4 Foundation Officers
Section 4.1. Officers
The Officers of the Foundation shall be the Chairperson of the Board of Directors (who shall also serve as the President of the Foundation to the extent required by law), the Vice Chairperson of the Board of Directors, the Secretary, the Treasurer, and the Executive Director.All Officers shall be Directors of the Foundation and shall be elected or appointed by the Board of Directors; provided that the Chairperson shall be elected or appointed by the Board of Directors only upon recommendation of the President of Henry Ford Community College. The Board of Directors of the Foundation may from time to time establish other officers, including one or more Assistant Treasurers and Assistant Secretaries, as the Board may deem advisable, and such officers shall have such authority, and shall perform such duties as from time to time may be prescribed by the Board of Directors. Any two or more offices may be held by the same person. In addition to the powers and duties of the officers of the Foundation as set forth in these Bylaws, the officers shall have such authority and shall perform such duties as from time to time may be determined by the Board of Directors.
Section 4.2. Chairperson of the Board of Directors
The Chairperson shall preside at all meetings of the Board of Directors of the Foundation and shall be the chief executive officer of the Foundation. The Chairperson shall perform such other duties and functions as shall be assigned to him or her by the Board of Directors. The Chairperson shall, unless otherwise provided by resolution of the Board of Directors, possess the power and authority to sign all certificates, contracts, instruments, papers and documents of every conceivable kind and character whatsoever in the name of and on behalf of the Foundation.
Section 4.3. Vice Chairperson of the Board of Directors
During the absence or disability of the Chairperson of the Board of Directors, or while that office is vacant, the Vice Chairperson of the Board of Directors shall exercise all of the powers and discharge all of the duties of the Chairperson of the Board of Directors. He or she shall perform such other duties and functions as shall be assigned to him or her by the Board of Directors.
Section 4.4. Executive Director
The Executive Director shall be the chief operating officer of the Foundation and shall perform such duties and functions as shall be assigned to him or her from time to time by the Board of Directors. The Executive Director shall report to the Board of Directors of the Foundation and the President of Henry Ford Community College.
Section 4.5. Secretary
The Secretary shall keep the minutes of all meetings of the Board of Directors in books provided for that purpose, attend to the giving or serving of all notices of the Foundation, and sign contracts in the name of the Foundation when authorized to do so by the Board of Directors. The Secretary shall have charge of such books and papers as the Board of Directors shall direct, all of which shall at all reasonable times be open to the examination of any Director, and shall in general perform all the duties incident to the office of Secretary, subject to the control of the Board of Directors.
Section 4.6. Treasurer
The Treasurer, and/or such other persons as shall be authorized pursuant to the provisions of these Bylaws, shall have custody of all the funds and securities of the Foundation; endorse on behalf of the Foundation for collection checks, notes and other obligations and shall deposit the same to the credit of the Foundation in such bank or banks or depository or depositories as the Board of Directors may designate; sign all receipts and vouchers for payments made to the Foundation; enter or cause to be entered regularly in the books of the Foundation kept for that purpose, full and accurate accounts of all monies received and paid on account of the Foundation and whenever required by the Board of Directors shall render statements of such accounts; shall, at all reasonable times, exhibit the books and accounts to any Director of the Foundation and shall perform all acts incident to the position of Treasurer, subject to the control of the Board of Directors.
Section 4.7. Assistant Secretary and Assistant Treasurer
The Board of Directors may from time to time by resolution delegate to any Assistant Treasurer or Treasurers or the Executive Director any of the powers or duties herein assigned to the Treasurer; and may similarly delegate to any Assistant Secretary or Secretaries or the Executive Director any of the powers or duties herein assigned to the Secretary.
Section 4.8. Giving of Bond by Officers
All officers of the Foundation, if required to so do by the Board of Directors, shall furnish bonds to the Foundation for the faithful performance of their duties, in such penalties and with such conditions and security as the Board shall require. The Foundation shall assume the cost of providing any bond required hereunder.
Section 4.9. Compensation; Expenses
No officer of the Foundation shall be compensated for performance of services by the Foundation as an officer, but may, by resolution of the Board of Directors, be reimbursed for expenses incurred on behalf of the Foundation. A salary for the Executive Director shall be paid by Henry Ford Community College in an amount established by the Board of Trustees of Henry Ford Community College upon recommendation of the President of Henry Ford Community College.