By-laws of the Board of Directors of the Forestry Development Authority

BY LAWS ON 'hiE bOr~~ uF DIH~CTuaS OF THt<.; FOR~STRY D~VELOP~~NT AUThORITY 1 .. 1 In these regulations; lithe Act" means the Act creating tne Forestry Development Authority dated 20 uecember, 1976. "Authority" means tne Forestry Develo}!ment Authority. "1Vlernber ll m~ans a Director a}Jk.ointed in accordance with Section 6 of the Act. "the .seal" means the c ornmeri Seal of the Forestry lJevelop ment Autnority. IISecretar;C ineans tne lVlanaging Director of the Forestry Development Authority or such other individual as may be designated by the Board. 1.2 bxpressions referring to writing Shall, unless the con trary intention a}J}'ears, be construed as inclUding referen.es to printin5, litnogrC:i.yhy, photography and otner modes of re };resenting or re.!:-'roduclng woras in a visible form. Unless tne context otner-w.ise requires, wor-c.s or expres sions contained in these regulations shall bear tne same mean ing as in tne Act or any statutory modification tnereof in force at tne date at wnien these regulations become binding on tne FDA. 2.1 The Forestry Develoyment Authority shall be wnolly owned by the Government of Liberia with an initial share ca};ital of tIle Authori t y ' s 1£1itial budgetar.y allocation together with any other assets tnat may be subsequently made available to the .3.1 the 1-'riuci~jclJ. orti c e of tlJt: h.U'limJil.l'JY snaL]. be .iocu t.ed in tUt: Cicy of nonr-ov a e, or suen other Loc a'ti.en therein Ivwntserrado County, Re~ublic of Liberia as tne Hoard may designate. The AU'l'HOIuTY may have such other offices wi thin or wi theut Liberia as the board of ~irectors may determine or as the business .f the AUTrtOKITY illay require from time to time. 4.1 Tne AUTriUrtlfY snall in each yectr halo. a general meeting as its annual general meeting in addition to any other meetings in that year on the second Tuesday of the third month following the end of the fiscal year anQ shall s1-'eeify the meeting as, such in the notices callinb it. The annual general meeting s.na.iL oe r.e Ln at auo.i l: lv.ce ,-,s tue j.Jireccors er..a i.L uesiguclte. 4.2 ve,deral i'lee CiilbS utileI' tUGl,il annuuL general. ulcetin6s anaLl, be ne Ld l:l,udrtcrli on ·eii ..... tlurCl Tuesuay d.fter t.ue end at' une 'iuartt;;:r allti sHaLL oe iWl.U c:l t SUCll time ana "t-'lace ciS "tile j.Jirec tors may ue;;'lgnate. \.o(udrterlj beel;in6::; s neLl, 0(;; CJIlt;;:Cl. J:.,xtraoruinary l'leetin6::) and sUdll be ne Ld at SUCd tiule <.iIIU IJldce ciS tile 01rectors or a :;.1 An annuaL or y'uc:,l'ter l.J belH:~rcil tr!\.;etiuo or d uree t Lng called for tile }Jdssin6 of cl sj;-,.;cicl.l re s oLu t Lon SHall ue ci..illea by bivint> not less tUcllJ 15 or: 1,lOre t.nan bU (leijS' nota ce in writing ana. a meeting of tHe h.G~.: . . \.l'l'Y other tnan the arinuaL general mee~ing or a m~eting f02 snaIl be cdlled by tnre: .e ~assing of a s~ecial re~olution J) d ays ' notice in writing, giving the time, place and pur Y ~ of sucn'me~tingG 6.1 .t:.xeept as herein o. "'wise )!revided, no business shall be transacted at any g ene rv..; ;,.eeting unless a quor-um of members is ~resent at the t.i.me ':,' 6.2 If within half an .. mee~ing a wuorum is not .j our-neu to the saws d ..j and place or to .sUCD OT,. the meet~~ proceeds ts business. from the time a~~ointed ~er the "'sent, tUB meeting shall stan.. a4i. 'tnt; next week, at tne sawe time QdY and at suen other time and )!lace as the Directors ttldl 1"; 'i.'dt way determine, .!:-'rovil.ed nowever, that aQ,~uate nc t.i ce 01:. ,lYlgt; of tUlle and venue are 6iven to a~sent Directors. 