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Title: |
Bylaws |
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Entities: |
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Date: |
2003 |
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Size: |
61KB total |
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Price: |
$40 |
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ID: |
#1999136 |
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Start of Preview |
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BYLAWS
OF
CBRE HR, INC.
A California Corporation
TABLE OF CONTENTS
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ARTICLE I OFFICES |
1 | |||||
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Section 1. |
Principal Offices. |
1 | ||||
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Section 2. |
Other Offices. |
1 | ||||
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ARTICLE II MEETINGS OF SHAREHOLDERS |
1 | |||||
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Section 1. |
Place of Meetings. |
1 | ||||
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Section 2. |
Special Meetings. |
1 | ||||
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Section 3. |
Special Meetings. |
1 | ||||
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Section 4. |
Notice of Shareholders Meetings. |
2 | ||||
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Section 5. |
Quorum. |
2 | ||||
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Section 6. |
Voting. |
2 | ||||
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Section 7. |
Record Date. |
4 | ||||
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Section 8. |
Waiver of Notice. |
4 | ||||
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Section 9. |
Action Without Meeting. |
5 | ||||
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Section 10. |
Proxies. |
5 | ||||
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ARTICLE III DIRECTORS |
5 | |||||
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Section 1. |
Powers. |
5 | ||||
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Section 2. |
Number and Qualifications of Directors. |
6 | ||||
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Section 3. |
Election and Term of Office. |
6 | ||||
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Section 4. |
Resignation and Removal of Directors. |
6 | ||||
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Section 5. |
Vacancies. |
7 | ||||
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Section 6. |
Place of Meetings. |
7 | ||||
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Section 7. |
Organization Meeting. |
7 | ||||
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Section 8. |
Other Regular Meetings. |
7 | ||||
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Section 9. |
Special Meetings. |
8 | ||||
i
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Section 10. |
Quorum. |
8 | ||||
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Section 11. |
Waiver of Notice. |
8 | ||||
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Section 12. |
Adjournment. |
8 | ||||
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Section 13. |
Notice of Adjournment. |
8 | ||||
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Section 14. |
Action Without Meeting. |
8 | ||||
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Section 15. |
Fees and Compensation of Directors. |
9 | ||||
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Section 16. |
Committees of Directors. |
9 | ||||
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Section 17. |
Meetings and Actions by Committees. |
9 | ||||
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ARTICLE IV OFFICERS |
10 | |||||
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Section 1. |
Officers. |
10 | ||||
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Section 2. |
Election of Officers. |
10 | ||||
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Section 3. |
Subordinate Officers, Etc. |
10 | ||||
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Section 4. |
Removal and Resignation of Officers. |
10 | ||||
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Section 5. |
Vacancies in Offices. |
10 | ||||
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Section 6. |
Chairman of the Board. |
10 | ||||
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Section 7. |
President. |
10 | ||||
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Section 8. |
Vice Presidents. |
11 | ||||
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Section 9. |
Secretary. |
11 | ||||
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Section 10. |
Chief Financial Officer. |
11 | ||||
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ARTICLE V INDEMNIFICATION OF DIRECTORS, OFFICERS, EMPLOYEES, AND OTHER AGENTS |
12 | |||||
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Section 1. |
Agents, Procedures, and Expenses. |
12 | ||||
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Section 2. |
Actions Other Than by the Corporation. |
12 | ||||
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Section 3. |
Actions by the Corporation. |
12 | ||||
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Section 4. |
Successful Defense by Agent. |
13 | ||||
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Section 5. |
Required Approval. |
13 | ||||
ii
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Section 6. |
Advance of Expense. |
13 | ||||
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Section 7. |
Other Contractual Rights. |
13 | ||||
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Section 8. |
Limitations. |
14 | ||||
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Section 9. |
Insurance. |
14 | ||||
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Section 10. |
Fiduciaries of Corporate Employee Benefit Plan. |
14 | ||||
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ARTICLE VI RECORDS AND REPORTS |
15 | |||||
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Section 1. |
Maintenance and Inspection of Share Register. |
15 | ||||
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Section 2. |
Maintenance and Inspection of Bylaws. |
15 | ||||
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Section 3. |
Maintenance and Inspection of Other Corporate Records. |
15 | ||||
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Section 4. |
Inspection by Directors. |
15 | ||||
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Section 5. |
Annual Report to Shareholders. |
15 | ||||
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Section 6. |
Annual Statement of General Information. |
15 | ||||
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ARTICLE VII GENERAL MAtTERS |
16 | |||||
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Section 1. |
Record Date. |
16 | ||||
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Section 2. |
Checks, Drafts, Evidence of Indebtedness. |
16 | ||||
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Section 3. |
Corporate Contracts and Instruments; How Executed. |
16 | ||||
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Section 4. |
Certificates of Stock. |
16 | ||||
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Section 5. |
Representation of Shares of Other Corporations. |
17 | ||||
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Section 6. |
Stock Purchase Plans. |
17 | ||||
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Section 7. |
Construction and Definitions. |
17 | ||||
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ARTICLE VIII AMENDMENTS |
18 | |||||
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Section 1. |
Amendment by Shareholders. |
18 | ||||
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Section 2. |
Amendment by Directors. |
18 | ||||
iii
BYLAWS
OF
TOTAL EMPLOYEE RELATIONS SERVICES, INC.,
a California corporation
ARTICLE I
OFFICES
Section 1. Principal Offices. The Board of Directors (hereinafter at times referred to as the Board) shall fix the location of the principal executive office of the Corporation at any place within or outside the State of California. If the principal executive office is located outside this state, and the Corporation has one or more business offices in this state, the Board of Directors shall likewise fix and designate a principal business office in the State of California.
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