THE BOARD OF DIRECTORS OF
COLUMBIA SUMMER WINDS, INC.
The undersigned, members of the Board of Directors (the “
”) of Columbia
Summer Winds, Inc., a New York not-for-profit corporation (the “ Corporation ”), do hereby consent to and adopt the following resolutions, effective as of January 20, 2014 unless otherwise noted below:
WHEREAS , pursuant to Article VIII of the bylaws of the Corporation (the
“ Bylaws ”), the Bylaws may be amended by the board of directors of the
Corporation (the “
Board of Directors
”), and such amendment may be approved by a vote of 75% of the total number of directors entitled to vote which the corporation would have if there were no vacancies.
NOW, THEREFORE, BE IT RESOLVED:
1. FISCAL YEAR
RESOLVED, that Section 3 (“Fiscal Year”) of Article X (“Miscellaneous”) of the Bylaws is hereby amended by deleting it in its entirety and replacing it with the following, which shall be effective immediately:
The fiscal year of the Corporation shall begin on October 1 of each year and end on September 30.
2. NUMBER OF DIRECTORS
RESOLVED, that Section 2 (“Qualifications and Number”) of Article III
(“Board of Directors”) of the Bylaws is hereby amended by adding the following sentence after the second sentence thereof, which shall be effective as of
September 19, 2013:
Effective September 19, 2013, the number of Directors constituting the entire board shall be eight (8).
3. NEW MEMBERS OF THE BOARD OF DIRECTORS
RESOLVED, that the Board of Directors hereby confirms and ratifies the election of the following as members of the Board of Directors, duly elected at prior meetings of the Board of Directors:
RESOLVED, that the Board of Directors recognizes with gratitude the service of
Raymond Lucia as Director and Treasurer of the Corporation and hereby confirms and ratifies that Jason Mogen was elected as a Director and Treasurer of the
Corporation effective as of the resignation of Raymond Lucia in such capacities.
5. OFFICERS OF THE CORPORATION
RESOLVED, that the Board of Directors hereby confirms and ratifies that the following constitute the Board of Directors and the officers of the Corporation:
Neesha Ramchandani Vice President
Jennifer Pyne Vice President
Director, Music Director Emeritus
This Resolution shall be filed among the records of the Corporation.
The undersigned does hereby certify that he is the Secretary of Columbia Summer
Winds, Inc., a New York not-for-profit corporation, and that the foregoing resolutions were duly adopted by a quorum, or in the case of amendments to the
Bylaws, 75% of the entire Board, at a meeting duly held on the 20 th