Draft - February 15, 2001

KENTUCKY PRECISION AGRICULTURE NETWORK, INCORPORATED

BYLAWS

ARTICLE I

CORPORATE OFFICERS

    The principal office of the Corporation in the Commonwealth of Kentucky shall be located at % Scott A. Shearer, Biosystems and Agricultural Engineering, 128 Agricultural Engineering Building, University of Kentucky, Lexington, KY 40546-0276. The Corporation may have such other offices either within or without the Commonwealth of Kentucky as the Board of Directors may designate or as the business of the Corporation may require from time to time.

 ARTICLE II

PURPOSES AND POWERS

    The purposes for which this organization is formed and the powers which this organization may exercise shall be as set forth in the Articles of Incorporation.

ARTICLE III

NAME

    The name of this organization shall be the Kentucky Precision Agriculture Network, hereafter referred to as KPAN.

ARTICLE IV

OBJECTIVES

  1. General Objective.  KPAN is organized and shall be operated as a public benefit corporation exclusively for charitable, educational, or scientific activities.

  2. Specific Objectives.  KPAN will identify new technologies practical for precision agriculture with consideration to financial returns to producers.  KPAN will identify agronomic practices that reduce economic/environmental risks thus promoting stewardship of land and water resources through complete systems of land management.  KPAN will serve as a membership network that provides a venue for members to share agricultural research experiences with each other. 

ARTICLE V

MEMBERS

  1. Annual Meeting. The Annual Meeting of the Members of the Corporation shall be held at a place to be selected by the Board of Directors for the purposes of electing Directors and for the transaction of such other business as may be properly brought before the Meeting. In the event that such Annual Meeting is omitted by oversight or otherwise, the Directors shall cause the Meeting in lieu thereof to be held as Soon thereafter as convenient Upon ten (10) days written notice, which notice shall state the time and place and the objects for which such Meeting is called. Any business transacted or elections held at such Meeting shall be as valid as if transacted or held at the Annual Meeting.

  2. Special Meetings. Special Meetings of the Members shall be called at any time upon written request of any Director or of twenty percent (20%) of the Members. It shall be the duty of the Secretary to call a Special Meeting of the Members to be held at such time as the Secretary may fix not less than ten (10) nor more than thirty-five (35) days after the receipt of said request and if the Secretary shall neglect or refuse to issue said call, the Director or Member making the request may do So.

  3. Notices. Written notice of the time, place, and purpose of the Annual Meeting shall be given to all Members entitled to vote at such Meeting at least ten (10) days prior to the date named for the Meeting. Notice shall be mailed to a Member at his address appearing on the books of the Corporation unless he shall have filed with the Secretary of the Corporation a written request that notice intended for him be mailed to some other address in which case it shall be mailed to the address designated in such request. Written notice of the time, place and purpose of the Special Meeting of the Members shall be mailed at least three (3) days prior to such Meeting to each Member of record entitled to vote. (NOTE: Not part of document. If the notice for Special Meeting is to be less than ten (10) days, it must be placed in the Articles of Incorporation. This provision in the Bylaws is not sufficient under the Statute.)

  4. Voting Rights. Each Member entitled to vote at any Meeting shall have one vote in person or by proxy duly authorized in writing and filed with the Secretary of the Corporation. The validity of every unrevoked proxy shall cease eleven (11) months after the date of its execution unless some other definite period of validity shall be expressly provided therein, but in no event shall a proxy, unless coupled with interest, be voted on after three (3) years from the date of its execution. The revocation of a proxy shall not be effective until the Secretary of the Corporation has received notice of such revocation.

  5. Waiver of Notice. Notice of any Member's meeting may be waived in writing by any Member at any time before or after the Meeting.

  6. Quorum of Shareholders. The presence in person or by proxy of the holders of a majority of the voting power of all Members shall constitute a quorum and the Members present at a duly organized Meeting can continue to do business until adjournment notwithstanding the withdrawal of enough Members to leave less than a quorum.

ARTICLE VI

DIRECTORS

  1. General Powers. The business and affairs of the Corporation shall be managed by its Board of Directors.

  2. Number, Tenure, and Qualifications. The Board of Directors of the Corporation shall consist of six (6) Directors. The six Members of the Corporation. Directors shall serve until their respective successor is elected and has accepted the election.

