Page Text ---------- shall also after the close of each fiscal year cause to be made a full SECTION 1. Contracts. Except as otherwise provided in these and complete audit of the accounts, books and financial condition bylaws, the Board may authorize any officer or officers, agent or at the Coop as of the end of such fiscal year. Such audit reports agents to enter into any contract or execute and deliver any instru- shall be submitted to the members at the next following annual ment in the name and on behalf of the Coop, and such authority under policies of general application, and the legal representatives SECTION 2. Checks, Drafts, etc. All checks, drafts or other meeting. may be general or confined to specific instances. of such patron's estate shall agree upon; provided however, that the orders for the payment of money, and all notes, bonds or other evi- financial condition of the Coop will not be impaired thereby. dences of indebtedness issued in the name of the Coop shall be signed by such officer or officers, agent or agents, employee or under policies of general application, and the legal representatives SECTION 2. Checks, Drafts, etc. All checks, drafts or other The patrons of the Coop, by dealing with the Coop, acknowledge employees of the Coop and in such a manner as shall from time to of such patron's estate shall agree upon; provided however, that the orders for the payment of money, and all notes, bonds or other evi- time be determined by resolution of the Board. that the terms and provisions of the articles of incorporation and financial condition of the Coop will not be impaired thereby. dences of indebtedness issued in the name of the Coop shall be bylaws shall constitute and be a contract between the Coop and signed by such officer or officers, agent or agents, employee or SECTION 3. Deposits. All funds of the Coop shall be deposit- each patron, and both the Coop and the patrons are bound by such employees of the Coop and in such a manner as shall from time to The patrons of the Coop, by dealing with the Coop, acknowledge ed from time to time to the credit of the Coop in such bank or contract, as fully as though each patron had individually signed a time be determined by resolution of the Board. that the terms and provisions of the articles of incorporation and banks as the Board may select. separate instrument containing such terms and provisions. The pro- bylaws shall constitute and be a contract between the Coop and visions of this article of the bylaws shall be called to the attention SECTION 3. Deposits. All funds of the Coop shall be deposit- each patron, and both the Coop and the patrons are bound by such SECTION 4. Change in Rates. Written notice shall be given to of each patron of the Coop by posting in a conspicuous place in the ed from time to time to the credit of the Coop in such bank or contract, as fully as though each patron had individually signed a the administrator of REA of the United States of America not less Coop's office. separate instrument containing such terms and provisions. The pro- banks as the Board may select. than ninety days prior to the date upon which any proposed change visions of this article of the bylaws shall be called to the attention in the monthly rates charged by the Coop for telephone service SECTION 2 - Amended Annual Membership Meeting SECTION 4. Change in Rates. Written notice shall be given to of each patron of the Coop by posting in a conspicuous place in the becomes effective. 11/21/1978 the administrator of REA of the United States of America not less Coop's office. than ninety days prior to the date upon which any proposed change SECTION 5. Fiscal Year. The fiscal year of the Coop shall ARTICLE VIII in the monthly rates charged by the Coop for telephone service SECTION 2 - Amended Annual Membership Meeting begin on the first day of October of each year and shall end on the becomes effective. 11/21/1978 thirtieth day of September the following year. DISPOSITION OF PROPERTY SECTION 5. Fiscal Year. The fiscal year of the Coop shall ARTICLE VIII SECTION 5 - Amended Annual Membership Meeting The Coop may not sell, mortgage, lease or otherwise dispose of or begin on the first day of October of each year and shall end on the 11/21/1978. encumber all or any substantial portion of its property unless such thirtieth day of September the following year. DISPOSITION OF PROPERTY sale, mortgage, lease or other disposition or encumbrance is author- ized at a meeting of the members thereof by the affirmative vote of SECTION 5 - Amended Annual Membership Meeting The Coop may not sell, mortgage, lease or otherwise dispose of or ARTICLE XI not less than two-thirds of all of the members of the Coop, and 11/21/1978. encumber all or any substantial portion of its property unless such unless the notice of such proposed sale, mortgage, lease or other sale, mortgage, lease or other disposition or encumbrance is author- MISCELLANEOUS disposition or encumbrance shall have been contained in the notice ized at a meeting of the members thereof by the affirmative vote of of the meeting; provided, however, that notwithstanding anything ARTICLE XI not less than two-thirds of all of the members of the Coop, and SECTION 1. Membership in Other Organizations. The Coop herein contained, the Board, without authorization by the members unless the notice of such proposed sale, mortgage, lease or other shall not become a member of or purchase stock in any other thereof, shall have full power and authority to authorize the execu- MISCELLANEOUS disposition or encumbrance shall have been contained in the notice organization without an affirmative vote of the members at a duly tion and delivery of a mortgage or mortgages or a deed or deeds of of the meeting; provided, however, that notwithstanding anything held meeting, the notice of which shall specify that action is to be trust upon, or the pledging or encumbering of, any or all of the SECTION 1. Membership in Other Organizations. The Coop herein contained, the Board, without authorization by the members taken upon such proposed membership or stock purchases, provid- property, assets, right, privileges, licenses, franchises and permits of shall not become a member of or purchase stock in any other thereof, shall have full power and authority to authorize the execu- ed, however, that the Coop may upon the authorization of the the Coop, whether acquired or to be acquired, and wherever situat- organization without an affirmative vote of the members at a duly tion and delivery of a mortgage or mortgages or a deed or deeds of Board, purchase stock in or become a member of any corporation ed, as well as the revenues and income therefrom all upon such held meeting, the notice of which shall specify that action is to be trust upon, or the pledging or