2003 Sept as of 2007-01 as of 2023-03

In the absence of the Chair, the chair of the Governance Committee shall preside at meetings of the Board, and in the absence of the chair of the Governance Committee or if the Board Chair and the chair of the Governance Committee are the same person and he or she is absent, the chair of the Compensation Committee shall preside at the Board meeting. [...] No committee may exercise the authority of the Board in the management of the Corporation, except that the Investment Committee may exercise the authority of the Board insofar as specifically set forth in these Bylaws, the Charter of the Investment Committee, or the Investment Policy. [...] The Audit and Financial Controls Committee shall recommend annually to the Board a budget for the Corporation, shall oversee the quality and integrity of the Corporation’s budgeting, accounting, internal auditing, and reporting practices, shall have and exercise insofar as it is a committee of the Board all powers of the Board with respect to the custody of the Corporation’s funds and securities,. [...] The President shall be the chief executive officer of the Corporation and shall have general charge of the business and affairs of the Corporation, subject to the authority of the Board. [...] The Secretary shall keep the minutes of the meetings of the Board in one or more books provided for that purpose; see that all notices are duly given in accordance with the provisions of these Bylaws or as required by law; be custodian of the records and seal of the Corporation and see that the seal of the Corporation is affixed to all documents the execution of which on behalf of the Corporation.