion duly made and seconded, it was unanimously
RESOLVED, that the dues for full members of the corporation shall be $25, and for honorary members shall be $0.
Document Retention Policy
There followed a discussion concerning the Document Retention Policy which describes the retention requirements of the corporation’s records. Upon motion duly made and seconded, it was unanimously
RESOLVED, that the Document Retention Policy presented to this meeting be and hereby is adopted.
Expense Reimbursement Policy
There followed a discussion concerning the Expense Reimbursement Policy which describes the process to be followed to approve and reimburse expenses. Upon motion duly made and seconded, it was unanimously
RESOLVED, that the Expense Reimbursement Policy presented to this meeting be and hereby is adopted.
Membership Code of Conduct
There followed a discussion concerning the Membership Code of Conduct which describes the policy related to the expected conduct of members of the corporation. Upon motion duly made and seconded, it was unanimously
RESOLVED, that the Membership Code of Conduct presented to this meeting be and hereby is adopted.
Whistleblower Policy
There followed a discussion concerning the Whistleblower Policy which describes the process to be followed should a board of directors member, officer, employee, volunteer, or other agent of this corporation wish to report a violation of policy or ethics, illegal activity, or other misconduct. Upon motion duly made and seconded, it was unanimously
RESOLVED, that the Whistleblower Policy presented to this meeting be and hereby is adopted.
Adjournment
Since there was no further business to come before the meeting, on motion duly made and seconded, the meeting was adjourned.
Dated: September 11, 2018
By Aaron Hulett, Secretary