1. A) Read the article and complete the short summary.

______________specifies the name, the purpose or mission of the organization, place of business, primary officers, etc.

______________specify the board's rules of internal operation, number of members of the board, length of the terms of membership, officer positions etc.

Legal Requirements. Registration with the Government. Articles of Incorporation

The articles of incorporation (or other forms of description, such as charters, constitutions, articles of association) are established when the organization files with the appropriate government agencies. A board of directors gets its authority from these articles. This governing document specifies, for example, its name, the purpose or mission of the organization, place of business, primary officers, etc.

Company Bylaws

(Board of Director's internal specification of how organization will operate)

Bylaws specify the board's rules of internal operation, for example, number of members of the board, length of the terms of membership, all of the officer positions, how meetings are conducted, etc. Before a single person is nominated to a company's board of directors, the board's institutional structure must be determined and that structure is documented in a set of written bylaws. Bylaws should answer questions such as:

• How many members will be on the Board of Directors? Determine the best size, or number of board members, to help a company achieve its mission. Determine the roles you need board members to fill.

• How and when will board members be elected? How long should they serve? Board members usually serve two to four years. Terms generally expire on a staggered basis so that new members are not all elected at the same time.

• What officers and committee structure will form the backbone of the board? Standing and sometimes temporary ( or ad hoc) committees are charged with keeping certain subjects under review, focusing the board on those things that need board attention, and making constructive recommendations for board decisions. One of the first committees to establish is the nominating committee, which selects candidates for board vacancies. The nominating committee should be a permanent, ongoing committee, with its responsibilities clearly spelled out in the bylaws or in a board resolution. Other standing committees may include finance or budget, audit, personnel policy, executive evaluation, and a building or facilities committee.

• How often will the company bylaws be reviewed and updated?

• How will the board assess its own performance?

b) Expand on the following, using information from the text.

• governing documents, such as charters, constitutions etc.

• internal documents regulating the operation of the organization

c) What is the difference between standing and temporary committees? What examples of standing committees does the article provide? Think of any example of a temporary committee.

Language review

Modals:

necessity

and

obligation

1. Look through the articles once again. Find all the sentences where modal verbs of obligation are used. Then classify them according to use in the table below.

Obligation	Talking about duties and responsibilities	Indicating what must happen according to the plan	Giving advice