6.3 Tne Chairman of tL.; Jo~rd of Dlrectors snal~ ~reside as Cha i.r'man at every b~nt;l'." ,deeting, of the rl,/l'hLJ"tl'l'Y or if he anaLcno t be ,tJresent wi t ... fifteen nunute s after the t.i.me a,tJ)!ol.-nt.ed for tne no Lo i . of t.r.e uree t.Lng or due to other cire~mstance 1S unab~e ,resia.~, the w~wbers ~re8~nt Shall e Lect one of tnslr nU1l1:,. '':'0 be Cnairman of tne mee t.Lng , (~ a resolution iJut to tne v ot.e of tile meetin~ sna.i L be u.. .' "cd. on a show of' nancis unless a ,tJoll is ( oe f or-e or on tne II ~ 'atien of tne r e su.Lt of 'trie show of !lands) C1emanded~ (a) by tne Coa~rwan; ,b) by at least tnree mentbe r s present in person or by }Jroxy. 6.5 Tne instrument apj.o i n t i ng a >rr)xy shall be in writing under tne hand of tne a~pointer and deposited within the J-I.uTfluRJ.'l'Y. 6.6 A ~roxy a~pointed by a mini3te~'.al member of the BOclrd of uirectors will not hola a yosition below the tltle of an Assistant l'linister of (-...overnrilent and a proxy uFl-'0intt:d by a non-ministerial ffit:wber of tne board ShaLl hold equivalent status in tne ~rivate sector. 7.' ~he instrument appointing d proxy shall be deemed to confer authority to demana or Join in demanding a poll. AkTl.CLl'.. VIIi - lJ1Kl.:.CTu!\.;:) 8.1 Tne number of Directors is that which is contained in Section 6(1) of the Act~ 8.2 Tne stipend of tne Directors 1 in tneir capacity as SUCh, Shall from time to time o~ aetermined by the AUTHURItY in general meeting. The pirectons may also be paid all travel ling, hotel and other expenses properly incurred by them in attending or returning froiil neetings of the Directors or any committee of the Directors or general meeting of the AU'fnUKITY or In connection wi tn the business of "the AUTHURITY. 5 9.1 A Director who is in any waY9 whether directly or in directly, interested in a contract with the AUTrllJRITY shall declare the nature of nis interes-J:. at a meeting of the " Directors. 9.2 A Director shall not vote in res~ect of any contract or arrangements in whicn ne is i .. '.terested, and if he shall do so his vote shall not be counted, nor shall he be counted in the quorum present at the meeting but neitner of tnese prohibitions shal.l apply 1-~ 0w'v U ~a) any ar-rangemerrt for gi'ling any Director any secu rity or inCiemnity in resl-ect of money lent by him to or obligations unuertaken by him in accordance with his proper authority fOr the benefit or the AU'.['HORI'l'Y; or (b) to any arrangement for tne gi.ving by the AUTtiORITY of any security to a third party in res~ect of a debt or obligation of the AUThORITY for which the Director himself has assumed responsibility in wnole or in part under a guarantee or indemnity or by the deposit of a security; or (c) any contract by a Director to subscribe for. deberi~ tures of the company, or' (d) any contract or arrangement with any other company in Which he is interested only as an officer of the company or as a holder of Shares or other o be susvended or released to any ex~nt. and either generally or in resvect of any ~art~cular contract arrangement or t.ranaac t i.on , by the AuTl-iOhITY in general meeting. 9~3 ~o Dire.tor other tnun tne Managing Director may hold any other office or pldce of vrofit under the AU'I'uOkITY. 9.4 The l /1a n a g i ng Director, no tw iths t andLng his Lnt.ere s t , may be counted in the quorum present at L.