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18th Sep 2010
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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 7: Transactions of the corporation
7.1 Contracts: The board of directors may authorize any officer or agent of the corporation to enter into a contract or execute and deliver any instrument in the name of and on behalf of the corporation. This authority may be limited to a specific contract or instrument or it may extend to any number and type of possible contracts and instruments.
7.2 Deposits: All funds of the corporation shall be deposited to the credit of the corporation in banks, trust companies, or other depositories that the Board of directors selects.
7.3 Gifts: The Board of Directors may accept on behalf of the Corporation any contribution, gift, bequest of the corporation. The Board of Director may make gifts and give charitable contributions that are not prohibited by the bylaws, the articles of incorporation, state law, and any requirements for maintaining the corporation’s federal and state tax status.
7.4 Potential Conflicts of Interest: The corporation shall not make any loan to a director or officer of the corporation. A director Officer or Committee Member of the corporation may lend money to and otherwise transact business with the corporation except otherwise provided by the bylaws, articles of Incorporation, and all applicable laws. Such a person transacting business with the Corporation has the same rights and obligations relating to those matters as other persons transacting business with a director, officers, or committee member of the Corporation. The Corporation shall not borrow money from or otherwise transact business with a director, officer, or committee member of the corporation unless the transaction is described fully in a legally binding instrument and is in the best interest of the corporation. The Corporation shall not borrow money from or otherwise transact business with the director, officers, or committee member of the corporation without fully disclosure of all relevant facts and without the approval of the board of Directors, not including the vote of any person having a personal interest in the transaction.
7.5 Prohibited Acts: As long as the corporation is in existence, and except without the prior approval of the board of directors, no director, officer or Committee member of the corporation shall:
7.5.1: Do not act in violation of the bylaws or a binding obligation of the corporation.
7.5.2: Do not act with the intention of harming the corporation or any of its operation.
7.5.3: Do any act that would make it impossible or unnecessarily difficult to carry on the intended or ordinary business of the corporation.
7.5.4: Receive improper personal benefit from the operation of the corporation.
7.5.5: Use of the Assets of the Corporation, directly or indirectly, for any purpose other than carrying on the business of the Corporation.
7.5.6: Wrongfully transfer or dispose of Corporation property, including intangible property such as goodwill.
7.5.7: Use the name of the Corporation (Or any substantially similar name) or any trademark or trade name adopted by the corporation, except on behalf of the corporation or in the ordinary course of the Corporation’s business.
7.5.8: Disclose any of the Corporation business practice, trade secrets, or any other information not generally known to the business community to any person not authorized to receive it.