MR. PILIPINO
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BYLAWS OF THE MOVEMENT FOR THE REPEAL OF PHILIPPINE INDEPENDENCE LAW, INC. PILIPINO INTERNATIONAL NATIONAL ORGANIZATION
(“MR. PILIPINO”)
ARTICLE I. MEMBERS
Section 1. Class of Members. The Corporation shall have two classes of members: individuals and organizations. Individual members shall be individuals, whether Filipinos, former Filipinos, or non-Filipinos. Organization members shall be organizations or businesses, whether Filipino-owned or not, or whether incorporated or not. The rights and privileges of all members shall be equal; however, each organization member shall be entitled to two votes.
Section 2. Qualifications. Individual and organization members agreeing to be bound by the Articles of Incorporation of the Corporation, these Bylaws, the Code of Ethics, and such rules and regulations as the Board of Directors may, from time to time, adopt, shall become members of the Corporation.
Section 3. Admission to Membership. (a) The Board of Directors shall, from time to time, prescribe the form and manner in which application may be made for membership. Copies of the current invitation to join the movement and the application for membership form are attached. No membership fee shall be collected, but donations may be accepted.
(b) Membership in the Corporation shall constitute the member's unconditional permission for, and complete acquiescence in, the submission of all said member's disputes with the Corporation, its officer, director, member, committee member, advisor, or volunteer to the Board of Directors of the Corporation for resolution, whose decision is final, so that the funds of the Corporation are not depleted, and restricted donations of the donors are not touched, by a litigation. Such membership shall also constitute said member's unconditional permission for, and complete acquiescence in, said member's expulsion from the Corporation and said member's payment of reasonable attorneys' fees, costs and expenses at all stages of the proceedings if said member violates this subsection.
Section 4. Transfer, Termination, and Reinstatement. Membership in the Corporation is nontransferable. Membership shall terminate on the resignation of a member, or by a two-thirds vote of the Board of Directors, after notice and hearing, for violation of the Articles of Incorporation, Bylaws, Code of Ethics, or rules or regulations of the Corporation, or for committing acts inimical to the interests of the Corporation. A member may resign in writing upon satisfying all obligations then due the Corporation. A member whose membership has been terminated may apply for reinstatement in the same manner as application is made for initial membership.
Section 5. Property Rights. No member shall have any right, title, or interest in any of the property or assets, including any earnings or investment income of the Corporation, nor shall any of such property or assets be distributed to any member on its dissolution or winding up.
Section 6. Liability of Members. No member of the Corporation shall be personally liable for any of its debts, liabilities or obligations.
ARTICLE II. DIRECTORS
Section 1. Powers; Composition. The powers of the Corporation shall be exercised, its property controlled, and its affairs conducted by the Board of Directors. The number of directors of the Corporation shall never be less than three. Only Filipino-Americans shall be eligible for election and service as a director or an officer. “Filipino-Americans” are those born of Filipino or Filipino-American parents, those born in the Philippines of non-Filipino parents, those married to or divorced from Filipinos or Filipino-Americans, and the parents or relatives within the third civil degree by consanguinity or affinity of these individuals.
Section 2. Term. The term of office of the directors and officers of the Corporation shall be two (2) years from July 4 of every odd-numbered years or until their successors in office shall have been duly elected and qualified.
Section 3. Election. The incorporators shall elect the directors of the Corporation. The incorporators of the Corporation may fill the vacancy for the unexpired portion of the term of any director or officer.
Section 4. Ineligibility. No person who has, at any time, been suspended or expelled from the Corporation shall be eligible to run or serve as an officer, director, member, committee member, advisor, volunteer, or in any capacity of the Corporation during the time of his or her suspension or expulsion.
Section 5. Meetings. The Board of Directors shall determine
the frequency, place, date and time of its regular meetings. The Board
Chairman of the Corporation may, if he or she deems it necessary, call
special meetings of the Board of Directors. Notice of such meetings may
be made in writing or by telephone. If in writing, the notice shall be
mailed at least three days before the date of the meeting and, if by telephone,
fax or email, the telephone, fax or email contact shall be made at least
one day before the date of the meeting. A quorum for the transaction of
business at any meeting of the Board of Directors shall be twenty-five
percent (25%) of their number entitled to vote. However, if less than
a majority of the directors are present at any meeting, a majority of
the directors present may adjourn the meeting from time to time without
further notice. The act of a majority of the directors present at any
meeting, at which a quorum is present, shall be the act of the Board of
Directors. The order of business of the meetings of the Board of Directors
shall be as follows: (a) Call to Order; (b) Roll Call; (c) Approval of
Minutes of Previous Meeting/s; (d) Reports; (e) Unfinished or Old Business;
(f) New Business; (g) Next Meeting Date; and (h) Adjournment.