·cf meeting whereat he is a~pointed to hold any SUC!l office or ~lace or lJrofit under the AuTriOKI!Y or whereat tne terms of any such a~pointments are arranged, and he may vote on any such av~ointwent or the arrangement of the terms thereof. 9.5 .11 cheques, lJromis~ory notes, drafts, bills of exchange and other negotiable instruments, and all recei~ts for monies ~aid to the AUTrtUKITY, shall be sibn~d, drawn, acce~ted, endorsed or otherwise executed, as the case may be, in such manner as the Directors shall from time to time by resolution det~rmine. 9.6 the Directors shall cause minutes to be made in books ~rovided for the ~urvose; (a) of all appointilients of officers made by the Directors; (b) of the names of Directors ~resent at each meeting of th~ Directors ana of any committee of the Directors; 7 ..,. \c) of all r€solutions and ~roeeeding~ at all meetings of the AV'T.liUnI'l'Y and of the Directors, and of commi, ttees of lJirecto:;:'s; and every lJi:r:'ector present at any meeting of 0j!~~co~S shall sign his name in a book to be keyt for tnat pur~ose. 9.7 The Directors onbehali' or 't ne AUTHOkITY may pay a gra tuity or pension or allowance on . '.tirement to any Director who has held any other salaried oiiice or place of profit with the AU'l'rtORITY or to hi~ widow or devendants an; may uake contribution to any f'und and pay premium for the pur Chase or provision of any such gratuity,. ~ension or allow anee. CUNTRACTS, LOAN~ AND DEPOSITS 9.8 The Board of Directors may authorize tiny officer or officers, agent or agents to enter into any contract or exe cute and deliver any i.!l.:nrument in the name of and on be half of the Ji.UThURITY, and. such authority may be general or confined to svecific instances" No loans shall be contracted on behalf of the AU~HuHITY and no eVidence of indebtedness shall be issued in its name unless authorized by d r-e so Luti.on of .tne Board of Directors.. Such authority may be general or c.onfined to specific in stances. All cheques, drafts or other orders for the payment af money, notes or ath~r eviuences of indebtedness issued in the name or on behalf of the J...uT.rtuk::"i'¥ shall be signed by such of liceI' or officers ~ Cl.bent or ag en t s o f tne l:'J'l'nUKITY and in s uc n wanner as sriaLz tr o.n 't.ime to time be ciF;terlilinedby r e s o Luti on of t.n e board of uir8ctors ~ 1-\.11 f'und s of tne 1\.lJ'1't-lUh..L1'Y bot otherwise ernp Loyed shall be deposited. from time to time to the ~redit of the PJJ1'nUkI'iY in sucn banks, trust cornpan.i e s or other aelJD13i.·· tories as tne rlourd vf Directors may select. 1U.1 Tne office vf uilector shall be vacated if tne uirector: ( a ) becomes !:-'rol1lbi tea from being a Director unuer ~ection b~ Sub-oection 2\4) of the Act, or , (b) becume~ of unsouna mind; or (c) is removed from t.rie office of a lilinister of Government by v i r tue of whicn he be come s a Director~ or \d) for any reason is removed from tne ~osition of a Director by the ~resident of the ke~ublic of Liberia, or I.e) resigns his office by notice in wrlting to tne PreSld.ent uf the kelJublic of Liberia, co~ied to tile Cna i.r'rnan of tne AU'l'tiUHI'l'Y. Jili'l'ICLi.':' xl - .t-KuC1:..cDINGb uF u.LR..t.CTORS 11.1 The Directors way meet togetner for tne despatcn of business, adjourn dnd otherwise reguldte their meetings as tney tnink flt. ",uestions arising at any meeting shall be decided by a maJority uf votes. In Cdse of an e~uality of 9 votes, the Cnair,,12Ul may have a second or casting vote. A Director may, and ~he becretary on the requisition of a Director sriaLl, , at any time summon a me e t.Lng of tne Direc tors. it shall not be necessary to give notice of a meet ing of uirectors to any non-uovernmental Direc~or for the time being absent from Liberia. 