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===Article 15: General Provisions===
===Article 15: General Provisions===
* '''15.1 Contracts'''
'''15. 1 Contracts'''
**
* The Board may authorize any Officer(s) or other agents to enter into any contract, to execute, or deliver anything on behalf of ICANN. Such permission may be general or for a specific instance. Only the President, Vice President, and CFO have these powers automatically, unless otherwise decided by the Board.
'''15.2 Deposits'''
* All ICANN funds not in use shall be deposited in the name of ICANN into bank accounts, trust companies, or other as permitted by the Board.
'''15.3 Checks'''
* All checks, drafts, or other payments issued in the name of ICANN shall be signed by Officer(s) or agent(s) as determined by ICANN.
'''15.4 Loans'''
* No loans shall be made by or to ICANN unless authorized by a Board resolution. In no circumstances may a loan be made by ICANN to its Directors or Officers.
===Article 16: Fiscal Matters===
'''16.1 Accounting'''
* The Board shall determine the end of the organization's fiscal year.
'''16.2 Audit'''
* At the end of each fiscal year, ICANN's books shall be closed and audited by certified public accountants.
'''16.3 Annual Report and Annual Statement'''
* The Board shall publish and Annual Report describing its activities, including an audited financial statement and a description of the payments made to Directors (including reimbursements).
'''16.4 Annual Budget'''
* At least 45 days prior to the start of a new fiscal year, the President must prepare and submit an annual budget to the Board, which shall be posted to the Website. The Board must adopt an annual publish and post it on the Website.
'''16.5 Fees and Charges'''
* The Board may set reasonable fees and charges for the services and benefits ICANN provides, with the goal of fully recovering operational costs and establishing reasonable savings. Such fees shall be posted to the Website for public comment prior to adoption, and once adopted posted to the Website in a manner that is easy to find.
===Article 17: Members===
* ICANN itself shall not have members, as defined by California Nonprofit Public Benefit Corporation Law.
===Article 18: Officers and Seal===
'''18.1 Offices'''
* The principal office for ICANN shall be in Los Angeles County, California, USA. ICANN may also have additional officers within or outside of the USA.
'''18.2 Seal'''
* The Board may adopt a corporate seal and use it or a likeness of it for public reproduction.
===Article 19: Amendments===
* These Bylaws may be altered, amended, or repealed only upon a 2/3 majority vote of all the members of the Board.
===Article 20: Transition Article===
* Article 20 describes the provisions and process for the transition between the "Old Bylaws" (as amended and restated on 29 October 1999 and amended through 12 February 2002, and in some sections amended and restated through 20 March 2009) to the "New Bylaws" (above). Major changes between the sets of Bylaws include:
** Board restructuring
** Creation of the [[Nominating Committee]]
** Creation of the [[ccNSO]]
** [[GNSO]] restructuring into four stakeholder groups to replace the six constituencies in the Old Bylaws
** The [[Protocol Supporting Organization]] was discontinued
** Creation of the [[Technical Liaison Group]]
** Incorporation of the [[RALO]]s into [[ALAC]]
===Annex A: GNSO Policy Development Process===