6.1 Officers. The officers of SORBA Chattanooga shall be a President, a Vice President, a Secretary, a Treasurer, and such other officers as may be elected in accordance with the provisions of this article.

6.2 President. The President of SORBA Chattanooga shall be SORBA Chattanooga's principal executive officer and shall exercise general supervision and control over all the business and affairs of SORBA Chattanooga. The President shall have such other powers, duties, and authority as may be set forth elsewhere in these bylaws and as may be prescribed by the Board of Directors.

6.3 Vice President. The Vice President shall have the duties of the president at meetings in the absence of the President, and have such powers, duties, and authority as may be set forth elsewhere in these bylaws and as may be prescribed by the President or Board of Directors.

6.4 Secretary. The Secretary of SORBA Chattanooga shall be the custodian of and shall maintain the corporate books and records and shall be the recorder of SORBA Chattanooga's formal actions and transactions. The Secretary shall have such other powers, duties, and authority as may be set forth elsewhere in these bylaws and as may be prescribed by the President or Board of Directors.

6.5 Treasurer. The Treasurer of SORBA Chattanooga shall be its chief fiscal officer and the custodian of It’s funds, securities, and property. The Treasurer shall have such other powers, duties, and authority as may be set forth elsewhere in these bylaws and as may be prescribed by the President or the Board of Directors.

6.6 Membership Coordinator. The Membership Coordinator of SORBA Chattanooga shall be in charge of membership retention and recruitment. The Membership Coordinator shall have such powers, duties, and authority as may be set forth elsewhere in these bylaws and as may be prescribed by the President or Board of Directors.

6.7 Advocacy Coordinator. The Advocacy Coordinator of SORBA Chattanooga shall organize all of the organization’s advocacy efforts and shall have such powers, duties, and authority as may be set forth elsewhere in these bylaws and as may be prescribed by the President or Board of Directors.

6.8 Other Coordinators. The Board of Directors shall have the power to create, for the duration of their term, any other Coordinator positions to facilitate of the programs and activities of SORBA Chattanooga, and may assign to said Coordinators such powers, duties and authority as it deems necessary.

6.9 Election and Term of Office. New officers, or those directors wanting to change office within the board, of SORBA Chattanooga shall be elected annually, by quorum majority, at the SORBA-Chattanooga annual meeting of the Board of Directors. If the election of officers is not held at such meeting, such election shall be held as soon thereafter as is convenient. New offices may be created and filled at any meeting of the Board of Directors. Each officer shall hold office until his successor has been duly elected and qualifies except as otherwise provided in these bylaws.

6.10 Resignation and Removal. Any officer may resign at any time by delivering notice to SORBA Chattanooga. A resignation is effective when the notice is delivered unless the notice specifies a later effective date. Any officer may be removed by the vote of a majority of the entire board, with or without cause, but such removal shall be without prejudice to the contract rights, if any, of the person so removed. Election or appointment of an officer shall not of itself create contract rights.

6.11 Vacancies. A vacancy in any office because of death, resignation, removal, disqualification, or otherwise, may be filled by the Board of Directors for the unexpired portion of the term.

6.12 Powers and Duties. All officers shall have such powers and shall perform such duties as may from time to time be specified in resolutions or other directives of the Board of Directors. In the absence of such specifications, each officer shall have the powers and authority and shall perform and discharge the duties of officers of the same title serving in non-profit corporations having the same or similar general purposes and objectives as this corporation.

6.13 Indemnification. SORBA Chattanooga, to the extent legally permissible, indemnify each person who may serve or who has served at any time as an officer, director, or employee of the corporation against all expenses and liabilities, including, without limitation, counsel fees, judgments, fines, excise taxes, penalties and settlement payments, reasonably incurred by or imposed upon such person in connection with any threatened, pending or completed action, suit or proceeding in which he or she may become involved by reason of his or her service in such capacity; provided that no indemnification shall be provided for any such person with respect to any matter as to which he or she shall have been finally adjudicated in any proceeding not to have acted in good faith in the reasonable belief that such action was in the best interests of SORBA Chattanooga; and further provided that any compromise or settlement payment shall be approved by a majority vote of a quorum of directors who are not at that time parties to the proceeding.
The indemnification provided here under shall inure to the benefit of the heirs, executors and administrators of persons entitled to indemnification here under. The right of indemnification under this Article shall be in addition to and not exclusive of all other rights to which any person may be entitled.
No amendment or repeal of the provisions of this Article which adversely affects the right of an indemnified person under this Article shall apply to such person with respect to those acts or omissions which occurred at any time prior to such amendment or repeal, unless such amendment or repeal was voted by or was made with the written consent of such indemnified person.
This Article constitutes a contract between the corporation and the indemnified officers, directors, and employees. No amendment or repeal of the provisions of this Article which adversely affects the right of an indemnified officer, director, or employee under this Article shall apply to such officer, director, or employee with respect to those acts or omissions which occurred at any time prior to such amendment or repeal.