11.2. 'rhe quorum necessary for the transaction of business of the Directors shall be in accoraance with Section 6, Sub Section 2t3) of the Act. 11.3 If at any meeting tne Cnairman is not present within fifteen minutes after the time aypointed for holding the same, the Directors present may cnoose one of their number to act as Cnairman of the meeting until such time as the Chairman arrives, wnen tne cnair will be turned over to nim. 11.4 The uirectors may delegate any of their powers to committees consisting of a Chairman designated by tne Chair man of the bOdrd illlQ of SUCD member(s) uf their body as they think fit, any cOlruni~tee so formed shall in tne exercise of trie }.>owers so delegated conform to any re6ulations that may be iffi}'oseC1 on it by the Directors. 8KT~CLb XII - UFF1C~S 12.1 the 0fficers of the nUTtlOKITY shall be the Managing Director, tne Assistant IVlanagillg lJi.cector and all other officers as tne board of Directors may determine tobe necessary or desirable for carrying out the lawful func tions of the AiJ'l't1Uh.I'l'Y. 12.2 10 Subject to the a~~roval of the BOdrd with regard to senior officers ana staff, the l'ianaginb Director shall be. r'esj.ons i bLe for ·e.tle organization of tne staff and tne appointment and dismissal of the officers. 12.3.1 Tne term of office of all officers shall be fixed by the Board of Directors for a term of years or until tney reaCh retireillent age of sixty-five years or until their re s};ective successor'ti are cnosen and y,ua.Lified •• 12.3.2 In t.ne event of an officer of the j\..uTHUK.ITY attaining tne age of sixty-five years a.t-'1l1ying for an extension of ser vice, the BOctrd of lJirectors may, on.t,tJ.e recQmmendation of the l'lanaging Inrector, grant sucn extension 01 s er-vzc e on condi tion that the officer's nealth, conduct illld work are uniformly satisfactory and ~rovided tllat sucn extension of service is granted on a yearly bQsis. 12..4 Any ofr'Lc e r- or ager.t a}J}'ointed by tne bOdrd of Direc tors may be r-emoved by t.r.e boa.rd of lJirec"torb Wllenever in its JUdoment the best interest uf t ne AV'l'nuhl'l'Y woula. be served tnereoy, but sucn removal snaIl be witnout }-rejudice to the contract rionts, 1.f clny, ui' tIle l-ier;;;on so removed. 12.5 A vacancy in any office because of death, resignation, removal, disqualification or otherwise, exce~t for tnose of senior officers dDd staff as herei~ before s~ecified, may be filled by the Managing Director. 11 12 .. 6 The lVlanaging Director s~all re(~8.ive e uch x'emuneration a3 the Directors may determine~ 12.7 Tne Directors may ~ntrust t n 2~d confer upon the iVlanae:,ing Director any of the let;dJ.\ y aelegabl.e l-i0wers exerci sable by them upon SUCh terms and c0:tJ.uitions and with such restrictions as they may think fjt" ~nd eitner collaterally wi th or to the exclusion of their 0/'11 j.ower s and may from tiwe to time revoke, witndraw, alter or vary all or any of such }Jowers. 12.8 The l~lanaging Director wiLl. submit the Annual H.etJ0rt and accounts through the board of Directors to the ~resiaent of the Republic of Liberia, subject -to any general directions issued by the Controller Generdl of ~ublic Corporations. 