encumbering of, any or all of the or organization organized on a nonprofit basis for the purpose of terms and conditions as the Board shall determine, to secure any taken upon such proposed membership or stock purchases, provid- property, assets, right, privileges, licenses, franchises and permits of engaging in or furthering the cause of area-wide rural telephone indebtedness of the Coop to the United States of America or any ed, however, that the Coop may upon the authorization of the the Coop, whether acquired or to be acquired, and wherever situat- service, or with the approval of the administrator of REA of any lending institution licensed by the United States or a state; provided Board, purchase stock in or become a member of any corporation ed, as well as the revenues and income therefrom all upon such other corporation for the purpose of acquiring telephone facilities further that the Board may upon the authorization of at least two- or organization organized on a nonprofit basis for the purpose of terms and conditions as the Board shall determine, to secure any or assuring more adequate telephone service to its members. thirds of those members of the Coop present at a meeting of the engaging in or furthering the cause of area-wide rural telephone indebtedness of the Coop to the United States of America or any members thereof, sell, lease, or otherwise dispose of all or a major service, or with the approval of the administrator of REA of any lending institution licensed by the United States or a state; provided SECTION 2. Waiver of Notice. Any member or director may portion of its property to another telephone cooperative or to a for- other corporation for the purpose of acquiring telephone facilities PEOPLES TELEPHONE COOP BYLAWS further that the Board may upon the authorization of at least two-waive in writing any notice of a meeting required to be given by eign corporation doing business in this State pursuant to the act or assuring more adequate telephone service to its members. thirds of those members of the Coop present at a meeting of the these bylaws. The attendance of a member or director at any meet- under which this Coop is incorporated, or to the holder of a note, members thereof, sell, lease, or otherwise dispose of all or a major ing shall constitute a waiver of notice of such meeting by such SECTION 2. Waiver of Notice. Any member or director may bond, or other evidence of indebtedness issued to the United States portion of its property to another telephone cooperative or to a for- member or director, except in case a member or director shall or to a lending institution licensed by the United States or a state, waive in writing any notice of a meeting required to be given by eign corporation doing business in this State pursuant to the act attend a meeting for the express purpose of objecting to the transac- these bylaws. The attendance of a member or director at any meet- provided that the notice of a meeting at which a disposition or lease under which this Coop is incorporated, or to the holder of a note,tion of any business on the ground that the meeting has not been ing shall constitute a waiver of notice of such meeting by such is to be considered by the members must state the proposed action. bond, or other evidence of indebtedness issued to the United States lawfully called or convened. member or director, except in case a member or director shall or to a lending institution licensed by the United States or a state, attend a meeting for the express purpose of objecting to the transac- Amended Annual Membership Meeting 11/10/1998 provided that the notice of a meeting at which a disposition or lease SECTION 3. Rules and Regulations. The Board shall have power ARTICLE IX tion of any business on the ground that the meeting has not been to make and adopt such rules and regulations, not inconsistent with is to be considered by the members must state the proposed action. lawfully called or convened. law, the articles of incorporation or these bylaws, as it may deem SEAL Amended Annual Membership Meeting 11/10/1998 advisable for the management of the business and affairs of the SECTION 3. Rules and Regulations. The Board shall have power ARTICLE IX Coop. The corporate seal of the Coop shall be in the form of a circle and to make and adopt such rules and regulations, not inconsistent with shall have inscribed thereon the name of the Coop and the words law, the articles of incorporation or these bylaws, as it may deem SEAL SECTION 4. Accounting System and Reports. The Board shall Corporate Seal (Name of the State). advisable for the management of the business and affairs of the cause to be established and maintained a complete accounting sys- Coop. The corporate seal of the Coop shall be in the form of a circle and tem which, among other things, and subject to applicable laws and ARTICLE X shall have inscribed thereon the name of the Coop and the words rules and regulations of any regulatory body shall conform to such SECTION 4. Accounting System and Reports. The Board shall Corporate Seal (Name of the State). accounting system as may from time to time be designated by the FINANCIAL TRANSACTIONS cause to be established and maintained a complete accounting sys- Administrator of REA of the United States of America. The Board tem which, among other things, and subject to applicable laws and ARTICLE X shall also after the close of each fiscal year cause to be made a full SECTION 1. Contracts. Except as otherwise provided in these rules and regulations of any regulatory body shall conform to such and complete audit of the accounts, books and financial condition bylaws, the Board may authorize any officer or officers, agent or accounting system as may from time to time be designated by the FINANCIAL TRANSACTIONS at the Coop as of the end of such fiscal year. Such audit reports agents to enter into any contract or execute and deliver any instru- Administrator of REA of the United States of America. The Board shall be submitted to the members at the next following annual ment in the name and on behalf of the Coop, and such authority shall also after the close of each fiscal year cause to be made a full SECTION 1. Contracts. Except as otherwise provided in these meeting. may be general or confined to specific instances. and complete audit of the accounts, books and financial condition bylaws, the Board may authorize any officer or officers, agent or at the Coop as of the end of such fiscal year. Such audit reports agents to enter into any contract or execute and deliver any instru- 34 shall be submitted to the members at the next following annual ment in the name and on behalf of the Coop, and such authority meeting. may be general or confined to specific instances.
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