Section 1: The membership in this corporation shall consist of active members who shall be of good character and community standing, engaged in recognized areas of business, agricultural, institutional or professional and (1) who are owners or partners; (2) who are executives, corporate officers or managers with administrative duties and discretionary authority; or (3) who are district or local agents or branch representatives in charge of such agency or branch in an executive or administrative capacity; or (4) who are members of a recognized profession.

Section 2: The active membership shall not exceed 75 members and not more than one representative and alternate of any line of business, or profession for which a classification is provided. Should a prospective member be proposed, per Article III, in such prospective member is in conflict with a lin of business, or profession of a current member, the right of refusal to the prospective member will go to the current member and alternate in conflict. Every member shall represent only one line of business or profession, and declare said line of business or profession upon initial application to the corporation.

Section 3: Members shall pay membership dues, as provided in Article X and shall be entitled to all privileges of the Corporation. Membership shall automatically cease when an active member shall retire or permanently remove his vocation activity so as to become ineligible for active membership under the classification to which he was selected.

Section 4: When the member of a classification of business or professional resigns or is terminated under the provisions set forth for attendance, or non-payment of dues, any member of the Corporation may propose a new applicant in accordance with Article III on admission to membership.

Section 5: The acceptance, by general membership, of an applicant shall make it obligatory upon the part of the new member to fulfill and perform all requirements herein contained, and to confirm to all rules and regulations, whether expressed in the by-laws or otherwise, which have been, or may be from time to time adopted by the Corporation.

Section 6: Business Associates of West Broward, Inc. is incorporated under the laws of the State of Florida as a non-profit corporation, is a voluntary corporation, and under no circumstances shall there be any value to membership in said Corporation nor shall membership be transferrable.

Section 7: Membership in this Corporation shall be conditional, among other things, upon the fact that no member shall have any right of action against any officer, director, committeeman, or member of the Corporation, in consequence of any suspension, termination of membership expulsion, or in consequence of any act solely and essentially a Corporation activity.

Section 8: Whenever the Board of Directors deems it for the best interest of the Corporation and its other members to cancel a membership and declare the classification therefore held by the membership vacant, it shall have the power to do so by a majority vote in favor of such action. Before a membership is canceled, however, the Board shall inform the member of its reasons for said cancellation and allow the members an opportunity to be heard. Upon such cancellation of membership in the Corporation, any dues having been paid by the canceled member for the quartely period and not used, shall be refunded on a pro rata basis, but, not to exceed half of any quarterly payment, and any interest in the assets of the Corporation shall automatically cease and terminate.

Section 9: Any member may resign from the Corporation provided his indebtedness to the Corporation has been paid. All resignations shall be submitted in writing to the Board of Directors and shall become effective when accepted.

Section 1: A prospective member may be proposed by any active member by giving the name of said applicant orally at any business meeting and in writing to the Board of Directors at whose discretion it will be to extend an invitation to attend a breakfast business meeting. It will be the duty of each member to conscientiously meet prospective members to better determine their qualifications and sincere interest of the candidate for active membership, the candidate shall then be voted upon for acceptance or rejection by the general membership at any regularly scheduled business meeting.

Section 2: Any objections to an application for membership by a member, should be tendered before the applicant's name is considered by the Board of Directors. The objecting member's reasons shall be valid and objective and shall be based upon reasoning which is consistent with the aims and pruposes of the Corporation. The Member's reasons do not have to be made known, but only that he objects to the application.

Section 1: A President, Vice President, Secretary and Treasurer shall be elected by the Board of Directors on the first meeting in March.

Section 2: The President shall be the executive and administrative officer of the Corporation, shall preside at all meetings of the Corporation and of its Board of Directors, and shall perform such other duties as the Board of Directors may prescribe.

Section 3: The Vice President shall perform the duties of the President in his absence, shall serve as Chairman of the Social Committee and shall perform such other duties as the President or Board of Directors may assign to him.

Section 4: The Secretary Treasurer shall keep the minutes of the Corporation and any pertinent records of the Corporation, shall serve as Corporation custodian of the funds and property of the Corporation and shall perform such other duties as the President or Board of Directors may prescribe.

Section 1: The Board of Directors shall consist of seven (7) individuals of which (6) members shall be elected from the general membership and the immediate past President of the Corporation.

Section 2: Members of the Board of Directors shall be active members of the Corporation in good standing for one (1) year.

Section 3: The Board of Directors shall determine the policies and activities of the Corporation, shall vote upon prospective members, plan and approve a budget, for a one-year period at the beginning of each administration, approve and order payment of all bills incurred by the Corporation, counsel with the various committees, and have general management of the Corporation. Five Directors shall constitute a quorum.

Section 4: The Board of Directors shall meet at least once quarterly and on the call of the President, who shall be Chairman of the Board of Directors.

Section 5: Deleted by way of Amendment to Bylaws voted on at February 19, 1993 meeting.

Section 6: The past President of the Corporation shall serve as the Committee with the immediate past President serving as Chairman of the Nomination Committee.

Section 7: While serving on the Board of Directors, each Director shall observe a strict attendance requirement. No Director may be absent from any regularly meeting without consent of the Board. Should this attendance requirement be violated, then the Board of Directors at their discretion may elect to remove and replace the violating Director.

Section 1: Meetings shall be held twice a month on a day and place and time designated by the Board of Directors.

Section 2: The annual meeting of the Corporation shall be held on the first meeting of September for the purpose of electing officers. Two weeks notice will be given the membership of said annual meetings, and two-thirds of the membership shall constitute a quorum for election of officers and/or Directors.

Section 1: Fourteen days prior to the semi-annual meeting, a Nominating Committee shall report to the membership the names of the nominees. Nominations may be made form the floor.

Section 2: Any vacancies occurring in the Officers or Board of Directors may be filled by the Board of Directors until the next regular election.

Section 1: Each member shall pay that amount necessary with the dues, per Section 2, the cost of 1 breakfast per meeting.

Section 2: Dues shall be payable in advance on the first day of each quarter. If dues are not paid by the 10th of the month in which they become due, a notice of delinquency shall be given to the delinquent member will automatically terminate and result in a vacancy in the classification held by that member .

Section 3: There shall be no other fees, dues, charges, assessments or penalties imposed upon members or membership, except for meals actually furnished to members from time to time, without a two-thirds vote of approval by the membership of the Corporation.

Section 4: The Board of Directors shall have the power to raise or lower the quarterly dues from time to time, provided, however, said dues shall never be raised to a greater amount than $50.00 per quarter without a two-thirds vote of approval by the membership of the Corporation.

Section 5: Each member shall pay for expenses of each of his guests such guests as are proposed to fill an open classification.

Section 6: There shall be a paid Secretary of the Corporation who shall be responsible for keeping the minutes of the meetings, preparing correspondence and other such duties as assigned by the Officers or Board of Directors.

Section 7: There shall be a $50.00 initiation fee payable by the applicant at the time of application for membership in the Corporation.