COOPERATIVE ORGANIZATION BY-LAWS. 15 



Article IV. — Fiscal Year, Meetings. 



Section 1. The fiscal year of the Association shall commence [January 1] and end 

 on [the 31st of the following December]. 



Note. — Whenever possible, the fiscal year should end after the close of one season's business and before 

 the opening of the next. Thus, a grain elevator usually hasits fiscal year ending in spring orearly summer 

 when practically all of the work of handling the previous season's business has been finished. 



Sec. 2. The annual meeting of the Association shall be held at the office of the 

 Association, in the town of [Hilton, New York,] on the [second Monday in January] 

 in each year, at [10 o'clock a. m.]. 



Note.— The annual meeting should be held as soon after the end of the fiscal year as will allow for the 

 settlement of all accounts, the auditing of the books, and the preparation of the annual reports of the 

 officers. 



Sec 3. Special meetings may be called at any time by the President. He shall 

 call such meetings whenever [ten] members shall so request in writing. 



Sec. 4. Notice of the annual meeting shall be mailed by the Secretary to each 

 member at least [one week] previous to the date of the meeting, and such notice shall 

 be published in a local newspaper not less than [one week] previous to the date of 

 meeting. At least [five] days before the date of any special meeting the Secretary 

 shall mail notice of such meeting to each member, which shall state the nature of 

 the business to be transacted at such meeting. 



Article V. — Ql'orum. 



Section 1. [One-fifth] of the members in good standing shall constitute a quorum 

 for the transaction of business at any meeting. 



Note. — When the organization is small and compact, the proportion required for a quorum may be 

 larger than in a large organization including considerable territory. 



Article VI. — Directors and Officers. 



Section 1. The Board of Directors of this Association shall consist of [seven] mem- 

 bers, who shall be divided into three classes. After the adoption of these by-laws, 

 the members shall elect from among themselves [three] directors of the first class for 

 a term of one year, [two] directors of the second class for a term of two years, and 

 [two] directors of the third class for a term of three years. At the expiration of the 

 terms of the directors so elected their successors shall be elected in like manner for 

 terms of three years. Directors shall hold office until their successors shall have been 

 elected and qualified and shall enter upon the discharge of their duties. 



Note. — In some States the corporation laws stipulate the number of directors and officers an asso- 

 ciation shall have. The plan of having each shipping station or district represented on the Board of 

 Directors tends to avoid jealousies between the various districts, and strengthens the confidence of those 

 attempting to cooperate. Some object to having a director hold office for more than one j r ear, believing 

 that the board might be so objectionable to the members that it would be desirable to elect an entirely 

 new board at the annual meeting. However, there are many advantages in keeping some experienced 

 directors on each board. In case the entire board should go contrary to the wishes of the members, the 

 recall of each director could be effected under section 6 of this article. 



Sec 2. The Board of Directors shall meet within [ten] days after the first election, 

 and after each annual election, and shall elect by ballot a President and a Vice President 

 from among themselves, and a Secretary-Treasurer [or a Secretary and a Treasurer] who 

 may or may not be a member of the Association. They shall also choose three audi- 

 tors from the members, not Directors, officers, agents, or employees of the Association. 

 Such officers and auditors shall hold office for one year or until their successors are 

 duly elected and qualified. 



Note. — Some organizations desire to have someone outside the membership act as secretary or treas- 

 urer, as for instance a local banker. When such an arrangement is desired, it should be provided for 

 in the by-laws. 



