ARTICLE VII. Conduct of Business of the Association
Section 1. No officer or officers of the voting membership may settle any business of the Association which may be contrary or in conflict with any provision of these by-laws. Directors and officers shall discharge the duties of their respective positions in good faith and with that degree of diligence, care and skill which ordinarily prudent men would exercise under similar circumstances and like positions. In discharging their duties, directors and officers, when acting in good faith, may rely upon financial statements of the Association represented to them to be correct by the President or the officer of the Association having charge of its books of accounts, or stated in the written report by an independent public or certified public accountant or firm of such accountants fairly to reflect the financial condition of such corporation. All questions for indemnification of director and officers shall be governed by Article VII Not For Profit Corporation Law of the State of New York as it currently exists or is hereafter amended.
Section 2. A travel allowance shall be as described in Appendix A to Article VII, round trip for one car, and the cost of two meals, shall be allowed to each chapter when delegates of the chapters are traveling to meetings of the Association. When traveling on official business for the Association officers and members of the delegation will be given a travel allowance as described in Appendix A to Article VII, plus meals and lodgings necessary for conduct of such business.
Section 3. Each chapter of this Association shall have its own territory and shall be the sole judge of applicants for admission to the Association as members through its territory.
Section 4. Each chapter shall elect its own slate of officers to conduct the business of such chapter of the Association. Each Chapter shall send two (2) delegates from its membership to be its voting delegates to the State Association meetings.