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ArtsQuest Board Governance Manual

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11.04. A Trustee, Director, Officer or employee shall not be personally liable, as such, for monetary damages<br />

for any action taken, or any failure to take any action, unless: (a) the Trustee or Director has breached or failed to<br />

perform the duties of his/her office; and (b) the said breach or failure to perform constitutes self-dealing, willful<br />

misconduct or recklessness.<br />

11.05. The provisions of this Article XI shall not apply to: (a) the responsibility or liability of a Trustee, Director, or<br />

Officer pursuant to any criminal statute; or (b) the liability of a Trustee, Director or Officer for the payment of taxes<br />

pursuant to local, State or Federal law.<br />

ARTICLE XII<br />

ANNUAL REPORT<br />

12.01. Annual Reports. The Officers shall present annually to the <strong>Board</strong> of Trustees a report, verified by the<br />

President, and Treasurer or by a majority of the Trustees, showing in appropriate detail the following:<br />

(A) The assets and liabilities, including the trust funds, of the Corporation as of the end of the fiscal year<br />

immediately preceding the date of the report.<br />

(B) The principal changes in assets and liabilities including trust funds, during the year immediately<br />

preceding the date of the report.<br />

(C) The revenue or receipts of the Corporation, both unrestricted and restricted to particular purposes, for<br />

the year immediately preceding the date of the report, including separate data with respect to each trust<br />

fund held by or for the Corporation.<br />

(D) The expenses or disbursements of the Corporation, for both general and restricted purposes, during<br />

the year immediately preceding the date of the report, including separate data with respect to each trust<br />

fund held by or for the Corporation.<br />

ARTICLE XIII<br />

AMENDMENTS<br />

From time to time these Bylaws may be altered, amended or repealed, and new Bylaws may be adopted by the<br />

<strong>Board</strong> of Trustees after ten (10) days’ written notice of the proposed alteration, amendment or change has been<br />

given to each Trustee provided that no alteration, amendment, or change shall be made without the affirmative<br />

vote of a majority of the total number of Trustees in office.<br />

ADOPTED this 12th day of December, 1984, at a duly called meeting of the <strong>Board</strong> of Directors of the BETHLEHEM<br />

MUSIKFEST ASSOCIATION.<br />

AMENDED this 21st day of May, 1987, at a duly called meeting of the <strong>Board</strong> of Directors of the BETHLEHEM<br />

MUSIKFEST ASSOCIATION.<br />

AMENDED this 24th day of September, 1987, at a duly called meeting of the <strong>Board</strong> of Directors of the BETHLEHEM<br />

MUSIKFEST ASSOCIATION.<br />

AMENDED this 19th day of November, 1987, at a duly called meeting of the <strong>Board</strong> of Directors of the BETHLEHEM<br />

MUSIKFEST ASSOCIATION.<br />

AMENDED this 21st day of July, 1988, at a duly called meeting of the <strong>Board</strong> of Directors of the BETHLEHEM<br />

MUSIKFEST ASSOCIATION.<br />

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