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tle powers, limitations, duties and procedures for such committees <br />as the Board deems advisable as limited by Colorado law. However, <br />nc such committee shall have the authority of the Board with <br />respect to amending the Articles or these Bylaws, adopting a plan <br />of merger or consolidation, recommending to the shareholders the <br />sale, lease, exchange, or other disposition of all or substan- <br />tially all of the property and assets of the Corporation other <br />than in the usual and regular course of its business, or <br />recommending to the shareholders a voluntary dissolution of the <br />corporation or revocation thereof. No such delegation of au- <br />thlority shall operate to relieve the Board or any director from <br />a responsibility imposed by law. <br />SECTION V <br />Officers and Agents <br />5.3 General. The officers of the Corporation shall be <br />el acted annually by the Board at the first meeting of the Board <br />held after each annual meeting of the shareholders and shall <br />consist of a President, a Secretary and a Treasurer, or a <br />S e retary /Treasurer. One or more Vice Presidents, a Chairman of <br />t Board, other officers, assistant officers, agents and employ- <br />e that the Board may from time to time deem necessary may be <br />el cted by the Board, or be appointed in a manner prescribed by <br />t Board. All officers shall be natural persons of the age of <br />e' hteen (18) years or older. Two or more offices may be held by <br />t same person except that one person shall not at the same time <br />h d the offices of President and Secretary. Officers shall hold <br />o ice until their successors are chosen and have qualified unless <br />t y are sooner removed from office as provided in these Bylaws. <br />5.2 General Duties. All officers and agents of the <br />Corporation as between themselves and the Corporation shall have <br />such authority and shall perform such duties in the management of <br />the Corporation as may be provided in these Bylaws or as may be <br />determined by resolution of the Board not inconsistent with these <br />B aws. In all cases where the duties of any officer, agent or <br />e loyee are not prescribed by the Bylaws or by the Board, such <br />Of icer, agent or employee shall follow the orders and instruc- <br />ti ns of the President. <br />5.3 Vacancies. When a vacancy occurs in an establish- <br />ed office of the Corporation by a death, resignation or otherwise, <br />it shall be filled by the Board, unless the Board by resolution <br />abolishes such office. The officer so selected shall hold office <br />for the unexpired portion of the term. <br />04 5.4 Salaries. The Board shall fix the salaries of the <br />of icers of the Corporation. The salaries of other agents and <br />e loyees of the Corporation may be fixed by the Board or by an <br />10 <br />