Section 6. Proxy; Vacancy. A director or officer may, in writing, designate
a proxy to represent him or her in the Board of Directors' meetings and
elections with full powers to participate in the deliberations and to
vote, provided the proxy has not, at any time, been suspended or expelled
from the Corporation.
Section 7. Termination. A director, officer, committee member, advisor, volunteer, or any person in any capacity of the Corporation shall be suspended or expelled by a vote of two-thirds of the Board of Directors, after notice and hearing, for violation of the articles of incorporation, bylaws, rules or regulations, or code of ethics of the Corporation, or for acts inimical to the interest of the Corporation. As used herein, "acts inimical to the interest of the Corporation" shall include, but not be limited to, soliciting or campaigning to withhold or withdraw support to the Corporation or any of its projects, programs, events or activities; giving little, token or no participation or support to the Corporation or any of its projects, events or activities.
ARTICLE III. OFFICERS
Section 1. Designation of Officers. The officers of the Corporation shall be a President or Chairman of the Board of Directors, one or more Vice Presidents or Vice Chairmen, a Secretary, an Assistant Secretary, a Treasurer, an Assistant Treasurer, and such other officers as may be created by the Board of Directors. An individual may hold two or more positions at the same time.
Section 2. Election; Term of Office. The Board of Directors shall elect the officers of the Corporation every after the election of the Board of Directors, and shall serve a term of two (2) years beginning July 4 immediately following their election. Each officer shall hold office until his or her successor shall have been duly elected and qualified. Any vacancy in any office, whether due to death, resignation, removal, disqualification, or otherwise, may be filled by the Board of Directors for the unexpired portion of the term.
Section 3. Duties of Officers. (a) The President or Chairman of the Board of Directors shall be the chief executive officer of the Corporation. He or she shall preside over all meetings of the Board of Directors. He or she shall sign, with the Secretary or other officer duly authorized by the Board of Directors, any deeds, mortgages, bonds, contracts, or other instruments, the execution of which has been authorized by the Board of Directors, except in cases where the signing and execution or such instruments has been expressly delegated by the Board of Directors to some other officer or agent of the Corporation. He or she shall appoint such officials or employees of the Corporation as have been authorized by the Board of Directors. He or she shall perform all other duties generally incident to the office of Board Chairman or chief executive officer and such other duties as may be prescribed by the Board of Directors.
(b) The Vice President or Vice Chairman of the Board of Directors shall be next in authority to the Board Chairman of the Corporation. In the absence of the Board Chairman or in the event of the Board Chairman's inability or refusal to act, the Board Vice Chairman shall perform the duties of the Board Chairman, and when so acting, shall have all the powers of, and be subject to all the restrictions upon, the Board Chairman. The Board Vice Chairman shall perform such additional duties as may from time to time be assigned to him or her by the Board Chairman or by the Board of Directors. For purposes of succeeding to or acting as Board Chairman, if there are more than one Vice President or Vice Chairman, the Vice President or Vice Chairman most senior in age and years of service to the corporation as an officer or director shall succeed to or act as President or Board Chairman.
(c) The Secretary shall take, prepare and keep the minutes of the meetings of the Board of Directors; see that all notices are duly given in accordance with these Bylaws or as required by law; be the custodian of the corporate records and of the seal of the Corporation; and promptly turnover to his or her successor in office all records, minutes and documents of the Corporation, including list of properties and inventories, immediately upon the expiration of his or her term.
(d) The Assistant Secretary shall act as secretary in the absence of the secretary, or assist the secretary and shall perform such other duties as may from time to time be assigned to the assistant secretary by the Secretary, the Board Chairman, or the Board of Directors.
