Article 9. Miscellaneous Provisions

Article 9. Miscellaneous Provisions

  1. Fiscal Year

  2. Except as from time to time otherwise determined by the Board of Directors, the fiscal year of the Corporation shall be the twelve (12) months ending December 31 of any given year.

  3. Annual Audit

  4. The account books of the Corporation shall be audited annually by an independent certified public accountant retained by the Board of Directors, and the report of such accountant shall be filed with the records of the Corporation. A summary of this report shall be made available to the Members Advisory Committee and to members.

  5. Execution of Corporate Instruments

  6. Mortgages, bonds, notes, checks, other evidences of indebtedness and such other instruments as the Corporation may issue in the conduct of its business shall carry the signature of the President or such other staff, officer, or officers of the Board of Directors, or others who may from time to time be determined by resolution. No loans shall be contracted on behalf of the Corporation and no evidences of indebtedness shall be issued in its name unless authorized by a resolution of the Board of Directors. Such authority may be general or confined to specific instances.

  7. Amendments

  8. Any part or all of these By-Laws may be altered, amended or repealed from time to time by a two-thirds vote of the Board of Directors present at a regular or special meeting of the Board duly called for that purpose, provided that notice of the substance of the proposed alteration, amendment or repeal shall be stated in a notice for such meeting mailed to the Board of Directors no less than ten (10) days before such meeting and by a majority vote of the members at the annual meeting or a special meeting called therefore.

  9. Conflict of Interest

  10. No Director or officer of the Corporation may participate in the evaluation, review, and approval of any application for a grant or any other matter in which he or she has a direct personal interest.

    All grants and other transactions shall be conducted at arms length and shall not violate the proscriptions on the Articles of Organization, these By-Laws, or any other applicable prohibition against the Corporation's use of application of its funds for private benefit. No such loan or transaction shall be entered into if it would result in denial of or loss of tax-exempt status under Section 501 (c), 503, or 504 of the Internal revenue Code and its regulations as they now exist or as they may be hereafter amended.

  11. Seal

  12. The Board of Directors shall approve and adopt a corporate seal, which shall be circular in form and shall have inscribed thereon the name of the Corporation and the state of incorporation and the words "Corporate Seal." The seal shall be stamped or affixed to such documents as may be prescribed by law or custom or by the Board.

  13. Non-Discrimination

  14. Selection of the Board of Directors, officers of the Corporation, members, volunteers and staff shall not be based on race, color, religion, age, national origin, or sexual preference.

  15. Dissolution

  16. Cambridge Community television shall use its funds only to accomplish the objectives and purposes specified in these By-Laws, and no part of said funds shall inure, or be distributed, to the members of CCTV. On dissolution of CCTV, and funds remaining shall be distributed to one or more regularly organized and qualified charitable, educational, scientific, or philanthropic organizations to be selected by the Board of Directors as defined in IRS Section 501 (c) (3).