ARTICLE VIII 
                  MISCELLANEOUS

Section 8.1    Seal. The Association shall have an
official seal which shall be in, such form as
approved by the Board of Directors, but which shall
contain the words "Pennsylvania Association of
Perianesthesia Nurses". The seal shall be in the
custody of the secretary.

Section 8.2    Fiscal Year. The fiscal year of the
Association shall be from Jan.1 –Dec. 31

Section 8.3    Expenditures. All expenditures shall be
in accordance with Policy & Procedure.

Section 8.4    Records. The secretary shall keep and
maintain all records except financial. The treasurer shall
keep and maintain all financial records for seven (7) years.

Section 8.5    Parliamentary Authority. The rules in the
current edition of Robert's Rules of Order Newly Revised
shall govern the Association unless they are inconsistent
with these bylaws and any other rules of order the
Association may adopt.

Section 8.6    Contracts. The Board of Directors may
authorize any officer, agent to enter into any contract or
execute and deliver any instrument in the name of and
on behalf of the Association. Such authority must be
confined to specific instances. 

                        ARTICLE IX 
                        AMENDMENTS

Section 9.1    Amendments with notice. These Bylaws
may be amended by a majority vote of the Board of
Directors, provided that written notice is sent to each
member of the Board at least thirty (30) days prior to
the date of presentation for action by the Board.

Section 9.2    Amendments without notice. These Bylaws
may be amended by majority vote of the Board of Directors. 

                        ARTICLE X 
                  PROHIBITED ACTIVITIES

Section 10.1    Prohibited Activities. No member or agent
of this Association shall take any action or carry on any
activity by or on behalf of the Association which is not
permitted to be taken or carried on by an organization
except under Section 501(c)(3) of the Internal Revenue
Code and its Regulations as they now exist or as they may
be amended, or by an organization contributions to which
are deductible under Section(c)(2) of such Code and
refutations as they now exist or as they may hereafter be
amended. 

                        ARTICLE XI 
        DISTRIBUTION OF ASSETS UPON DISSOLUTION

Section 11.1    Upon dissolution of the Association, the
Board of Directors shall, after paying or making provisions
for the payment of all liabilities of the Association, dispose
of all the assets according to Section 501(c)(3) of the
Internal Revenue Code. Proviso needed: These bylaws
shall become effective September 26th, 1997 at the closing
of the meeting of the Association.
Reviewed and Revised 10/04, 9/05,3/08


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