(e) The Treasurer shall have charge and custody of, and be responsible for, all funds and securities of the Corporation; receive and give receipt for moneys due and payable to the Corporation from any source and deposit all such moneys in the name of the Corporation in such banks, trust companies, or other depositaries as shall be selected by the Board of Directors; if required by the Board of Directors, give a bond for the faithful discharge of the treasurer's duties, in such sum and with such surety as the Board of Directors may deem appropriate; prepare such reports as may be required by law or by the Board of Directors; and perform all duties generally incidental to the office of the Treasurer and such other duties as may from time to time be assigned to the Treasurer by the Board Chairman or by the Board of Directors.
(f) The Assistant Treasurer shall act as treasurer in the absence of the treasurer, or assist the treasurer and shall perform such other duties as may from time to time be assigned to the assistant treasurer by the treasurer, the Board Chairman, or the board of directors.
ARTICLE IV. COMMITTEES
Section 1. Creation; Composition; Meetings. The Board of Directors may create such standing, special, or adhoc committees as it may deem appropriate. The committee chairman appointed by the Board Chairman shall appoint the chairperson and members of his or her committee. A majority of the whole committee shall constitute a quorum, and the act of a majority of members present at a meeting at which a quorum is present shall be an act of the committee.
Section 2. Standing Committees. The following shall be the standing committees and the duties of said committees:
(a) Membership – to organize chapters in the United States, the Philippines, Canada, and other countries, and to promote the relationship of existing members and the growth of new members through membership activities;
(b) Legal – to research, litigate, and execute appropriate legal questions, issues, or decisions, and to draft legislation or other legal documents necessary to achieve the Corporation’s purposes;
(c) Public Relations – to communicate the Corporation’s purposes, position, and course of action or activities to the membership, media, government, and the general public; and
(d) Fundraising – to devise and implement ways and means to raise funds, including Internet solicitation, to be used by the Corporation for achieving its purposes.
ARTICLE V. CHAPTERS
Section 1. Organization. Only one national organization chapter shall be organized in each country, and only one chapter shall be organized in each political subdivision of said country. For example, in the United States, the national organization shall be this international national organization incorporated in the State of Florida and based in Tampa, Florida (the “mother organization”); in each state of the United States, there shall be only one state chapter, and in each county, city, township, district, or political subdivision of said state, there shall be only one respective county, city, township, district, or political subdivision chapter. For example, in the Philippines, there shall be only one national organization in said country, and only one chapter for each province, city, municipality, and barangay in said country.
Section 2. Name. Each chapter shall use the full legal name or acronym of this corporation followed by the name of the country or respective political subdivision. For example, in the Philippines, the name of the national chapter shall be as follows: “Movement for the Repeal of Philippine Independence Law, Inc., Pilipino International National Organization, Philippine National Chapter” or “Mr. Pilipino, Philippine National Chapter;” the name of a provincial chapter shall be as follows: “Movement for the Repeal of Philippine Independence Law, Inc., Pilipino International National Organization, Camarines Sur Provincial Chapter” or “Mr. Pilipino, Camarines Sur Provincial Chapter;” the name of a city chapter shall be as follows: “Movement for the Repeal of Philippine Independence Law, Inc., Pilipino International National Organization, Naga City Chapter” or “Mr. Pilipino, Naga City Chapter;” the name of a municipality chapter shall be as follows: “Movement for the Repeal of Philippine Independence Law, Inc., Pilipino International National Organization, Pili Municipal Chapter” or “Mr. Pilipino, Pili Municipal Chapter;” and the name of a barangay chapter shall be as follows: “Movement for the Repeal of Philippine Independence Law, Inc., Pilipino International National Organization, Cadlan Barangay Chapter” or “Mr. Pilipino, Cadlan Barangay Chapter.” For example, in the United States, the name of a state chapter shall be as follows: “Movement for the Repeal of Philippine Independence Law, Inc., Pilipino International National Organization, Florida State Chapter” or “Mr. Pilipino, Florida State Chapter;” the name of a county chapter shall be as follows: “Movement for the Repeal of Philippine Independence Law, Inc., Pilipino International National Organization, Hillsborough County Chapter” or “Mr. Pilipino, Hillsborough County Chapter;” the name of a city chapter shall be as follows: “Movement for the Repeal of Philippine Independence Law, Inc., Pilipino International National Organization, Temple Terrace City Chapter” or “Mr. Pilipino, Temple Terrace City Chapter;” the name of a township chapter shall be as follows: “Movement for the Repeal of Philippine Independence Law, Inc., Pilipino International National Organization, Stickney Township Chapter” or “Mr. Pilipino, Stickney Township Chapter.”
