Seoul Flyers Club Charter

ARTICLE 1:  NAME:  The name of this organization is the “Seoul Flyers” (the “Club”)

ARTICLE 2:  MISSION:
  To promote running activities for foreigners and Koreans in Korea.

ARTICLE 3:  MEMBERSHIP:  Membership shall be conferred upon any person who submits a signed waiver and application form and pays dues as set forth in the By-Laws.  Members are eligible to participate in Seoul Flyer events, attend the Annual Meeting, vote for Board Member Candidates at the Annual Meeting (or via proxy), and to run for Board Member election themselves.

ARTICLE 4:  LEADERSHIP:
  The Club is managed by a Board of Directors which is elected by the General Membership annually.  The Board consists of between six to ten members.  Each Board member serves a one year term of office beginning in January.  Officers and directors may succeed themselves.  When the newly elected Board holds its first meeting in January, it will elect the Officers of the Club from its ranks to include the President, Vice President, Secretary, and Treasurer.

ARTICLE 5: FINANCES:
  The Club is a non-profit organization and no part of its net earnings or assets shall directly benefit its directors, officers, members, or other private persons. All expenditures paid by the treasurer shall be approved by the Board of Directors, pursuant to the By-Laws, and paid by cash or wire transfer and will be transparent to all members.

ARTICLE 6: MEETINGS:  The annual meeting of the General Members shall be held in December at a time and place determined by the Board of Directors. Furthermore, the Board of Directors shall hold monthly meetings, the exact date and time to be determined by vote of the Board.  All meetings will be open to all members, unless personal information is to be discussed.  If so, the Board will convene an Executive Session at which time only Board Members shall be present.  During both General Membership and Board meeting, no official votes will be taken unless a quorum is present. Upon the request of at least three Directors or ten General Members, the Board will call for a Special General Membership meeting.

ARTICLE 7: DISSOLUTION:  The Club may be dissolved at any time by the recommendation of the Board of Directors and if approved in writing by more than two-thirds of the general members. Upon dissolution of the Club, all its funds, property and other assets which are not necessary to discharge its legal debts and obligations shall be transferred, as determined by the Board of Directors, to a charitable organization.

ARTICLE 8: AMENDMENTS: This Charter can be modified by a 2/3 super majority, quorum vote of the General Membership.

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