AMERICAN FOUNDRYMEN'S SOCIETY - PHILADELPHIA CHAPTER

SCHOLARSHIP COMMITTEE BY-LAWS

JUNE 10, 1991

ARTICLE I Object

Section 1. This organization shall be known as the American Foundrymen;s Philadelphia Chapter Scholarship Committee. (For identification throughout these By-Laws whenever the word "Chapter" is used it is meant to refer to the "Philadelphia Chapter of the American Foundrymen's Society", Whenever the word "Committee is used it is meant to refer to the "Scholarship Committee of the Philadelphia Chapter of the American Foundrymen's Society".)

Section 2. The objective of this committee shall be those as directed by the Chapter Board of Directors. These shall include: 1) the management of all donations to the Chapter for the purpose of scholarships, 2) the management of all moneys and property in the Chapter scholarship fund, 3) the management of all income from moneys and property in the Chapter scholarship fund, 4) the allocation of funds to be distributed as scholarships in any fiscal year, 5) the selection of recipients of scholarships in any fiscal year, 6) maintain communication with the Foundry Education Foundation.

Section 3. No part of the income or property assigned to the scholarship fund, which is under sole management by the Committee, shall inure to the sole benefit of any individual. In the event of the dissolution of the Committee, all assets thereof shall become the property of the Chapter to be used to best carry out the stated objects of the Committee.

ARTICLE II Territory

Section 1. The territory of the Committee shall include: 1) all territory of the Chapter as defined in the Chapter By-Laws, 2) any university or college where a child of a Chapter member is attending, 3) any university or college where a child whose parent is employed by a Chapter Company member is attending. Changes in the Territory may be accomplished by agreement with the Chapter.

ARTICLE III Membership

Section 1. Membership in the Committee shall be governed by the requirements of the By-Laws of the Chapter defining the Committee membership.

ARTICLE IV Dues and Financing

Section 1. No member shall be required to pay for his membership on the Committee. All members must be members in good standing of the Chapter as defined in Chapter By-Laws.

Section 2. The Committee may make provisions for raising funds for Committee purposes, may receive donations or bequests, and shall have entire control and management of all Chapter scholarship fund moneys and property. The management and control of these moneys and property shall not conflict with any of the objects of the Committee.

ARTICLE V Officers and Directors

Section 1. The officers of the Committee shall consist of a Chairman, Vice Chairman and Secretary.

Section 2. The Chairman shall be elected from the body of the Committee by the membership of the Committee at the Annual Business Meeting of the Committee.

Section 3. The Vice Chairman shall be elected form the body of the Committee by the membership of the Committee at the Annual Business Meeting of the Committee.

Section 4. The Secretary shall be the immediate past Chapter Chairman.

Section 5. The function of the Treasurer shall be assigned to the Secretary-Treasurer of the Chapter.

Section 6. The Board of Directors of the Committee shall consist of members of the Chapter Scholarship Committee as defined in the Chapter By-Laws. The Chapter Scholarship Committee members are thus defined to be: the immediate past Chapter Chairman and four Committee members appointed by the Chapter to serve four year terms. One new member shall be appointed each year as the term of the senior Committee member expires.

Section 7. Committee representation for special duty assignment shall be appointed by the Board of Directors.

ARTICLE VI Filling of Vacancies

Section 1. In case a vacancy occurs in the office of the Chairman during his term, the Vice Chairman becomes Chairman.

Section 2. In case a vacancy occurs in the office of Secretary during his term, the current Chapter Chairman shall become Committee Secretary.

Section 3. In the event a vacancy occurs in the Board of Directors of the Committee, the Board of the Chapter shall appoint a new member of the Committee.

Section 4. A member of the Board of Directors no longer able to serve the best interests of the Committee may be replaced at the discretion of a 2/3 majority of the Committee Board of Directors.

Section 5. Any member of the Board of Directors having three consecutive absences shall on approval of a 2/3 majority of the Committee Board of Directors be dropped from Committee Board membership.

ARTICLE VII Duties of Officers

Section 1. Chairman: The Chairman shall preside at all meetings of the Board of Directors.

Section 2. He shall, on the approval of the Committee Board of Directors, appoint special sub-committees and their chairman and see that these committees fulfill their functions. The Committee Chairman shall be a member ex officio of all such sub-committees.

Section 3. Vice Chairman: The Vice Chairman shall fulfill the duties of the Chairman when the latter for any reason is unable to act in his capacity as Committee Chairman.

