Temple Company

BY-LAWS

MT. WASHINGTON MASONIC BUILDING ASSOCIATION

A NOT FOR PROFIT CORPORATION

Independence, Missouri

816-866-6146

ARTICLE I – PURPOSE

Section 1 The purpose of the Mt Washington Masonic Building Association is to hold and manage any and all real property for the use and benefit of the members of Mt. Washington Lodge No. 614.

Section 2 The Mt Washington Masonic Building Association Board of Directors shall act as trustees for the Lodge per the Lodge By-Laws.

ARTICLE II – MEMBERS

Section 1 All resident members, in good standing, of Mt. Washington Lodge No. 614 shall be members of this association.

Section 2 All tenants of the Temple may attend the annual association meeting if they so choose.

ARTICLE III – MEETINGS

Section 1 An annual meeting of the members of this association shall be held on the second Friday of November of each year at the Temple building located at 9515 E. Independence Ave., Independence, MO at 6:30 P.M.

Section 2 Special meetings of the association may be called when deemed necessary by a majority of the Board of Directors.

Section 3 A regular meeting of the Board shall be held immediately following the annual association meeting and every three months thereafter. (November, February, May and August).

ARTICLE IV - BOARD OF DIRECTORS

Section 1 The affairs of this association shall be controlled and managed by a Board of Directors, (hereinafter designated Board) consisting of Seven (7) Directors who must be members in good standing of Mt Washington LodgeNo.614. Four (4) members of the Board shall be elected from the members of Mt Washington Lodge No.614. The remaining three (3) shall be Worshipful Master, Senior Warden, and Secretary of Mt. Washington Lodge No. 614.

Section 2 The head officer of any other Masonic organization utilizing the building for a term of no less than one (1) year shall also be an ex-officio member of the Board.

Section 3 At the discretion of the Board, any non-masonic organization utilizing the building for a term of not less than five (5) years may appoint one (1) representative to the Board.

Section 4 The elected members on the Board shall be elected by the association members at the annual meeting by a show of hands and a simple majority, and must be members in good standing of Mt Washington Lodge No. 614.

Section 5 No Director shall receive any salary or compensation for his services as a director.

Section 6 Vacancies in the Board may be filled by a majority of the remaining members at any Board meeting regularly called, and will serve out the remainder of the term.

Section 7 The Board shall elect a President, Vice President, Secretary, and Treasurer from among the seven Board members who are members of Mt Washington Lodge No 614. These officers will be elected immediately following the adjournment of the of the annual association meeting in November.

Section 8 A quorum of five of the seven Board members who are members of Mt Washington Lodge 614 shall be required to do business and a majority of all Directors present at any meeting shall be necessary to decide any question before such meeting.

Section 9 The Directors of this association shall hold office for a term of one year.

ARTICLE V - DUTIES OF OFFICERS

Section 1 PRESIDENT: The duties of the President shall be to preside at the annual association meeting and all Board of Directors meetings. Countersign all checks and deeds. Make contracts for building repairs five hundred dollars ($500.00) or less and in general to perform all the duties usually incident to the office of President.

The Board President, the Worshipful Master and Senior Warden are authorized to sign the deed to the real property owned by the Mt Washington Masonic Building Association. However, it must be approved at the annual Association meeting or at a special Association meeting before any property is bought or Sold.

Section 2 VICE-PRESIDENT: The duties of the Vice-President shall be to perform the duties of the President in his absence, insure compliance to these by-laws by all members of the association, and to see that we follow all state, and federal rules.

Section 3 SECRETARY: The duties of the Secretary shall be to keep a correct record of all the proceedings of the Directors and the members meetings, to keep and preserve the seal, books, papers, documents and other property of the association; to keep a true and correct record of the receipts and disbursements and other business transactions of the association; to countersign, together with the president, all deeds, deeds of trust or other papers commonly known as documents under seal; and to perform all acts ordinarily incident to the office of Secretary

Section 4 TREASURER: The duties of the Treasurer shall be to keep and properly account for all the funds of the association; to countersign all checks and to make to the Directors and members a correct report of the financial condition of the association at the annual meeting of the members and from time to time as called for by the Directors or the members; to give bond for the general performance of his duties in the sum to be decided upon from time to time by the Board, and to perform all other duties ordinarily incident to that of the Treasurer.

