BYLAWS
of the
WASHINGTON RENEGADES RUGBY FOOTBALL CLUB
A Nonprofit Corporation of the District of Columbia

ARTICLE VI - OFFICERS, AGENTS AND EMPLOYEES

(adopted 4 June 2000)

SECTION 1. NUMBER OF PRINCIPAL OFFICERS

The principal officers of this corporation shall be: a Business Manager who shall be designated the President, a chief financial officer, who shall be designated the Treasurer and a Secretary. No person may hold more than one office at the same time.

SECTION 2. QUALIFICATION, ELECTION AND TERM OF OFFICE

Any member in good standing may serve as an officer of this corporation. Officers shall be elected by the members at the annual meeting, and each officer shall hold office until they resign or are removed, or are otherwise disqualified to serve, or until his or her successor shall be elected and qualified, whichever occurs first.

SECTION 3. SUBORDINATE OFFICERS

1. The Board of Directors may create such other, subordinate officers, employees, agents and contractors as it may deem desirable, including but not limited to field officers and a PRU representative.



2. Any subordinate officer shall be installed by election of the general membership at the annual meeting. Any employee, agent, or contractor shall be installed by resolution of the Board.



3. Each subordinate officer, employee, agent, or contractor shall serve such term, have such authority, and perform such duties as may be prescribed from time to time by the Board of Directors.



4. Any subordinate officer serving at the time of the adoption of these Bylaws shall be permitted to complete the term of service for which they were originally installed.

SECTION 4. REMOVAL AND RESIGNATION OF OFFICERS

1. Except for the President, Treasurer or Secretary, any officer or agent may be removed by resolution of the Board of Directors after a determination of cause. The President, Treasurer, or Secretary, being Directors, may be removed pursuant to Article V, Section 16. Any officer may resign at any time by giving written notice to the Board of Directors or to the President or Secretary of the corporation.



2. Any such resignation shall take effect at the date of the receipt of such notice, or at any later date specified therein and, unless otherwise specified, the acceptance of such resignation shall not be necessary to make it effective. The above provisions of this section shall be superceded by any conflicting terms of a contract which has been approved or ratified by the Board of Directors relating to the employment of any officer of the corporation.

SECTION 5. VACANCIES

Any vacancy caused by the death, resignation, removal, disqualification, or otherwise, of any officer shall be filled by the Board of Directors and the person selected shall serve until the next annual meeting of the members, except that the members at a duly noticed meeting may by majority vote fill the position of President until the next annual meeting. Vacancies occurring in offices or officers appointed at the discretion of the Board may or may not be filled as the Board shall determine.

SECTION 6. DUTIES OF PRESIDENT

1. The President shall be the chief executive officer of the corporation and shall, subject to the control of the entire Board of Directors, supervise and control the affairs of the corporation and the activities of the officers. The President shall perform all duties incident to that office and other duties as may be required by law, by the Articles of Incorporation of this corporation, or by these Bylaws, or which may be prescribed from time to time by the Board of Directors. Unless another person is specifically appointed as Chair of the Board of Directors, the President shall preside at all meetings of the Board of Directors. The President shall preside at all meetings of members, unless the presidency is vacant, in which case the Board of Directors shall designate a person to preside. Except as otherwise expressly provided by law, by the Articles of Incorporation, or by these Bylaws, the President shall, in the name of the corporation, execute such deeds, mortgages, bonds, contracts, checks, or other instruments which may from time to time be authorized by the Board of Directors.



2. The title of President is synonymous with the title of Business Manager and may be used with equal force and effect in the conduct of all of the duties of the office.

SECTION 7. DUTIES OF SECRETARY

The Secretary shall:

1. Certify and keep at the principal office of the corporation the original, or a copy, of these Bylaws as amended or otherwise ' altered to date.



2. Maintain, and keep at the principal office of the corporation or at such other place as the Board may determine, a book of minutes of all meetings of the Directors, and, if applicable, meetings of committees of Directors and of members, recording therein the time and place of holding, whether regular or special, how called, how notice thereof was given, the names of those present or represented at the meeting, and the proceedings thereof.



3. See that all notices are duly given in accordance with the provisions of these Bylaws or as required by law.



4. Be custodian of the records and of the seal of the corporation and see that the seal is affixed to all duly executed documents, the execution of which on behalf of the corporation under its seal is authorized by law or by these Bylaws.



5. Exhibit at all reasonable times to any Director of the corporation, or to his or her agent or attorney, on request therefor, the Bylaws, and the minutes of the proceedings of the Directors of the corporation.



6. In general, perform all duties incident to the office of Secretary and such other duties as may be required by law, by the Articles of Incorporation of this corporation, or by these Bylaws, or which may be assigned to him or her from time to time by the Board of Directors.

SECTION 8. DUTIES OF TREASURER

Subject to the provisions of these Bylaws relating to the "Execution of Instruments, Deposits and Funds," the Treasurer shall:

1. Have charge and custody of, and be responsible for, all funds and securities of the corporation, and deposit all such funds in the name of the corporation in such banks, trust companies, or other depositories as shall be selected by the Board of Directors.



2. Receive, and give receipt for, monies due and payable to the corporation from any source whatsoever.



3. Maintain membership records containing the name and address of each and any members, and, in the case where any membership has been terminated, he or she shall record such fact in the membership records together with the date on which such membership ceased. The Treasurer shall exhibit at all reasonable times to any Director of the corporation, or to his or her agent or attorney, on request therefor, the membership records.



4. Disburse or cause to be disbursed the funds of the corporation as may be directed by the Board of Directors, taking proper vouchers for such disbursements, or as required by law.



5. Keep and maintain adequate and correct accounts of the corporation's properties and business transactions, including accounts of its assets, liabilities, receipts, disbursements, gains and losses.



6. Exhibit at all reasonable times the books of account and financial records to any Director of the corporation, or to his or her agent or attorney, on request.



7. Render to the President and Directors, whenever requested, an account of any or all of his or her transactions as Treasurer and of the financial condition of the corporation.



8. Prepare, or cause to be prepared, and certify, or cause to be certified, the financial statements to be included in any required reports.



9. In general, perform all duties incident to the office of Treasurer and such other duties as may be required by law, by the Articles of Incorporation of the corporation, or by these Bylaws, or which may be assigned to him or her from time to time by the Board of Directors.

SECTION 9. COMPENSATION

The salaries of the officers, if any, shall be fixed from time to time by resolution of the Board of Directors, and no officer shall be prevented from receiving such salary by reason of the fact that he or she is also a Director of the corporation, provided, however, that such compensation paid a Director for serving as an officer of this corporation shall only be allowed if permitted under the provisions of Article V, Section 6, of these Bylaws. In all cases, any salaries received by officers of this corporation shall be reasonable and given in return for services actually rendered the corporation which relate to the performance of the charitable or public purposes of this corporation.

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