Section 4. Secretary: The Secretary shall record the minutes of all meetings of the Committee Board of Directors. He shall furnish copies of the minutes of all meetings of the Committee Board of Directors to the members thereof and to the Chapter Secretary-Treasurer, and shall advise them as to the time and place of the meetings. The Secretary shall issue notices of all meetings of the Committee Board of Directors. He shall be the custodian of all papers and permanent records of the Committee and forward copies of such papers and records to the Chapter Secretary-Treasurer. He shall also report all Committee activities and functions to the Chapter Board of Directors for their approval. He shall report all Chapter Board decisions to the Committee Chairman.

Section 5. Functional Treasurer: The Chapter Secretary-Treasurer shall execute the functions of Committee Treasurer. He shall have no voting rights on the Committee Board of Directors. He shall follow the direction of the Committee Board of Directors involving the withdrawal, investment and other disposition of funds and properties in the accounts designated as the Scholarship Fund. He shall receive and deposit in the name of the Committee all funds of the Scholarship Fund in a bank approved by the Committee Board of Directors, and make withdrawals wherefrom only on checks of orders drawn in the name of the Committee and countersigned by the Chapter Chairman. No disbursements shall be made for any purpose other than the payment of scholarships, as defined by the Committee Board of Directors, or for the official functions of the Committee Board of Directors. He shall be empowered to ratify any expenditures beneficial to the Committee made in case of any emergency at the direction of the Chapter Chairman. He shall endorse any checks, drafts or money orders in the name of the Committee. He shall keep complete and accurate records of all moneys and properties received and disbursed, and shall secure vouchers for all payments made. He shall submit detailed financial reports at all meetings of the Committee Board of Directors, and furnish the Committee Chairman with copies of the same for record. He shall be responsible for the accounting for the moneys of the Committee, and his books must be audited before each Annual Business Meeting of the Chapter. His books shall be audited by the Chapter Auditing Committee. He shall give a bond, the amount of which shall be fixed by the Chapter Board of Directors, the premium on said bond to be paid by the Chapter.

ARTICLE VIII Board of Directors

Section 1. The affairs of the Committee shall be governed by a Board of Directors. A majority of the Board shall constitute a Quorum at any meeting.

Section 2. The Board of Directors shall determine all policies and supervise all activities of the Committee. The Board shall approve all sub-committees appointed by the Chairman. The Board shall approve disbursement of moneys and property of the Scholarship Fund.

ARTICLE IX Committees

Section 1. No sub-committee shall incur any obligation for expenses exceeding the allowance approved by the Committee Board of Directors; the latter may ratify any contract or expenditure considered beneficial to the Committee or Chapter within the scope of its activities and resources.

ARTICLE X Meetings of Board of Directors

Section 1. The Board of Directors shall meet at the call of the Committee Chairman, the Chapter Chairman, or three members of the Board. Section 2. At least two meetings shall be held during the year.

ARTICLE XI Annual Business Meeting and Fiscal Year

Section 1. The Annual Business Meeting of the Committee shall be held prior to the Annual Business Meeting of the Chapter in June.

Section 2. The fiscal year of the Committee shall begin on Jun 1.

Section 3. The newly elected Chairman and Vice-Chairman, and the newly appointed Committee members shall be installed after the Chapter Annual Business Meeting in June.

ARTICLE XII Amendments

Section 1. These By-Laws may be amended at any regular meeting of the Committee Board of Directors by a 2/3 majority of the Committee members present and voting, provided that the amendment has been submitted in writing to all members of the Committee Board of Directors within 30 calendar days of the meeting. The aforementioned amendment can then no become effective until after approval of the Chapter Board of Directors.

ARTICLE XIII General Provisions

Section 1. The Committee shall not be responsible for statements or opinions advanced in papers, discussions or meetings of the Committee or Chapter.

Section 2. These By-Laws shall become effective after approval by the Chapter Board of Directors and shall remain in effect until such time that they are amended as required in Article XII.

Section 3. The Committee shall retain all current name Scholarships and award such scholarships when an approved scholarship recipient fulfills the requirements of the Name Scholarship.

Section 4. The Committee may designate additional Name Scholarships with the approval of the Chapter Board of Directors.

Section 5. Name Scholarship recipients are as follows:

A) Coleman Scholarship - awarded to a student attending Penn State University and who has been designated by the Committee as a Philadelphia Chapter Scholarship Recipient.

B) H.G. Enderlein Scholarship - awarded to a student attending Drexel University and who has been designated by the Committee as a Philadelphia Chapter Scholarship Recipient.

C) Herman Mandel Scholarship - awarded to a student who has been designated by the Committee as a Philadelphia Chapter Scholarship Recipient.