  3. Board of Directors. The Board of Directors shall be elected by the Membership with careful consideration of both geographical distribution within the state, production volume, and agribusiness interest. Thereafter, at each Annual Meeting, two (2) Directors shall be elected to a three (3) year term to succeed the two (2) Directors whose terms expire. A Director may be re-elected. The Board of Directors during its first year of office shall set up a procedure for nominating and electing Members of the Board of Directors. The Board of Directors shall act as or designate a Nominating Committee representative of geographical areas of the state, production volume, and agribusiness. The Committee shall recommend a slate of two (2) Directors at each Annual Meeting. Additional nominations may be made by Membership at the Annual Meeting. Election of new Directors shall be by majority vote of the Membership at the Annual Meeting.

  4. Regular Meetings. A Regular Meeting of the Board of Directors shall be held without other notice than these Bylaws immediately after and at the same time as the Annual Meeting of the Members. The Board of Directors may provide by resolution the time and place, either within or without the Commonwealth of Kentucky for the holding of additional Regular Meetings without other notice than such resolution.

  5. Special Meetings. Special Meetings of the Board of Directors may be called by or at the request of the President or any two (2) Directors. The person or persons authorized to call a Special Meeting of the Board of Directors may fix any place, either within or without the Commonwealth of Kentucky, as a place for holding such Special Meetings of the Board of Directors called by them.

  6. Notice. Notice of any Regular Meeting of the Board of Directors may be given and notice of any Special Meetings shall be given at least two (2) days prior thereto by written notice delivered personally or mailed to each Director at his business address or by telegram. Any Director may waive notice of any Meeting and the attendance of a Director at a Meeting shall constitute a waiver of notice at such Meeting except where a Director attends a Meeting for the express purpose of objecting to the transaction of any business because the Meeting is not lawfully called or convened. Notice or waiver of notice of any Meeting of the Board of Directors of the Corporation need not specify the business to be transacted at such Meeting nor the purpose thereof.

  7. Vacancies. When any vacancies shall occur on the Board of Directors by reason of the death, resignation, or otherwise, the remaining Directors shall appoint a Director for the geographical area vacated and from the same class of Membership who shall serve until the next annual election and until his successor shall be duly elected and qualified unless sooner displaced.

  8. Quorum. A majority of the Board of Directors shall constitute a quorum for the transaction of business.

 ARTICLE VII

OFFICERS

  1. Number. The Officers of the Corporation shall be a President, Secretary, and Treasurer. In addition to the above designated Officers, the Board of Directors shall have authority to elect such other Officers as may be needed for the orderly functioning of the Corporation.

  2. Election and Term of Office. The Officers of the Corporation to be elected by the Board of Directors shall be erected annually by the Board of Directors at the first Meeting held after each Annual Meeting of the Members. If the election of Officers shall not be held at such Meeting, such election shall be held as soon thereafter as is reasonably possible. Each Officer shall hold office until his successor shall have been duly elected or shall have qualified or until his death or until he shall resign or shall have been removed in the manner hereinafter provided.

  3. Removal and Vacancy. Any Officer elected or appointed by the Board of Directors may be removed by the Board of Directors whenever, in its judgment, the best interest of the Corporation would be served thereby, with or without cause, but such removal shall be without prejudice to the contract rights, if any, of the person so removed. A vacancy in any office because of death, resignation, removal, disqualification, or otherwise, may be filled by the Board of Directors for the unexpired portion of the term.

  4. Proxy Voting. No proxy voting shall be allowed for the purpose of electing Officers and Directors of the Corporation. But Members of the Executive Committee only may vote by proxy on other matters when deemed absolutely necessary by the majority of the Members of the Executive Committee.

  5. Meetings. There will be a minimum of one (1) Meeting of the full Board of Directors and Officers during any twelve (12) month period. One Meeting will coincide with the Annual Meeting of the Membership.

 ARTICLE VIII

DUTIES OF THE DIRECTORS

  1. Generally. The Board of Directors shall have general supervision and control of the affairs of the Corporation and shall make all rules and regulations not inconsistent with law or with the Bylaws for the management of the business and the guidance of the Members, Officers, Employees, and Agents of the Corporation. The Board of Directors shall require proper records to be kept of all transactions.

  2. Power of Board of Directors. The Board of Directors shall have the power to employ or to authorize the employment of an Executive Officer, and/or Assistant Secretary- Treasurer, and to fix compensation of all Employees. The Executive Officer shall manage the business of the Corporation under the direction of the Board of Directors. The Assistant Secretary- Treasurer shall assist the Secretary and the Treasurer with their duties as needed.

  3. Bond. The Board of Directors may require the Executive Officer and all other Officers, Agents, and Employees charged by the Corporation with responsibility for the custody of any of its funds or negotiable instruments to give adequate bond. Such bond(s), unless cash secured is given shall be furnished by a responsible bonding company and approved by the Board of Directors. The cost thereof shall be paid out of corporate funds.

