54 STAT.] 76TH CONG. , 3D SESS.-CH. 397-JUNE 19, 1940 An executive committee of the board of directors may be elected in such manner and with such powers and duties as the articles or bylaws may prescribe. Meetings of directors and of the executive committee may be held within or without the District of Columbia. SEC. 19. OFFIERS. - The officers of an association shall include a president, one or more vice presidents, a secretary and a treasurer, or a secretary-treasurer. The officers shall be elected annually by the directors unless the bylaws otherwise provide. The president and at least one vice president must be directors, but no other officer need be a director. SEC. 20. REMOVAL OF DIECTOBS AND OFFICERS.-A director or officer may be removed with or without cause, by a vote of two-thirds of the members voting at a regular or special meeting. The director or officer involved shall have an opportunity to be heard at said meet- ing. A vacancy caused by any such removal shall be filled by the vote provided in the bylaws for election of directors. SEC. 21. REFERENDUM. - The articles or bylaws may provide that within a specified period of time any action taken by the directors must be referred to the members for approval or disapproval if demanded by petition of at least 10 per centum of all the members or by vote of at least a majority of the directors: Provided, however, That the rights of third parties which have vested between the time of such action and such referendum shall not be impaired thereby. ARTCLE VIII-SHARES AND MEMBERSHIP SEO. 22. LIMITATIONS UPON THE RTURN ON CAPITAL-The return upon capital shall not exceed 6 per centum per annum upon the paid-up capital and shall be noncumulative. Total return upon capital distributed for any single period shall not exceed 50 per centum of the net savings for that period. SEC. 23. ELIGIBILITr AND ADMISSION TO MEMBERSHIP.-Any natural person, association, incorporated, or unincorporated group organized on a cooperative basis, or any nonprofit group, shall be eligible for membership in an association if it has met the qualifications for eligibility, if any, stated in the articles or bylaws and shall be deemed a member upon payment in full for the par value of the minimum amount of share or membership capital stated in the articles as necessary to qualify for membership. SEC. 24. SUBSCRIBERS.-Any natural person or group eligible for membership and legally obligated to purchase a share or shares of or membership in, an association shall be deemed a subscriber. The articles or bylaws may determine whether, and the conditions under which, any voting rights or other rights of membership shall be granted to subscribers. SEC. 25 . SHARE AND MEMBERSHIP CERTIFICATES; ISSUANCE AND CON- TENTS.- No certificate for share or membership capital shall be issued until the par value thereof has been paid for in full. There shall be printed upon each certificate issued by an association a full or con- densed statement of the requirements of sections 13, 14, and 26 herein. SEC. 26. TRANSFER OF SHARES AND MEMBERSHIP; WrrHDRAWAL--If a member desires to withdraw from the association or dispose of any or all of his holdings therein, the directors shall have the power to purchase such holdings by paying him the par value of any or all of the holdings offered. The directors shall then reissue or cancel the same. A vote of the majority of the members voting at a regular or special meeting may order the directors to exercise this power to purchase. 485 Executive commit- tee. Meetings. Officers. Removalofdireetors and officers. Referendum. Proviso. Rights of third par. ties. Limitations upon return on capital. Eligibility and ad- mission to member- ship. Subesribers. Share and member. ship certificates; issu. ance and contents. Transfer of shares and membership; withdrawal.
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