1. The President, Vice-President, Treasurer and Secretary are Directors who will be elected by the general membership body for various terms of service to the community. The Board will also include members designated to chair the various standing committees. These Standing Committee Chairpersons will be appointed by the elected Officers for one year periods. All Directors shall serve as volunteers. Collectively, this elected and appointed Board of Directors, functioning under the leadership of the President, will perform the Association's work by researching and defining issues, coordinating matters with counterparts in neighboring associations and other groups, representing the community at public hearings and meetings, and generally looking after the Community's interest and welfare.

2. Meetings of the Board of Directors will be held on the second Tuesday of every other month to work on matters identified by the general membership, adopt resolutions, review and receive reports coordinate community activities, etc. A quorum will be 51%, an agenda will be followed, and procedures outlined above will be adhered to. All meetings of the Board and the various committees are open to all association members. Terms and specific responsibilities of officers and chairpersons, election and succession procedures, and composition of the Standing Committees are outlined in detail in the sections that follow.

Section 1: The officers shall be a President and Vice-President whose terms of office will be for one (1) year and a Treasurer and Secretary, whose terms of office will be for one (1) year. The offices of Treasurer and Secretary may be combined in one person, if desired by the membership and accepted by the person involved. The President cannot serve more than two consecutive terms. No person shall be eligible to hold office unless he is an active member in good standing.

Section 2: Association funds shall be expended only by a majority vote of a quorum of the Board of Directors. Neither Board members nor their kin by blood or marriage shall receive any funds expended by the Board. All Association expenditures shall be made by check signed by the Treasurer.

Section 3: Similar to the President, the Vice-President will be elected on a biannual basis and he/she will automatically become a nominee for President for the new term. In the event that the Vice-President cannot serve in the following year, the nominating committee will nominate candidates for both offices.

Section 4: If the President cannot serve out his/her term, the next officer in line shall fill the unexpired term in the following order: Vice-President, then Secretary, then Treasurer. Vacancies for other officer positions that occur during the year will be filled for the unexpired term by a majority vote of the remaining officers.

Section 5: OFFICER'S RESPONSIBILITIES

President: Presides over all Board and General meetings, directs Board activities, and provides overall leadership and direction. Calls special meetings of the Board or the General Membership as needed. Nominates Chairpersons, appoints special committees, as needed. Serves as ex-officio member, at all standing committee meetings. Submits an annual report to the General Membership.

Vice-President: Operates as a working partner to the President; provides advice and assistance to him/her and acts in his/her absence. Keeps fully informed of all Association activities; sets agendas. Assists the President with all meetings of the General Membership, Board, and Committees; performs special duties as requested. Gains knowledge and experience sufficient to succeed the President at the end of the term.

Secretary: Attends all meetings of the General Membership and the Board. Keeps a record of attendance and outlines proceedings of the meetings. Reports minutes of the previous meeting. Files all the minutes of meetings.

Treasurer: Attends all meetings of the General Membership and the Board. Has care and custody of all Association funds; coordinates fund-raising activities. Keeps a complete record of expenditures and receipts of the Association. Submits a report of finances at each meeting. Submits to an annual audit to be conducted by two other Board members immediately preceding the July General Meeting.

Section 6: ELECTION OF OFFICERS

An ad hoc Nominating Committee of not less than five persons shall be appointed by the Board to prepare a list of candidates for office 60 days prior to the General Meeting.

Nominations may also be made by the General Membership and be submitted to the Board not less than 30 days prior to the General Meeting.

A majority vote of those present at a General Meeting shall win an election.

Section 7: STANDING COMMITTEES

Standing Committees chaired by an Association member, appointed by the Elected Board members, and consisting of one or more volunteer association members, will be organized to perform the major work of the Association. The need for additional standing committees may arise, be voted upon by the general membership, and be added as an amendment to the by-laws.

The committees are:

• Membership: Responsible for contacting and enrolling members and keeping membership records current.
• Publicity and Advertising: Responsible for publicizing general membership meetings and Association activities, and for identifying activities of other groups which the Association can benefit from.
• Water, Health and Utilities: Responsible for identifying and expressing community needs and concerns in these critical areas and developing recommendations for infrastructural improvements or betterments in public health where needed.
• Roads, Traffic and Safety: Responsible for identifying and expressing community needs and concerns pertinent to roads, public works, and public safety; and for developing recommendations for operational or infrastructural improvements as needed. Responsible for monitoring the condition of the Association's roads and liaising with County road crews regarding road work needed in the community.
• Legislative Action: Responsible for focusing on regional growth and development; studying and articulating issues and problems affecting the immediate community. Monitoring and reporting on legislative developments at both County and State level affecting the community and the Hamakua region; developing proposed resolutions or proposals for appropriate legislative action with County or State government as needed.
• Emergency Preparedness: Responsible for creating an emergency plan working with Civil Defense and other agencies. Gathering information from area residents on resources or needs in case of a disaster. In the case of an emergency, the president and vice president work with section leaders to coordinate and communicate with residents.
• Coqui frogs: Responsible for assisting community members with infestations of coqui frogs, providing materials to community members and directing members to possible Federal, State and /or County assistance.
• Fire: Reports on status and activities of Pa'auilo volunteer fire department.

Section 8: Sub-committees can be task organized from the other Standing Committees or can be created for a particular task of limited duration, when needed, by a majority vote of the Board. The Sub-Committee Chairperson will be designated by, and work in coordination with, the designated Standing Committee Chairperson.