Section 3. Purpose. Each chapter shall not engage in any purpose other than the purpose of the Mother Chapter, which is to work, by legislative, judicial, executive and other democratic means, for the repeal of the Tydings-McDuffie Act of 1934 (the United States law that granted independence to the Philippines) so as to revert the status of the Philippines as a commonwealth of the United States like Puerto Rico or to convert the Philippines as a state of the United States like Hawaii.
Section 4. Conformance with Local Laws. Each chapter shall comply with all applicable local laws in its organization and operation. If required by local law to incorporate, each chapter’s articles of incorporation and bylaws shall substantially be similar to the Mother Organization’s articles of incorporation and bylaws, copies of which are attached. If unincorporated, each chapter’s articles of association and bylaws shall substantially be similar to the Mother Organization’s articles of incorporation and bylaws.
Section 5. Accreditation. Each chapter shall be subject to an initial and then an annual accreditation by the Mother Organization. An initial request for accreditation shall be addressed to the Mother Organization and shall contain copies of the chapter’s articles of incorporation, if incorporated, or the chapter’s articles of association, if unincorporated, the chapter’s bylaws, and the chapter’s list of officers and directors with their respective addresses (postal and email) and telephone numbers. An annual request for accreditation shall be addressed to the Mother Organization and shall contain copies of any amendments so far made to the chapter’s articles of incorporation or articles of association, bylaws, list of officers and directors, financial statements, and report of activities for the preceding fiscal year. Each chapter shall file its initial request for accreditation within thirty (30) days from the date of its incorporation or organization as an association. Each chapter shall file its annual request for accreditation within thirty (30) days from the end of its fiscal year. Filing of requests for initial or annual accreditation may be done by hard copy, fax, email, or online. The Mother Organization’s postal address, fax, email, and website are as follows: Postal address: P.O. Box 271142, Tampa, Florida, U.S.A. 33688; Fax: (813) 963-7840; Email address: robertoruelo@mrpilipino.org; Website: www.mrpilipino.org. Copies of the initial request for accreditation and of the annual request for accreditation are attached. Only one chapter shall be accredited for each country and each political subdivision of that country. The first chapter organized in each country or its political subdivision shall be accredited. No splinter group shall be accredited.
Section 6. Rights and Duties. Each accredited chapter, and its members, shall be entitled to all the rights, honors, and privileges, and be subject to all the duties and obligations, appertaining to a member of the Mother Organization. Each chapter shall support the purposes, programs, policies, activities, pronouncements, decisions, and funding of the Mother Organization. No chapter shall say or do anything inconsistent with or contrary to or in derogation of the Mother Organization’s purposes, programs, policies, activities, pronouncements, decisions, or funding. Each chapter shall support one another, not fight each other.
Section 7. Accountability. All chapters shall be accountable and be subject to the primary authority of the Mother Organization. For command responsibility purposes, the chapters shall have secondary authority over all the chapters lower in rank in the hierarchy of political subdivisions. For purposes of this section, the ranking of political subdivisions are as follows: 1st - country or state; 2nd – county or province (or equivalent name); 3rd – city or township (or equivalent name); 4th – municipality (or equivalent name); 5th – barangay (or equivalent name). Each country or state chapter shall supervise, coordinate, be responsible for, or otherwise have authority over the county or provincial chapters under it; each county or provincial chapter shall supervise, coordinate, be responsible for, or otherwise have authority over the city or township chapters under it; each city or township chapter shall supervise, coordinate, be responsible for, or otherwise have authority over the municipal chapters under it; and each municipal chapter shall supervise, coordinate, be responsible for, or otherwise have authority over the barangay chapters under it. Each state chapter in the United States and each national chapter in other countries shall submit to the Mother Organization monthly financial statements and report of activities which consolidate its own financial statements and report of activities with those of all the chapters under it.
Section 8. Relationship with Other Organizations. The Mother Organization and its chapters shall not become members of nor become affiliated with, any other organization. However, the Mother Organization and its chapters may, on a case by case basis, coordinate or assist other organizations with similar purposes as the Mother Organization but only if these other organizations are pursuing said purposes by judicial, legislative, executive, and other democractic means.
ARTICLE VI. CODE OF ETHICS
Section 1. Grounds for Discipline. A violation of this code of ethics shall be a ground for suspension or termination under the procedures established in these bylaws.