12.9 Avart from his normal relationship with the Chairman of his Board, the Managing 0irector will be free to advise on the need for special meetings of the Board or for a sub committee of it as designated by the Chairman if he felt it desirable to have special sup~ort for a course of action to solve an immediate problem. 12.10.1 The Secretary of the board shall keep the minutes of all meetings of the board of Direct9rsj. give and serve all notices, attend to such corresponaence tnat shall be assigned by the HOard dud affix the Seal of the AU1HURITY to all in struments properly executed. 12 . 'Officio Secretary of the 12 10 2 The !'lanaging Director a s .,l:;x- .'• • ... -l'f' d'so.to actAuTriuRI'i'Y ~nJ..a.s.:;) ...anot:ne~~1lSl el8.9'te"J. audo-qua J. a e . POWbKS fu~D DUTlbS OF OT~K UFFICEKS 12.11 The otner Ufficers, Agents and representatives of the AUTHUhITY shall eacn have sucn ~owers and duties in the manage ment of the affairs of the AUTduRITY subject to the control of tne board of Di.l.'ectors, and generallj~pertain to their re s~ective offices, as well .as such powers and duties as from time to time illay be ~rescribed by tne BOard of Directors. 12.12 The salaries of ufficers may be fixed from time to time by the Board of Di1 ectors and the Ivlana gi ng Di.cec-cor shall not be prevented from receiving such salary by reason of tne fact tnat he is also a Director of the AUTrluRITY. 12.13 within tne AU'l'nunl'l'Y, all authority will be exercised by delegation of the l'.8.naging Director I s }-lowers. AS'::d.'::>'l'ill'<T !vJ.Al\l.H.UIM.l- DIKLC'fuR 12.14 The Assistant Ivlanagi ng Director shall have apec LaL res~onsibility for all the administrative and financial arrangements tnroughout the AUTHUklTY'S organization. H..t.ADS OF JJIVISIUNS AND Rl:;GIUNAL FOh~STERS 12.15 Tne ~anaging Director will be assisted by four Divi sion Cniefs at heaay,uarters, namely: CnLe f , Nanavement of Non-Revenue ducoo .~ n ~ro uc~ng Resources, Chief, Management of Revenue ~roducing Resources, Caief, ~~ecial Activities, Caief, Su~~ort Services, 13.1 13 and Regional Foresters in,~be fleld. ~he heads of Divisions at Headquarters wilL.conduct a good deal of cur-ren t business o.rberiaLf of tne t·JC:l.il.Qbir~g; Direc tor. 12.16 Until the ~ost of De~uty Mana~ing Director is created and in tne e verrt o f any long a.bsence of tne l"jdnugiHt; Director, the Board of Directors shal~ be free tocnoose an Acting Nanaging .uirector as it thinks aJ:Jpropriate from the Assistant nanagLng lJirector, t.ne neads of Divisions or tne hegional Forest Ufficers. ~here shall be no need for any svecial action in tne case of a snort absence, tne ufficer concerned at tne Head ufflce rnakin~ decisions in consultation with his colleagues tnere. j~\.'l" .... CLL XIII - l'rtb ~.r:;AL 'I'ne Seal of the AU'111UhI'l'Y shall be mounted on a metal die suitable for impressing tne same u~on ~a~er. 13.2 The Directors shall be u::,ed by tne authority of the Directors or of a Committee of lJi:cectors autnorizea by the Directors in tnat benalf, and every instrument towhich the Seal shall be af f axed shall be signed by t.n e jYlanaging Director and shall be countersigned by the Chairman or by a second Director or by s o.ne other :t--erson a~IJointed by the Directors for tne purpose. 14 .J-lli'I'lC1J~ f....IV - Ai'Ill-UNTo }-'iiYA.13LJ.:. HJ'l'U GOV:tRd!·Jl.:.,i~1' R~V~NU~ AND K~S~RVE 14.1 The AU'l'.rlUri.I'l'Y in eseneral muet Lng may declare amounts to be paid into Government Revenue in respect of the fiscal year but no }Jayrnents shall exceed the amount recommended by tne Bo~rd of DirecLors. 