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PAGE 12 ALABAMA PROPANE GAS ASSOCIATION

(B) Amounts greater than $1,001.00 but less than $5,001.00 shall be approved by the President
or Secretary/Treasurer in addition to the Executive Director and requires two (2) signatures
of the President or Secretary/Treasurer and the Executive Director.
(C) Amounts greater than $5,001.00 but less than $10,001.00 shall require approval of the
Executive Committee and the signatures of both the President and Secretary/Treasurer.

(D) Amounts greater than$10,001.00 shall require Board approval and the signatures of both the
President and Secretary/Treasurer.

Section 3. APGA shall provide directors' and officers' liability coverage for all members of its Board of
Directors and any APGA employees designated by the Board of Directors. The amount of said coverage shall be as
determined by the Board of Directors.

ARTICLE IX - DUES

Section 1. The expense of maintaining APGA shall be distributed among the members under a membership dues
schedule approved by the Board of Directors.

Section 2. Membership dues are due and payable on January 1 but shall be paid no later than January 31.

Section 3. In the event that a member fails to renew its annual membership dues for the ensuing year within sixty
(60) days of the due date, such membership shall be terminated by written notice.

Section 4. In the event that a member business shall change ownership, the membership shall remain with that
business so long as the dues are current. The seller of the business shall relinquish all rights to that membership. The
new owner shall register in writing with the APGA Executive Director the name of the new executive representative. Any
change in the name of such business shall be registered with the APGA Executive Director in writing.

ARTICLE X - COMMITTEES
Section 1. The Executive Committee shall consist of the President, Vice President, Secretary/Treasurer, and
immediate Past President. The Executive Committee shall:
(A) During the interim between the meetings of the Board of Directors, have and exercise all of
the executive and supervisory powers of the Board, other than those prohibited by law, in the
event that an emergency situation requiring action by the Board of Directors arises and there
is not sufficient time for a meeting of the Board of Directors to be convened. All action taken
by the Executive Committee shall be reported to the Board at the next scheduled meeting.

(B) Make recommendations to the Board of Directors on policies pertaining to the management
and operation of APGA in such a manner as to best effectuate and accomplish its purposes.

Section 2. The Board of Directors shall establish such committees as it deems necessary for the carrying out of
the purposes set forth in these Bylaws. Chairmen and committee members shall serve for one year, and shall be
appointed by the President. The duties, policies and scopes of such committees shall be as prescribed by the Board of
Directors. The Board of Directors may delegate to any such committee any authority not prohibited by law. Action taken
by any such committee shall be reported to the Board of Directors at the next scheduled meeting.

Section 3. The President may appoint a Task Force to research any special projects that may come about during
his/her term. A Task Force shall not exist past the term of the President.

ARTICLE XI - ELECTIONS

Section 1. The election of officers shall be held at the annual membership meeting.

Section 2. A Nominating Committee of the past five (5) active Presidents shall be appointed by the President, not
less than sixty (60) days prior to the annual meeting. Said Committee shall nominate a slate of candidates for election
to the offices of President, Vice President, and Secretary/Treasurer to the Board of Directors. Additional nominations may
be made from the floor when the call for nominations is made at the election meeting. Service on the Nominating
Committee by a member does not prohibit his being nominated for office.