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The Council shall be responsible for directing and managing the operations and affairs of the Society.
The President shall be the principal executive officer of the Society. He shall preside over all meetings of the Society and of the Council. He may make or sign contracts on behalf of the Society, with the advice and consent of the Council, or he may delegate such duty to the Executive Director and Secretary-Treasurer. He shall be a member ex officio of all committees. He shall exercise the usual duties of the Office.
a. In the temporary absence or unavailability of the President, the available Vice-President having the longest tenure in that Office shall assume the duties of the President.
b. The President may assign specific duties to each of the Vice-Presidents.
The Executive Director and Secretary-Treasurer shall act as recorder of the Council and Shall conduct the correspondence of the Society and its financial transactions. Significant correspondence generated by Committees or Sections of the Society shall be coordinated with the Executive Director and Secretary-Treasurer. He shall be responsible for publication of the Naval Engineers Journal. The Executive Director and Secretary-Treasurer shall manage the funds of the Society, including revenues generated by the Sections, in accordance with a program and within an annual budget approved by the Council. Within bounds of the approved program and budget he shall have the authority to maintain a staff and to contract for such services as are required to support the operations of the Society. He shall submit an annual financial statement which will be audited by the Audit Committee. He shall provide an annual financial report to the membership and submit such other financial reports as may be required by the Council. He shall maintain a record of property belonging to the Society, both real and personal; and shall bring to the Council for action any changes of such property for which Article IV requires Council approval. He will receive such salary as the Council may provide. He shall be bonded.
The Assistant Secretary-Treasurer, in addition to other duties, shall perform the duties of the Executive Director and Secretary-Treasurer during the absence of the latter under procedures approved by the Council. The incumbent will receive such salary as the Council may determine and shall be bonded.
Members of Council elected to represent Geographical Regions are responsible for maintaining a frequent dialog with all Sections in their region and representing them at meetings of the Council. Because of their remote locations, Members of Council who represent Geographical Regions may designate voting proxies under terms approved by the Council.
The Council has authority to establish such other rules and regulations as may be necessary for the government of the Society and for the conduct of its affairs, provided that such rules and regulations do not conflict with the provisions of these Bylaws.
The Council may authorize the formation of Sections in accordance with these Bylaws. The Council may approve or direct the dissolution of Sections as provided in the Bylaws.
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