14.2 NO payment s Lrrt.o GOVl::rnment r{evenue Shall be made otnerwise tnan out of ~rofits. Tne Directors inay , before recommending any payments into revenue, set asiae out of the profits of the AU~rlOHITY SUCh sums as tney thinK ~roper as a reserve or reserves wnich shall, at tne discretion uf the Directors, be a~plicabie for any j.urj.o se to wnicn tne 1"1'0£1ts of t ne Au'l'li()kITY may be pro ~erly a1J~lied, and pending such a~~lication ffidy, at the like discretion, either be em}iloyeCi in the business of the AUfl'HUKI'.cy or be invested in such .inve s t.merrt s as the Directors may from time LO time think fit. 'I'ne LJirectors may also wi thout l-Jlacing t.n e s arne to re serve carry f'o.rwar-d any pro fits whi cn t.ney IJJay t.n i.rik prUdent not to pay into Government H.ev~nue. 14.4 The AU'l'fiOtG'l'Y may once ir 8. year pay bonus to its staff, if so authorized by tne HOdrd of Dlrectors. 1 of account tosnaI l c,~use proper boo{sUirt;;Cl;OrS u. be ke~t witn resyect to: C~) "all ~c) tne assets and r-ec e i,veu and eXbended by tne la) all SUillS of money t of whicn. d· 'tn iJ'latters in res~ec]i uri' diJK 1'1.'i an e c< t.ue recei}Jt and. eX}I(;wd.i ture takes place; sa.Lt:sand .\.Jurcnase of goodS by the J1.u'l'HOkl'l'Y; liabilities of the AU'l'rtUHI'lY. 15.2 ~r0l:Jer books .snali not bb aeemeCi to be kt:lJt if tnere are not ke}Jt sucnbooKs of account as arE. neceSSJry to give a true ana f a i r- view I.)f ti:le state of the HU'1'liuhITY t::; affairs and to eX1Jlain its trdllsactions. 15.3 The bOOKS of account snaIl be ke}Jt at tile registered office of tile hufctuKllY or at such ylace or ylaces as the Directors think flt, ana shall always be oj,len to tne ins}Jec tion of the virectors. 15.4 'The lVlanac:ing lJirec\:or shall from tLne to time cause to be .l!repared and to be laid before the AlJ'Ir1<JkITY in general meeting such vrofit d!ld. loss accounts, balance sneet, group accounts (if any) and re~orts as are referred toin tnose sections. 15.5 A copy of every balance sneet (including every docu ment required by law) to be armexed thereto Which is ~o be laid before trle HU'l'nU;\.l'l'Y in general me e t Lng , tOGether wi th a copy of tne Auaitor's report~ shall not les~ tnan twenty one days before the aate of the meeting be sent to every member of tile Board of lJirectors 1Jrovid.ed that this rb'gulation shall not require a c01JY· of t no se documents to be:: sent to any person of whose aUQr~ss tne AU~H0KiTY is not aware. 16 15.6 The fisc61 year of the RUThukltY shall begin on the first day of July und end on tile tnirtieth day of June in the following year. l,Ji.'l'.iCL.i::J J<..Vl - C1-I.,[.!I'l'j\.LIL.R'l'IUi~ G.b' i-'kuFI'l.'S 16.1 The AU'l'diJkITY in g erie'r a.L meeting may upon the re commend~tion of the 0ireetors wade pursuant to law resolve that it is desirable to ea~italize any part of tne amount for the time beine, stduding to the eredlt of any of the AU'l'riUkITY I S reserve accounts or to the credit of tne Vrofi t and loss account or otherwise available for payment into Government Revenue, and accordingly that suen sum be set free for increasing the AU'l'tiOkI'l'Y I S share capital and tne Directors Shall give etfeet to SUCh resolution. whenever sucn a resolution as aforesald snaIl have been passed, tDe 0irectors snaIl maKe all appropriations and app Li.c a t i.on of the profits resolved to be capitalized. tnereby. RK'i.'ICL.t. XV II - AuuIT 17.1 AUditors sllallbe a1Jj,Jointed and tneir duties regula ted in accordance witn section to of the Act • .AK.'I'..LCLL XVIII - NO'l'IC.t:S 18.1 A