Section 2. Decorum at Meetings. At any meetings of the Corporation, no one shall (a) talk without first asking and receiving permission from the presiding officer, (b) talk disrespectfully against another, (c) use profane or vulgar language, or shout, (d) verbally or physically abuse, threaten, assault, or sexually harass another, (e) refuse to stop when declared out of order by the presiding officer or to leave when ordered by the presiding officer, sergeant-at-arms (or equivalent title), or police officer, (f) possess, sell, consume or be under the influence of alcohol or illegal drugs, (g) bring, carry, possess, display or use a deadly weapon, (h) commit any unruly or offensive behavior, (i) create any disturbance or disruption of the proceedings, (j) commit breach of the peace or disorderly conduct, and (k) aid and abet others to commit a violation of this section.
Section 3. Decorum at all Times. In or outside the offices, functions, events, or activities of the Corporation (the "Premises"), no one shall (a) spread any defamatory and malicious gossip against any Corporation officer, director, member, advisory board member, committee member, or volunteer, (b) treat discourteously any member of the general public invited to or attending any function, event or activity on the Premises, (c) use profane or vulgar language during any function, event or activity on the Premises, (d) verbally or physically abuse, threaten, assault, or sexually harass another during any function, event or activity on the Premises, (e) refuse to leave the Premises when ordered by the chairman, vice chairman, sergeant-at-arms (or equivalent title), or police officer during any function, event or activity on the Premises, (f) be under the influence of alcohol or illegal drugs during any function, event or activity on the Premises, (g) smoke in designated nonsmoking areas, (h) bring, carry, possess, display or use a deadly weapon during any function, event or activity on the Premises, (i) commit any unruly or offensive behavior during any function, event or activity on the Premises, (j) interfere with, frustrate, or create any disturbance or disruption of the show or performance during any function, event or activity on the Premises, (k) commit breach of the peace or disorderly conduct during any function, event or activity on the Premises, (l) aid and abet others to commit a violation of this section, and (m) make derogatory remarks against the corporation, its officers, directors, members, volunteers or any of the programs, policies, projects, events and activities of the corporation.
Section 4. Honesty and Integrity. No one (a) shall, with intent to deprive or withhold from the Corporation the control of money or property, including but not limited to service mark, trade secret, or mailing list, or with intent to appropriate them for his or her own use or to the use of another, steal or embezzle them or, without authority from the Board of Directors or the Board Chairman, make or cause to be made a copy thereof, (b) shall willfully or fraudulently alter, deface, or falsify any Corporation records or documents, including but not limited to invoices, statements, bills, vouchers, receipts and the like, or (c) shall maliciously or willfully damage, destroy, mutilate, deface, misuse, or injure (including the placement of graffiti or the commission of other acts of vandalism) property, real, personal or mixed, including work of art and exhibits, belonging or on loan to the Corporation, (d) shall commit other acts of dishonesty.
Section 5. Conflict of Interest. No one shall have any
interest, financial or otherwise, direct or indirect, engage in any business
transaction, or incur any obligation of any nature, which is in substantial
conflict of interest with the proper discharge of his or duties to the
Corporation. As used herein, "conflict" or "conflict of
interest" means a situation in which regard for a private interest
tends to lead to disregard of a duty or interest to the Corporation. No
one shall vote upon any measure, which would inure to his or her special
private gain or loss or to the special gain or loss of a relative or business
associate. The person having a conflict of interest shall, prior to the
vote being taken, publicly state to the meeting the nature of his or her
interest in the matter from which he or she is abstaining from voting.
Section 6. Other Conduct. No one shall (a) release any Corporation confidential
or proprietary information without prior authorization from its Board
Chairman or board of directors, (b) fail or refuse to assign exclusively
to the Corporation any intellectual property, including but not limited
to trade secrets, which a Corporation officer, board member, advisory
board member, committee member, or volunteer may generate, conceive or
first reduced to practice, whether individually or jointly with others,
as a result of his or her association with the Corporation, which duty
to assign shall survive his or her association with the Corporation, (c)
fail or refuse to turnover to the Corporation all of its records and documents
upon termination of his or her term with the Corporation or upon request
by its board of directors, whichever is earlier, and (d) enter into or
remain on the Premises after a trespass notice or warning has been issued
or given by a Corporation representative or any police officer.
