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Bylaws - TIPS SW Chapter
These bylaws (“Bylaws”) govern the affairs of Texas Indo-American Physicians society Southwest chapter, a Non-profit corporation (“Corporation”) organized under the Texas Non-profit Corporation Act (“Act”).
Article 6: Committees
6.1 Establishment of committee:
6.1.1: The Board of Directors may adopt a resolution establishing one or more committees delegating specified authority to a committee, and appointing or removing members of committee.
6.1.2: A committee shall consist of one or more directors and may include persons who are not directors.
6.1.3: No committee shall have the authority of the board of directors to:
6.1.3.1: Amend articles of incorporation.
6.1.3.2: Adopt a plan of merger or a plan of consolidation with another corporation.
6.1.3.3: Authorize the sale, lease, exchange or mortgage of all or substantially all of the property and assets of the corporation.
6.1.3.4: Authorize voluntary dissolution of the corporation.
6.1.3.5: Revoke proceedings for the voluntary dissolution of the corporation.
6.1.3.6: Adopt a plan for the distribution of the assets of the corporation.
6.1.3.7: Amend, alter or repeal the bylaws.
6.1.3.8: Elect, appoint or remove a member of the committee or a director or officer of the corporation.
6.1.3.9: Approve any transaction to which the corporation is a party and that involves a potential conflict as defined in paragraph 7.04, below.
6.1.3.10: Take any action outside the scope of authority delegated to it by the board of directors.
6.1.3.11: Take final action on a matter that requires the approval of the members.
6.2 Term of office: Each member of a committee shall continue to serve on the committee until the next annual meeting of the board of Directors of the corporation and until the successor is appointed. A vacancy on a committee may be filled by an appointment made in the same manner as the original appointment.
6.3 Rules: Each committee may adopt rules for its own operation not inconsistent with the bylaws or with the rules adopted by the board of directors.