ANNUAL MEETING OF THE A. F. A. 293 



3. No provision is made for regular meetings of the Board of Direc- 

 tors, but meetings shall be called by the President, or upon the request 

 of a majority, or eight members, of the Board. 



4. An executive committee of seven members of the Board is to be 

 chosen by the President which shall have and exercise all the powers 

 of the Board when the Board is not in session, and can therefore take 

 any action or exercise any powers which nominally rest in the Board. 



5. The provision in the present by-laws requiring the publication of 

 the financial statement or Treasurer's report is eliminated. 



G. The Board of Directors is given the power of changing the by- 

 laws on all points except those governing elections. The members, at 

 annual meetings can also change these by-laws provided notice of such 

 change is first published in American Forestry, but in this case the 

 Board at its next meeting could repeal such changes and substitute their 

 own provisions. 



7. The provision in the present by-laws for bonding the Secretary is 

 omitted. The Secretary is, as formerly, elected by the Board annually, 

 with full responsibility for the financial and business conduct of the 

 Association. No specific provision is made by which the Board shall 

 determine his compensation or commissions. 



The following additional facts should be noted : 



1. The Board reappointed the present Secretary on February 20, 

 1920, but did not fix his compensation nor authorize any officer, mem- 

 ber or committee of the Board to determine it. No previous contract 

 or agreement has been in force during the year 1920 or 1921, therefore 

 the compensation of the Secretary since January ], 1920, has not been 

 authorized by the Board elected in 1920. 



2. A five-year contract between the Secretary and the Board expired 

 on December 31, 1919, by which the Secretary received an annual 

 salary of $5,000, and in addition, received 20 per cent of the gross 

 income of the Association from memberships, subscriptions to the 

 magazine and advertising, excluding life memberships, gifts, bequests 

 and commissions paid to others for advertising, also excluding a reserve 

 of $21,000 from annual income. 



3. Although this contract is not in force and the Board has not been 

 given an opportunity for renewing, rejecting or changing its terms 

 or for substituting other arrangements, the Secretary has received 

 from the funds of the Association during the year 1920, the sum of 

 $13,177.17 under the same terms as if the contract were still in force 

 and the Board had sanctioned the arrangement. 



4. The officers of the Association regard it as a , business whose 

 secrets shall not be imparted to its members, and even the directors 

 are not furnished with copies of the financial statement. 



5. The Treasurer of the Association, J. E. Jenks of Washington. 

 D. C, publisher of the Army and Navy Register, who was unanimously 

 re-elected to serve for the year 1920, was prevented from serving by 