Section 7. Arrest, Indictment or Conviction. Whenever a Corporation officer, director, member, advisory board member, or committee member is arrested for a felony or for a misdemeanor related to his or her Corporation duties, the board of directors may suspend him or her. Whenever he or she is indicted for a misdemeanor or felony unrelated to his or her Corporation duties, the Board Chairman of the Corporation may suspend him or her. The suspension of such individual creates a temporary vacancy in his or her office during the suspension. The board of directors may fill the vacancy by a temporary appointment. No individual who has been suspended from office may perform any Corporation official act, duty, or function during his or her suspension or be entitled to any of the privileges of his or her office during suspension. If the individual is convicted of the charge, the Board Chairman of the Corporation shall remove him or her from office. For purposes of this section, any person who pleads guilty or nolo contendere shall be deemed to have been convicted, notwithstanding a suspension of sentence or a withholding of adjudication. If the individual is acquitted, the Board Chairman of the Corporation shall revoke the suspension. If the revocation occurs after the individual's term of office had expired, he or she shall not be reinstated to his or her former office.
Section 8. Avoidance of Suspension or Termination. A Corporation officer, director, member, advisory board member, committee member, or volunteer may avoid suspension or termination, under this article or any other article of these bylaws, or when the individual believes that he or she cannot abide by the rule of the majority as expressed in a duly adopted Corporation rule, goal, policy, program, project, event, activity or motion, by resigning from the Corporation.
ARTICLE VII. MISCELLANEOUS
Section 1. Gifts and Contributions. The Board of Directors may accept on behalf of the Corporation any contribution, gift, bequest or devise of any type of property for the purposes of the Corporation as set forth in its Articles of Incorporation.
Section 2. Checks, Drafts, Orders for Payment. All checks, drafts, or orders for the payment of money, notes, or other evidences of indebtedness issued in the name of the Corporation shall be signed by such officer or officers, agent or agents of the Corporation and in such manner as the Board of Directors shall from time to time determine. In the absence of such determination, such instruments shall be signed by the Treasurer and countersigned by the President/Board Chairman or the Vice President/Board Vice Chairman of the Corporation.
Section 3. Fiscal Year. The fiscal year of the Corporation shall be from July 1 to June 30 of each year.
Section 4. Parliamentary Procedure. Unless provided for in the Articles of Incorporation, these Bylaws, or applicable law, the latest edition of the Robert's Rules of Order shall govern the meetings of the Corporation.
Section 5. Waiver of Notice. Whenever any notice is required to be given under the provisions of the Florida Not For Profit Corporation Act or under the provisions of the Articles of Incorporation or Bylaws of the Corporation, a waiver thereof in writing signed by the person or persons entitled to such notice, whether before or after the time stated therein, shall be deemed equivalent to the giving of such notice.
Section 6. Action Without Meeting. No meeting need be held by the Board of Directors or any Committee to take any action required or permitted to be taken by law, provided all the respective members thereof shall individually or collectively consent in writing to such action, and such written consent or consents is filed with the minutes of the proceedings. Action by written consent shall have the same force and effect as action by unanimous vote of the directors or the committee members.
Section 7. Voting by Mail. Any provision
herein to the contrary notwithstanding, where a quorum is not had, when
time is of the essence, or in case of an emergency, action on any matter
shall be conducted by mail.
CERTIFICATE OF SECRETARY
I do certify that I am the duly elected and qualified
Secretary and keeper of the records and corporate seal of the MOVEMENT
FOR THE REPEAL OF PHILIPPINE INDEPENDENCE LAW, INC., PILPINO INTERNATIONAL
NATIONAL ORGANIZATION (“MR. PILIPINO”), a duly organized and
existing not for profit corporation under the laws of the State of Florida,
and that the foregoing is a true and correct copy of the Bylaws of the
MOVEMENT FOR THE REPEAL OF PHILIPPINE INDEPENDENCE LAW, INC., PILIPINO
INTERNATIONAL NATIONAL ORGANIZATION (“MR. PILIPINO’), duly
adopted at a meeting of the members thereof convened and held in accordance
with law and the Bylaws of said Corporation on the 4th day of July, 2005,
and that said Bylaws are now in full force and effect.
IN WITNESS WHEREOF, I have hereunto subscribed my name this ________ day
of July, 2005, at Tampa, Florida.
________________________________
, Secretary
ATTEST:
_________________________________
, President
