DUCKS UNLIMITED, INC.

DUCKS UNLIMITED, INC. CHAPTER GUIDELINES AND REGULATIONS 1. DEFINITION: A chapter shall consist of members of Ducks Unlimited, Inc. within a specific geographic area who are voluntarily organized and actively involved in assisting Ducks Unlimited, Inc. in the attainment of the objectives of the organization. 2. STATEMENT OF GENERAL PURPOSE: A chapter shall have its primary purpose the generation of funds to be used by Ducks Unlimited, Inc. for developing, preserving, restoring, and maintaining waterfowl and waterfowl habitat on the North American continent. In so doing, each Chapter shall strive to develop an interest in the objectives and goals of Ducks Unlimited, Inc. at the local level and provide a means, for those interested, for communicating within the organization. 3. STATEMENT OF SPECIFIC RESPONSIBILITIES: In addition to its general purpose, a Chapter shall have the following responsibilities: a. Assist the Chapter Chairman and the State Committee in recruiting members for Ducks Unlimited, Inc. b. Participate in the development and conduct of fund-raising events. c. Offer suggestions and recommendations to the State Committee for the improvement and growth of Ducks Unlimited, Inc. d. Comply with all operational policies of Ducks Unlimited, Inc. as the same are set forth in the then current Operating Manual of Ducks Unlimited, Inc. e. Comply with these Chapter Guidelines and Regulations. In the event of a conflict between these guidelines and regulations, and the policies of Ducks Unlimited Inc., the Chapter shall comply with the policies contained in the Operating Manual. 4. OFFICERS AND DUTIES: In addition to any officers designated or elected by a Chapter, each such Chapter shall have at least the following officers: a. Chairman - Each Chapter shall have a Chairman, who shall be appointed from time to time by the State Chairman. His basic function shall be to coordinate, develop, and foster the activities of the Chapter and insure compliance thereby with these guidelines and regulations, as well as all operational policies of Ducks Unlimited, Inc. His specific duties and relationships are set forth in the Operating Manual. 1

b. Treasurer In addition to a Chairman, each Chapter shall have a Treasurer, who shall be elected by the Chapter. His basic function shall be to receive, maintain, and account for all funds received by the Chapter, and to pay all reasonable expenses thereof. In so doing, he shall comply with these guidelines and regulations, as well as all operational policies of Ducks Unlimited, Inc. Ducks Unlimited, Inc. shall have the right to disapprove of any person designated, appointed, or elected as an officer of a Chapter, including the Chairman and Treasurer. If Ducks Unlimited, Inc. exercises its right to disapprove of any such officer, the Chapter shall elect another person to serve in such capacity, except for the position of Chapter Chairman, in which case the State Chairman shall appoint another person to serve. Meetings of a Chapter shall be held from time to time as called by the Chapter Chairman. Fund-raising events shall be held as determined by the Chapter, but in any event not less than once a year. Notification thereof shall be given to the State Chairman and the Regional Director. 5. MEETINGS: FUND-RAISING EVENTS; For purposes hereof, fund-raising events shall include: (a) only those events as are otherwise detailed in the Operating Manual of Ducks Unlimited, Inc.; (b) those events which have been traditionally and generally utilized by Chapters of Ducks Unlimited, Inc. in conjunction with its fund-raising efforts; or (c) such other events as may be approved from time to time by Ducks Unlimited, Inc. All fund-raising events conducted by a Chapter shall be in accordance with generally accepted community morals and standards and shall be conducted in such a way so as not to reflect adversely upon the reputation of Ducks Unlimited, Inc. or the Chapter. 6. RELATIONSHIP WITH DUCKS UNLIMITED, INC.: A Chapter, although organized to assist Ducks Unlimited, Inc. shall not speak or act as a representative of Ducks Unlimited, Inc. unless specifically authorized to do so by the President. All fund-raising activities shall be conducted for the sole benefit of Ducks Unlimited, Inc. and the Chapter shall be solely responsible for the conduct and content thereof. 7. HANDLING OF DUCKS UNLIMITED, INC., FUNDS; FUND-RAISING ACTIVITIES: In addition to all other statements of operational policy by Ducks Unlimited, Inc. with regard to the handling of funds and fund-raising events, a Chapter shall comply with the following: a. The expenditure of any funds by a Chapter shall only be in accordance with the policies of Ducks Unlimited, Inc. Funds received by a Chapter shall be used to defray only those reasonable and necessary expenses incurred in the promotion and presentation of fund-raising events, and for 2

no other purpose, including personal costs incurred during performance4 of volunteer duties. b. A checking account, interest bearing if possible, shall be established in the name of the Chapter. Such account shall be used as a temporary depository of funds received by the Chapter and for the payment of all allowable expenses of the Chapter. Withdrawal of funds from such account shall require the signature of either or both the Chapter Chairman and the Treasurer. In addition, the State Treasurer, or another state officer as may be designated by the State Chairman, shall be an authorized signer on the Chapter accounts. c. The Chapter Chairman and the Treasurer shall personally supervise the receipt and accounting of all monies received at fund-raising events. d. Only those forms approved and issued by Ducks Unlimited, Inc. shall be used in conjunction with the receipt and accounting of funds received by a Chapter. The membership list and the major portion of the proceeds from such event shall be forwarded and received by Ducks Unlimited, Inc., National Headquarters within ten (10) days following an event. All financial reports and the balance of the proceeds shall be forwarded to and received by National Headquarters no later than thirty (30) days following the event. Copies of all financial reports shall be provided to the State Chairman and Regional Director. e. The Chapter may retain up to three percent (3%) of the net proceeds of a fund-raising event, or $200.00 whichever is greater. However, if state policy is more restrictive, state policy shall apply. Such funds shall be maintained in either the Chapter s savings account or interest bearing checking account. f. All financial reports or copies thereof, including bank statements, canceled checks, paid invoices and other such documents, shall be retained by the Chapter for a minimum period of five years from the date of the event. Such documents shall be made available to the State Chairman or the duly authorized representative of the President of Ducks Unlimited, Inc. upon request for inspection and copying. g. Should the Chapter cease to exist for any reason, any cash or other assets shall be immediately disbursed to Ducks Unlimited, Inc. If Ducks Unlimited Inc. does not exist at that time, said assets shall be disbursed to another 501(c) (3) organization with similar goals and objectives. 3

