Laura Ellsworth, Companybooks.com

Dr. Gwen Goodmanlowe, Cal State Long Beach

Carol Groppel, Seal Beach Resident

Steve Masoner, Seal Beach Resident

Tom O’Leary, Clean Water Program Officer, City of Long Beach

Paul Yost, CHOC Hospital

Nancy Ramos, Seal Beach Resident

Ann Tuler, First Team Real Estate

Article I—General

Section 1: Name. Save Our Beach. This organization is incorporated under the laws of the State of California and shall be known as Save Our Beach.

Section 2: Purpose. Save Our Beach is organized to improve the water quality along the Southern California Coastline.

Section 3: Limitation of Methods. Save Our Beach shall observe all local, state and federal laws which apply to a nonprofit organization as defined in Section 501(c)(3) of the Internal Revenue Code.

Article II—Board of Directors

Section 1: Authority. The government of Save Our Beach, direction of its work, the control of its finances and property and the control and direction of its Chief Executive Officer shall be vested in a Board of Directors.

Section 2: Term of Office. Board members shall be elected for a period of two (2) years on or before August 1st of each year.

Section 3: Quorum. A majority of the authorized number of Directors is a quorum for the transaction of business. A meeting at which a quorum is initially present may continue to transact business notwithstanding the withdrawal of the Directors, if any action take is approved by at least a majority of the required quorum for the meeting.

Section 4: Action Without Meeting. Any action required or permitted to be taken by the Board of Directors may be taken without a meeting if all members of the Board individually or collectively consent in writing or electronically to that action. Such action by written or electronic consent shall have the same force and effect as a vote of the Board

Section 5: Resignation. Any Director may resign, effective immediately or at a later time specified by the Director, by a written notice to the President, the Secretary, or the Board of Directors. If the resignation is effective at a future time, a successor may be selected in advance to fill the vacancy when the resignation becomes effective.

Section 6: Vacancies. Persons to fill vacancies on the Board of Directors, or among the officers, shall be nominated by the President and confirmed by a majority vote of the Board of Directors. A Director elected to fill a vacancy on the Board shall complete the balance of the term to which elected.

Article III—Officers

Section 1: Determination of Officers. Within in ten (10) days after the election of the new directors, the Nominating committee shall nominate a slate of officers for the next year. Officers to be nominated are: a President and a Vice President. Within twenty (20) days thereafter, the new, the continuing and the retiring directors shall meet and elect the above officers. All officers must be members of the Board of Directors. The Immediate Past President shall also serve on the Board during his/her term of office. All officers shall serve for a term of one (2) year or until a successor assumes the duties of office and they shall be voting members of the Board.

Section 2: Duties of Officers.

(a) President. The President shall serve as the chief elected officer of Save Our Beach and shall preside at all meetings of the membership, and Board of Directors. The President shall, with the advice of counsel of the Vice President and Chief Executive Officer, determine all committees and select all committee chairpersons, subject to the approval of the Board of Directors. The President shall ex-officio be a member of such committees.

(b) Vice President. The Vice President shall exercise the powers and authority and perform the duties of the President in the absence or disability of the President, and shall perform such other duties as may be assigned to him/her by the President or the Board of Directors.

Article IV—Committees

Section 1: Appointment and Authority. The President, by and with the approval of the Board of Directors, shall appoint all committees and committee chairpersons. The President may appoint such ad hoc committees and their chairpersons as are deemed necessary to carry out the programs of Save Our Beach. Committee appointments shall be at the will and pleasure of the appointing President and shall serve concurrently with the term of the appointing President unless a different term is approved by the Board of Directors. It shall be the function of committees to conduct investigations and studies, hold meetings, make recommendations to the Board of Directors, and carry on such activities as may be delegated to them by the Board.

Section 2: Limitation of Authority. No action by any member, committee, Director or Officer shall be binding upon, or constitute an expression of the policy of Save Our Beach until it shall have been approved or ratified by the Board of Directors. Committees shall be discharged by the President when their work has been completed and their reports accepted, or when, in the opinion of the Board of Directors, it is deemed wise to discontinue the committees.

Article V—Finances

Section 1—Funds. All money paid Save Our Beach shall be placed in a general operating fund except that money subscribed or contributed for a special purpose shall be placed in a separate account for such purpose.

Section 2—Disbursements. The Treasurer is authorized to make disbursements on accounts and expenses by the Board of Directors. Disbursements shall be by check which shall be signed by the Treasurer or another authorized Board Member for payments in the amount of $500 or less.

Section 3: Fiscal Year. The fiscal year of Save Our Beach shall end August 1st.

Article VI—Parliamentary Authority

The current edition of Robert’s Rules of Order shall be final authority for all questions of parliamentary procedure when such rules are not inconsistent with the Charter or Bylaws of the Chamber.

Article X—Amendments

These Bylaws may be amended or altered by two-thirds (2/3) vote of the Board of Directors.