  4. Audits. At the end of each fiscal year the Board of Directors shall secure the services of a competent certified public accountant who shall make an audit of the books and accounts of the Corporation and render a report in writing thereon which report shall be open to the Membership of the Corporation. No audit report shall be made to the Auditor of the Commonwealth of Kentucky.

  5. Depositories for Funds. The Board shall designate the depositories for funds of the Corporation. No funds of the Corporation shall be invested unless such investment is guaranteed by an agency of the Commonwealth of Kentucky or by an agency of the United States government.

ARTICLE VII

DUTIES OF THE OFFICERS

  1. President. The President shall be the Chief Executive Officer of the Corporation and subject to the control of the Board of Directors, shall in general supervise and control all the affairs of the Corporation. He shall preside at all Meetings of Members and Directors. He shall sign or countersign all certificates, contracts, and other instruments of the Corporation as authorized by the Board of Directors. He shall call Special Meetings of the Board of Directors as needed. The President shall make reports to the Board of Directors and Members and shall perform all other duties as are incident to his office or properly required of him by the Board of Directors.

  2. Secretary. The Secretary shall keep accurate minutes of all Meetings of the Members and of the Board of Directors and shall perform all the duties incident to his office and shall perform such other duties and have such powers as the Board of Directors shall designate. The Secretary shall have power, together with the President or Vice-President, to sign certificates of the Corporation. In the absence of the Secretary , an Assistant Secretary or a Secretary Pro Tempore shall perform his duties thereat. Upon the election of his successor, the Secretary shall turn over to such successor all books and other property belonging to the Corporation which he may have in his possession.

  3. Treasurer. The Treasurer shall have the custody and responsibility for all funds and security of the Corporation and shall keep accurate books of account of the Corporation's transactions which shall be the property of the Corporation. Such books, together with all other corporate property in the possession of the Treasurer shall be subject at all times to the inspection and control of the Board of Directors. He shall disburse the funds of the Corporation in payment of the just demands against the Corporation or as may be ordered by the Board of Directors, taking proper vouchers for such disbursement and shall render to the Board of Directors from time to time as may be required of him an account of all his actions as Treasurer and of the financial condition of the Corporation. He shall perform all duties incident to his office or which are properly required of him by the Board of Directors.

 ARTICLE VIII

EXECUTIVE COMMITTEE

  1. Membership. The President, Secretary , and Treasurer shall constitute the Executive Committee.

  2. Removal and Powers. Any member of the Executive Committee who fails to attend more than two (2) consecutive Committee Meetings without satisfactory explanation may be replaced by the Executive Committee. The Board of Directors shall determine their powers and duties. The powers and duties of the Executive Committee shall be all of those powers and duties of the Board of Directors subject to the general direction, approval, and control of the Board of Directors. The Executive Committee may exercise all the powers of the Directors except to approve an Amendment of the Articles of Incorporation or a plan of merger or consolidation and may authorize the seal of the Corporation to be affixed as required. The Executive Committee may make rules for the holding and conducting of its Meetings, the notice thereof required, and the keeping of its records.

 ARTICLE IX

CHECKS, NOTES, ETC.

    All checks and drafts on the corporate banking accounts and all bills of exchange, promissory notes, acceptances, obligations, and other instruments for the payment of monies shall be signed by such Officer or Officers, Agent or Agents, as shall be thereunto duly authorized from time to time by the Board of Directors of the Corporation.

 ARTICLE X

CORPORATE SEAL

    The Board of Directors may by resolution choose to provide a corporate seal which shall be circular in form and shall have inscribed thereon the name of the Corporation, the state of incorporation, the words "Corporate Seal."  

ARTICLE XI

AMENDMENTS

    These Bylaws may be altered, amended, or repealed and new Bylaws may be adopted by two-thirds (2/3) of the Board of Directors at any Regular or Special Meeting of the Board of Directors.

 ARTICLE XII

BOARD ACTION WITHOUT A MEETING

    Any action required or permitted by law to be taken at a Meeting of the Board of Directors may be taken without a Meeting if a consent in writing prior to or subsequent to the action setting forth the action so taken shall be signed by all the Directors and made a part of the corporate records.

 ARTICLE XIII

FISCAL YEAR

    The fiscal year of the Corporation shall begin on the first day of January and end on the last day of December of each year.

ARTICLE XIV

DISSOLUTION OF THE CORPORATION

    Upon dissolution of the Corporation the real property shall be sold and all monetary and other assets remaining after the payment of liabilities shall be distributed to one or more Universities or other charitable organizations that are selected and identified by the Board of Directors


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