8. LIMITATION OF CONTRACTUAL AND OTHER OBLIGATIONS: A Chapter shall have authority to enter into only such contracts, obligations or agreements as are necessary for and directly related to the holding and promotion of usual, customary, and reasonable fund-raising events ads defined in Paragraph 5; no Chapter shall have express or implied authority to enter into any other contract, obligation or agreement and may not do so without the express written consent of Ducks Unlimited, Inc. 9. LIMITATION ON USE OF DUCKS UNLIMITED, INC. TRADENAMES AND LOGOS: For so long as chapter is in compliance with all operational policies of Ducks Unlimited Inc. as the same are set forth in the then current Operating Manual of Ducks Unlimited Inc., as well as these Chapter Guidelines and Regulations, a Chapter shall be granted from Ducks Unlimited Inc. a non-exclusive right to use the tradename Ducks Unlimited and the registered corporate logo in conjunction with its fund-raising events and the promotion thereof; except as otherwise provided for herein, no Chapter shall be authorized to use the tradename Ducks Unlimited or any other tradename, trademark or registered logo owned by Ducks Unlimited, Inc. without the express written consent of Ducks Unlimited, Inc. 10. MISCELLANEOUS: a. The Chairman, Treasurer, and all members of the Chapter shall cooperate with Ducks Unlimited, Inc. in any internal audit or review of Chapter fundraising activities conducted for or on behalf of Ducks Unlimited, Inc. b. These Chapter Guidelines and Regulations shall be subject to periodic change. In the event of such change, the State Chairman shall provide the Chapter with notification thereof. guide.doc 4

SUPPLEMENT TO DUCKS UNLIMITED, INC. s OPERATING MANUAL AND CHAPTER GUIDELINES AND REGULATIONS In addition to the provisions set forth in Ducks Unlimited, Inc. s Operating Manual and Chapter Guidelines and Regulations restricting the use of the trademark Ducks Unlimited or any other trademark, tradename or registered logo owned by Ducks Unlimited, Inc., (the Trademarks ), each State Committee and Chapter shall comply with the following: 1. CHAPTERS - a. Each Chapter shall be authorized to use the Trademark solely for usual and customary purposes in promoting local fund-raising events as otherwise detailed in the Operating Manual and the Chapter Guidelines and Regulations (the Fund- Raising Events ). Usual and Customary purposes for Fund-Raising Events include but are not limited to the use of the Trademarks on tickets, programs, billboards, print ads, radio and television, and one-of-a-kind items intended for auction at the local fund-raising event. b. The use of the Trademarks on any item proposed for sale by the chapter will require the written review and approval of the State Chairman, Regional Vice- President, Flyway Senior Vice-President of Event Merchandise, and President. c. No Chapter shall directly or indirectly authorize a third party to use the Trademarks without prior written approval from the State Chairman, Regional Vice-President, Flyway Senior Vice-President, Senior Vice-President of Event Merchandise and President except as set forth in Section 1(a) above. 2. STATE COMMITTEES a. Each State Committee shall be authorized to use the Trademarks for usual and customary purposes in promoting statewide fund-raising events as otherwise detailed in the Operating Manual (the Fund-Raising Events ). Usual and Customary purposes for Fund-Raising Events include but are not limited to the use of the Trademarks on (I) promotional items not intended for sale; (ii) state auction packages for Chapter sponsored events as otherwise detailed in the Operating Manual; (iii) state sponsor prints used as incentives; and (iv) one-of-a-kind raffles within the state. b. The use of the Trademarks on any item proposed for sale by the State Committee other than those noted in 2(a) above will require the written review and approval of the State Chairman, Regional Vice-President, Flyway Senior Vice-President, Senior Vice-President of Event Merchandise, and President. c. No State Committee shall directly or indirectly authorize a third party to use the Trademark without prior written approval from the Regional Vice- President, Senior Vice-President of Event Merchandise and President 1

3. PROCEDURES - a. Each State Chairman shall review items proposed for sale by local Chapters or the State Committee prior to their sale as set forth above. If the State Committee approves of the proposed item, the State Chairman shall forward such proposal to the Regional Vice-President, Flyway Senior Vice-President, Senior Vice-President to Event Merchandise and President for written approval. If approved, National Headquarters will issue written authorization as to the term and scope of the trademark license. After written authorization is received, the State Chairman will notify the local chapter of the approval of the item. The State Committee will thereafter be responsible for the accounting of all funds received for the item and shall report the result of the sale of such item annually to the Senior Vice-President of Event Merchandise. b. Prior to using the Trademarks on ant product sold through interstate commerce, the item proposed for sale must be submitted to the Event Merchandise Committee pursuant to the procedure otherwise detailed in the Operating Manual. Projects must have been previously tested as an intrastate program and a summary report provided 3. EVENT MERCHANDISE COMMITTEE The Event Merchandise Committee shall annually review the results of the sale of items using the Trademarks and recommend whether the sale of individual items be continued, discontinued or be approved for national distribution. guide1.doc 2