notice way be given by tne AU'i'liukI'l'Y to any member of the Board of Directors either ~ersonally or by sending it by post to him or to nis registered aadress. where a notice is sent by post, service, of ttle notice shall be d e eme d to be effected by properly aadressing, prepaying, and posting a letter containing tne notice, and to nave been effected in the case of a notice of a meetins at tne ex:pil'A.i...ion o.f twenty-Jour hours after the letter containing the same is ~osted, and in . any other Cdse at tne time at wnich tne letter would be deli vered in tne ordinary course of post. 18.2 Notice of ~eneral meeting shall be giv~n in any manner hereinbefo~e authorizea to; 18.3 (a) every member of the Board of Uirectors; (b) the Auai tor for tne time being of t.ne AU'l'rluRll'Y No other person shall be entitled to receive notices of general mee~ings. 19.1 If tne ALJTnUh.I'l'Y shall be wound up tne liquidator may with tne sanction of an ~xtraordinary Kesolution of the AUr.crlUH.D.'Y and any otner sa~ction required by the .l:JUnLIC hUTriUkI~l~~ LhW return ~ne assets of the A0~HUKl~Y to the Government of tne H.eVublic of Liberia (Whether tn8y Shall con sist of 1Jroyerty of tll(;! sall,e kind or not) and may, for such purp.se set such value as he d~ems fair u~on any pro~erty to be returned as aforesaid and ilidy determine how such return shalL be carried out. 20 ..1 Every Director~ Nal1aging Director, Agent, Auditor, :::>ecre"l.;o.ry and o tner' Ufficer for the time being of tne }~U'i'ti(JRI'llY shall be indemnified out of 'tn e assets of the AUThUkITY against any liability incurred by him in defend ing any proceedings~ wnetner civil or crl.min81, in which Judgment is given in nis fdvour or in which he is acquitted. 18 ~1.1 An AdVisory Conservation Cownittee of nine ~ersons of sta.nding shal.l be Cl1JyOlllteCi in each County with the county t C O s ' on r a s Cha i r-man in accord-su~erintendent or Coun y omW1S l e ~ ance with 0ec~ion 15 of the ACta 2.1.2 At t~e end of tne flrst year one-thira of the oembers will retire from office and thereafter, one-third at the end of every year. 21.3 The members to retire in every year shall be those who have been longest in office since their Idst a~pointment, but as between persons Who became committee members on the same day those to retire shall lunle~s they otherwise agree among tnemselves) be aetermined by lot. 21.4 21.5 A retiring member may be eligible for reappointment. The ALJ'i'.tiOK1'1'Y may from time to time by ordinary re solution increase or red.uce tHe membership of an Ad.vlsory Conservation Comrn.i ttee and. may also detel'mine in What rota tion tne inc.reased or reduced member is to go out of office. 21.E Tne members of tne committee snall not receive remune ration but stipena wnich shall from time to time be aetermined by the AU'niUK.I'i'Y in general mee t tr.g , The committee inenrbe r s may also be paid travelling, hotel or oth~r expenses properly incurred by them in attending and returning from meetings of tne AdVisory Conservation Committee or in connection with the business of tne committee. 19 21 .7 'l'he commi.ttee sna.l l, make its own by-laws for "the conduct of its business. lili.'l'.L CL.J.:.J xx. I I - - J-\.f'i.Gi~lJl'lbNTS 22.1 These by-Laws may be altered, amended or re~eale~ and new By-Laws .nay be adopted by tne Board of Directors. l"llNIS'ft.R uP i1.GRI CD L'1"ORc.. , Cl1A.lt'..i'li.i:N PR.t:.vIDEN1' OF 1'HC LIB.t..Rlt,j~ .tlAl~K F'UJi. 1J~V .t..LO.t'l~llidT AND I L\lV.t..S1'Nr:..rn' , l'iL1Vl,bBR