It is recognized that The Most Excellent Grand Chapter of Royal Arch Masons of Florida is a body politic and corporate created and existing by virtue of Chapter 28326, Laws of Florida, Acts of 1953 and it and all particular Chapters Masonically chartered by it, are corporate bodies subject to laws governing corporations so created and existing in Florida.

These duties include but are not limited to forming a mission statement, long range fiscal planning, preparing and balancing a budget and filing Corporation documents with the State of Florida.

In the Laws Rules and Regulations Chapter 6, section 6.01 the Grand High Priest is referred to as the Chief Executive Officer and in Chapter 8, section 8.01 the Treasurer is referred to as the Chief Financial Officer. The only thing missing is a Board of Directors.

Therefore, I hereby Order that there be established a Corporate Board Committee and that this committee follows these guidelines:

Jurisdiction and Powers

1. The Grand High Priest, Grand King, Grand Scribe are hereby designated as corporate officers and together with the Grand Treasurer, the Grand Secretary and two appointees as hereafter set forth are hereby designated as the Corporate Board Committee of The Most Excellent Grand Chapter of Royal Arch Masons of Florida in its corporate character, which Corporate Board Committee may be referred to as the Corporate Board.
2. The Grand High Priest shall be the Chairman of the Corporate Board and the Grand King shall be the Vice-Chairman of said Board.
3. The Grand Treasurer shall be the Chief Financial Officer and Treasurer of the Corporation and the internal auditor of all claims and orders for the disbursement of corporate funds and shall be responsible for pre-audit of all such claims and orders. When in doubt as to the legality or validity of any such claim or order the Grand Treasurer shall not make payment thereof pending appeal to and decision by majority vote of the membership of the Corporate Board. The Corporate Board shall prescribe the procedure for such appeals and the disposition thereof.
4. The Grand Secretary shall, ex-officio, be Secretary to, but not a member of the Corporate Board. In the event the Grand Secretary shall be, for any reason, unable to attend his duties as Secretary to the Corporate Board, the Board may designate a member of said Board to act as Secretary. Full and complete minutes of the proceedings and actions of the Corporate Board shall be made and signed by the Grand High Priest and by the Secretary or acting Secretary and shall be filed in the office of the Grand Secretary.
5. The two appointive members of the Corporate Board, one of which shall be a Past Grand High Priest, shall be appointed by the Grand High Priest for a term of one year.
6. The Grand High Priest and any three other members of the Corporate Board shall constitute a quorum. All decisions and actions by said Board shall be by majority vote, which majority shall and must include the Grand High Priest. There shall be no proxy voting.
7. In the event of a vacancy arising by death, resignation, removal or any other cause of an appointive member of the Corporate Board the Grand High Priest shall appoint a successor to serve the remainder of the term of such appointive member.
8. The Grand Chapter Seal, as kept by the Grand High Priest, shall be the Corporate Seal of the Corporate Board.

Grand High Priest Supreme in Fraternal Matters

In all purely fraternal matters, as hereinafter designated, the Grand High Priest is the supreme authority and in corporate matters, as hereinafter designated, the Corporate Board is the supreme authority. In the recess of the Grand Chapter all executive powers of the Grand Chapter of fraternal character vest with the Grand High Priest and all powers of the Grand Chapter of corporate character vest with the Corporate Board.

Corporate Board Committee Powers

1. All financial affairs of the Grand Chapter are hereby declared corporate in character and the Corporate Board is hereby declared to be and constituted the Budget Commission of the Grand Chapter and is hereby vested with all the powers and duties of such Budget Commission of the Grand Chapter and all programs, projects, activities, functions and operations of the Grand Chapter of a financial nature or character are hereby declared to be under the supervision of the Corporate Board and to be administered by such Board in accordance with this Constitution and the Regulations of the Grand Chapter.
2. All programs, projects, activities, functions and operations carried on or directed by and under the jurisdiction of the Corporate Committee as set forth, defined and prescribed in and by the terms of and provisions of Article XII of this Constitution are hereby declared to be corporate in nature and character to wit: Per Diem, Finance & Budget, Auditing, Finance and Investment. All other standing committees as prescribed in Article XII, Section 4 of this Constitution are deemed to be Fraternal.
3. Except as provided for elsewhere in the Constitution the Grand High Priest shall appoint all Corporate Committees.

Powers, Duties and Limitations of and on the Corporate Board Committee

The Corporate Board shall also have the following powers, duties and authority and be subject to the limitations, restrictions and prohibitions enumerated herein:

1. Make recommendations for legislation fixing the fiscal year of the Grand Chapter.
2. No Committee shall be approved or appointed whose operation, meetings or functions will require expenditure of Grand Chapter funds without specific appropriation therefore and approval by the Corporate Board, which approval must be recorded.
3. During the recess of the Grand Chapter, the Corporate Board shall supervise the financial affairs of the Grand Chapter and shall administer the same in accordance with the budget approved at the Annual Convocation and the Constitution and Regulations of the Grand Chapter.
4. The Corporate Board shall cause to be set up the Budget Accounts in the books of the Grand Chapter immediately after the close of each Grand Convocation.
5. The members of the Corporate Board and any authorized agent of such Corporate Board shall have access to the records of every Officer, agent, committee and board handling moneys of the Grand Chapter, or having supervision of any Grand Chapter function with reference to finances.
6. The Corporate Board shall have authority during the recess of the Grand Chapter to set up such temporary sub-accounts as may be necessary for the keeping of clear and accurate records of all receipts and disbursements for which an account is not already provided.
7. The Corporate Board is hereby vested with authority to invest and reinvest current income funds, budgeted funds and reserve funds in savings accounts or in obligations of the United States of America, maintaining only sufficient checking account balances in the depositories to meet current demands.
8. The Corporate Board shall develop and supervise insurance affecting Grand Chapter properties and employees and make arrangements to implement the same.
9. The Corporate Board shall provide for minutes of every meeting to be properly recorded, which shall include copies of each and every order by number, as issued by them, and make written report to the Grand Chapter each year.
10. The Corporate Board is hereby invested with the authority to do all things necessary and proper to the full exercise of the power and authority provided for herein.

Emergency Expenditures

When in recess of the Grand Chapter an emergency or contingency that could not reasonably been foreseen or anticipated and which requires immediate expenditure of funds, reserve or otherwise not budgeted for such emergency or contingency that the Corporate Board may meet in called meeting and by vote of at least three members and the Grand High Priest , recorded in the minutes of the meeting together with full statement of material facts as to the emergency or contingency, may transfer necessary funds of the Grand Chapter to a special and/or sub-account to meet the needs raised by the emergency or contingency. All records and facts relevant to such proceedings shall be reviewed by the Jurisprudence Committee and reported to the Craft thereon.

ORDERED at Lecanto, Florida this 4 day of May, 2010 by:

Most Excellent Companion Anthony J. Marotta, Jr
Grand High Priest

Related posts:

1. Grand High Priest’s Executive Order 2008-01
2. Grand High Priest’s Executive Order #1
3. Grand High Priest’s Directive #2
4. Grand High Priest 2008-2009 Program
5. Grand High Priest’s Directive #3