* Premiums for a surety bond, if called for, will be paid by the Building Association.

ARTICLE VI – SEAL

Section 1 The cooperate seal of this association shall consist of two concentric circles between which are the words "Mt Washington Masonic Building Association" in the center- of which are the words Corporate Seal”

ARTICLE VII – DISSOLUTION

Section 1 In the event that Mt Washington Lodge No 614 is no longer financially able to pay the Mt Washington Masonic Building Association enough rent to maintain the Temple Building and the Board of Directors sells the building, the money from the sale will paid to the Lodge Treasury

Section 2 In the event of the sale of the building, the purpose of the Mt Washington Masonic Building Association will no longer exist and the dissolution of the association will also take place.

Section 3 In the case of dissolution, all moneys held in the name of the Mt Washington Masonic Building Association will be paid into the Lodge Treasury.

Section 4 In the event that Mt Washington Lodge No 614 surrenders its Charter, all moneys and property held by both the Lodge and The Association will become the property of the Lodge and be disposed of according to the by-laws of the Grand Lodge of Missouri.

ARTICLE VIII – AMENDMENTS

Section 1 These by-laws may be amended, repealed or altered in whole or in part by a two-thirds majority of the members present at any regular meeting, where such proposed action has been duly set out in the call for and notice of such meeting. In the event that it is so proposed to so amend, alter or repeal these by-laws, at least two weeks’ notice thereof and the changed proposed to be made shall be given in the manner provided for giving notice to members.

ARTICLE IX - COMMITTEES

Section 1 The President shall appoint the following committees. Subject to the approval of the Board;

Section 2 Executive – Chairman shall be the Board President and is to be comprised of the Board President, Vice President, Treasurer, Secretary, the Worshipful Master of Mt. Washington Lodge, and the Chairman of all other committees appointed. The Executive Committee shall be charged with maintaining the building. They shall also pay the monthly bills and submit a budget to the lodge for its approval before the February meeting. They will then approve the budget and act upon any investments that the Finance Committee suggests throughout the year. The Executive committee shall have the authorization to allow alcohol on the property on a case by case basis.

Section 3 Finance – Chairman shall be the Board Treasurer and is to be comprised of two (2) additional members. The Finance Committee will manage the investments of the building. They will cause an audit of all the books to be presented at the February meeting of each year.

Section 4 House – Chairman shall be appointed by the Board President and is to be comprised of two (2) additional members. The House Committee shall oversee all the physical property of the building, insuring all repairs are performed on time. Will cause an audit to be performed of all lodge property and reported, to the finance committee yearly. They will seek out new bodies and negotiate with said bodies for the use of all building properties. They will insure that nobody meeting at the property be in violation of any governing law of this land or of the “Grand Lodge of Missouri “.

Section 5 Legal – Chairman shall be the Board Vice-President and is to be comprised of two (2) additional members. The Legal Committee shall insure all laws of Federal, State, County, and City are followed and reported upon each year. They shall insure all By-Laws meet the By-Laws of the "Grand Lodge of Missouri" for the governing of a building board and of lodge and its expectations of the running of the corporation as the sole owner of the "MT Washington MASONIC BUILDING ASSOCIATION ". This committee shall be responsible for the language used for all agreements to the lodge and contracts to renters.

Section 6 And such other committees as shall be necessary or expedient for the handling of business of the Corporation. These committees shall be appointed as soon after the annual election each year as possible and shall serve for the ensuing year and until successors have been appointed. Said Committees shall have authority only to make recommendations to the Board, except as noted herein. Any committee that the Executive Committee or the President wishes to enact during their term in office shall be approved by the members and an outline of the duties they are to perform. This outline and the members are to be given to the Secretary to enter into the minutes of the next stated meeting.

Appendix

Important Dates

November, 1st Stated Meeting – Election of Board Members

By-Laws Committee 2015

(Board President)

Steve Mosley Signed__________________________________ Date___________________

(Board Treasurer/Secretary)

James Madden Signed__________________________________ Date___________________

(Mt. Washington Worshipful Master)

Donald MacCormick Signed__________________________________ Date___________________

(Mt. Washington Secretary)

Stan Stine Signed__________________________________ Date___________________