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ARTICLE 7: OFFICERS

SECTION 7.1: ELECTED OFFICERS

At the first Board meeting after the Annual Meeting, the Board must elect a Chair, Secretary, and Treasurer from the Board members. The Executive Director may be the Board Chair but must not be either the Board Secretary or Treasurer.

(a) Board Chair: The Board Chair will represent the corporation in its relations with the public. He or she will preside over the Annual Meeting and the Board of Director’s meeting. 
(b) Secretary: The Secretary gives meeting notices and keeps minutes or designates someone to keep minutes of all Board meetings.
(c) Treasurer: The Treasurer advises the Board of Directors and Executive Committee on Financial matters.
(d) Chair Emeritus: The Board may designate a distinguished Advisory Council or Board member as honorary Chair or Chair Emeritus. The Board Chair may ask the Chair Emeritus to preside over any meeting. If the Chair Emeritus is not a regular Board member, they may preside over the meeting but may not vote.

SECTION 7.2: EXECUTIVE DIRECTOR

(a) The Board will engage the services of Executive Director. The salary of the Executive Director will be determined by the Board in compliance with the California Non Profit Integrity Act, IRS rules and guidelines on non profit executive compensation, and must be commensurate with other Executive Directors of nonprofit organizations of similar size, revenue, and scope.
(b) The Executive Director is the Chief Executive Officer (CEO) of Fair Workplace Council. The Executive Director will implement the vision and policies of the Board. The Executive Director will be responsible and provide supervision for all activities of the staff and the day to day operation of Fair Workplace Council.  The Executive Director can hire or fire staff. The Executive Director has the right to enter into contracts on behalf of Fair Workplace Council and authorize spending that is in alignment and within the constraints of the Strategic Plan and Annual Budget that is approved by the Board. The Executive Director must seek and obtain Board approval to act outside the constraints of the Annual Budget and Strategic Plan.
(c) The Executive Director must provide a quarterly and annual financial statements and Annual Budget to the Treasurer. The Annual Budget must be created with Board input and approved by the Board. The Executive Director must also create, with Board input and approval, a three to five year Strategic Plan. The Executive Director is responsible for updating this Strategic Plan each year by the end of the first quarter and reporting to the Board what goals and targets were achieved and missed.
(d) The Executive Director is a Board member with full voting rights. 
(e) The Executive Director may be removed as Executive Director by a majority approval of the entire Board. If the removed Executive Director was on the Board only because of their position as the CEO of Fair Workplace Council, he or she will be automatically removed from the Board. If the removed Executive Director was elected to the Board, he or she will remain on the Board but no longer be Board Chair.

SECTION 7.3: CHIEF FINANCIAL OFFICER

The Board may engage the services of a Chief Financial Officer (CFO). The CFO will report to the CEO. The Salary of the CFO will be determined by the Board in compliance with the California Non Profit Integrity act, IRS rules and guidelines on non profit executive compensation, and will be commensurate with other CFOs of nonprofit organizations of similar size, revenue, and scope. The CFO will be responsible for managing the finances and budgets of the Fair Workplace Council. The Board grants the CFO the right to sign checks and pay bills on behalf of Fair Workplace Council so long as they are within the constraints of the Annual Budget approved by the Board. The CFO may be removed by a majority approval of the Board.