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of the Bowdoin College Finance Society Constitution I. Name of Organization A. Polar Bear Capital Management (PBCM). II. Nature of Organization A. PBCM is a student run diversified domestic equity fund seeking capital appreciation. B. PBCM is a subsidiary organization of the Bowdoin College Finance Society (BCFS). II. Purpose A. To provide Bowdoin students with hands-on experience in investment. B. To demonstrate the possibilities of the financial world. C. To introduce the critical mindsets at work in finance. III. Meetings A. Meetings will be held once a week, in a roundtable discussion format. B. A different industry or sector will be covered each month. IV. Membership A. Membership is open to all BCFS members. 1. Membership in BCFS is open to all current Bowdoin students. V. Executive Body A. Student Leadership 1. Positions a. Manager b. Two Assistant Managers 2. Responsibilities a. Manager: I. Figure-head. II. Communicate with BCFS general assembly, Board of the BCFS, BCFS Webmaster, school administration, corporations, alumni, and all necessary parties. III. Fundraising A. Use existing funds wisely and appropriately. IV. Attract and retain vibrant membership. A. Post posters, appear on BCN. B. Prepare PBCM article for the Orient. C. Use any other appropriate resource. IV. Lead meetings A. Keep discussion on track. B. Pick industry of the month. V. Organize trips and events A. Organize industry related outings (e.g. channel check). B. Organize investment competition. 1. Organize school wide competitions. 2. Organize competitions with other schools. C. Organize other events for which there is interest. D. Work with BCFS Event staff to organize events. VII. Respond to directives from BCFS president and BCFS board. VIII. Act as a board member for BCFS. IX. Delegate responsibility as appropriate. b. Assistant Directors I. Proactively Assist the PBCM Director in his responsibilities. II. Respond to directives from PBCM Director. III. Act as a board member for BCFS. 3. Selection a. Student leaders will be interviewed by the BCFS board. b. Student leaders are chosen by a simple majority vote of the BCFS Board. I. Procedure for selection of BCFS Board is outlined in the BCFS Constitution. c. Term of office for student leaders may be 1 year or 1 semester, as decided by BCFS Board. 4. Removal a. Student leaders may be removed from office with a vote of no confidence. I. ¾ of PBCM members must be in favor of removal, as demonstrated by a vote. II. All PBCM members may vote. III. Removal must be approved by the BCFS Board. A. 2/3 of BCFS Board must be in favor to approve removal. B. Alumni Advisory Board 1. Composition a. The Alumni Advisory Board will consist of alumni with finance or business experience. b. There may be up to five Alumni Advisors. 2. Responsibilities a. Alumni Advisors will guide PBCM in its daily operations and events. I. Alumni will guide and counsel PBCM in its portfolio operations. A. Advice will concentrate on the process (i.e. thought processes) rather than outcome. II. Alumni will participate in conference calls or other events as their schedule permits. III. Alumni will provide resources and contacts as they see fit. b. Alumni may veto any purchase decision voted upon by the PBCM. 3. Selection a. Alumni will be nominated by the PBCM director with the assistant directors. I. PBCM director will act in concert with the CPC and use other alumni resources to find the best candidates. b. Alumni may or may not accept a nomination. c. The BCFS board will confirm nominees with a simple majority vote. d. The term of office for an Alumni Advisor is one year. VI. The Fund A. Voting Procedures 1. Voting on buy and sell orders will be held at the final meeting of each month. 1. Voting will be done by confidential ballot after extensive discussion regarding the decision. 2. In the event a member is unable to attend the meeting when the decision is being made, the member can give one of the managers of PBCM their written opinion and reasoning before the final meeting. 3. In order to enact a buy or sell proposal, 2/3 of voting members must approve the proposal. 4. Votes for any equity will also specify whether the order is a limit or market order. 5. Managers have no supplementary voting rights over those of any member. 6. Veto power can only come from a member of PBCM’s Alumni Advisory Board on the basis of imprudent reasoning or hasty decision-making. B. Trading Rules. 1. Managers will enact trades through an online account. 2. All capital received will be put into an S&P 500 or Wilshire 5000 index fund. When buy or sell proposals are enacted, the money will subsequently move between this fund and the equities enacted upon. 3. No margin trading and not leverage will be used. 4. All investments must be domestic equities or ETFs. 5. No derivative instruments will be used. 6. There will be no short trading. PBCM will only consider companies it feels can succeed. 7. For each position, there is a minimum investment holding period of 1 month. 8. There is a maximum of 5 trades per week, inclusive of buy and sell orders. 9. A single position cannot exceed 10% of the fund. 10. Capital gained by PBCM will only go toward reinvestments or PBCM events. VII. Funding A. Funds are separated into three categories: portfolio operations, events and general operations. B. Funds may come from multiple sources as available including alumni, the SAFC and corporate sponsors. 1. Donors may specify the allocation of their donation by category. 2. PBCM may elect to use profit from portfolio operations to defray operating and events cost a. All use of funds must be approved by a majority vote of PBCM members. b. All use of funds must meet the guidelines set forth by the BCFS board. VIII. Amendments A. Amendments to the PBCM constitution may be made with a 2/3 majority decision of PBCM members and a subsequent 2/3 majority decision by the BCFS board.
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