USS Will Rogers Veterans Association, Inc. By-Laws
Article I – Name and Purpose
Section 1 – The name of the organization will be USS Will Rogers Veterans Association, Inc., hereinafter called The Association.
Section 2 – The Will Rogers Veterans Association, Inc. is a fraternal veterans’ organization for United States Navy Submariners who served aboard the nuclear powered fleet ballistic missile submarine USS Will Rogers (SSBN-659). The mission of the Association is to provide the means and to arrange opportunities for the members to enjoy camaraderie with former shipmates of the USS Will Rogers and their families. The primary means of accomplishing this goal will be the holding of a biennial reunion beginning in 2008. The Association may also arrange and fund other meetings of the members at such times and places as determined by the Board of Directors.
Section 3 – The Association is a non-profit organization and will not have nor issue shares, stocks, or dividends.
Article II – Officers, Terms of Office, Committees
Section 1 – The elective officers of The Association will be President, Vice-President, Secretary, and Treasurer. They will be elected at the biennial meeting at the Reunion and their terms of office will be two (2) years.
Section 2 – There shall be a maximum of seventeen (17) and a minimum of nine (9) voting Directors. Directors shall be elected to four (4)-year terms. The terms of the Directors shall be staggered so that at least 51% of the positions shall expire every two (2) years.
Section 3 – There may be a Chaplain, a Storekeeper, a Historian, a Newsletter Editor, a Webmaster and a Photographer appointed by the President and their terms will be two (2) years. Each appointee may request that the President appoint an assistant(s) from the membership to help administer the position.
Section 4 – The President may form committees, including but not limited to a Membership Committee, a Newsletter Committee, and a Reunion Committee and may appoint chairmen for such committees as necessary to conduct the business of The Association.
Section 5 – Elected and appointed officers completing their terms of office will serve as the Nominating Committee for selection of the next slate of nominees. The Vice-President will serve as Chairman of the Nominating Committee and will be responsible for ensuring that the committee begins it work no less than one hundred and twenty (120) days and completes its work at least sixty (60) days prior to the biennial business meeting and election of officers. The Final Ballot will be made available electronically to the membership at this time.
Article III – Duties of Officers and Committee Chairs
Section 1 – The President will preside over all meetings of The Association, preserve order and decorum, and will perform all duties incident to the office of President. He will direct the giving of all notices regarding all meetings and conduct the official correspondence of The Association as appropriate. He will provide newsworthy information to the Newsletter Editor for each Newsletter’s scheduled distribution. There is no term limit on his office, but he must be nominated and elected during subsequent balloting.
Section 2 – The Vice-president will render such assistance to the President as he may require and will perform the duties of the President in his absence or disability. The Vice-president will be the Chairman of the Nominating Committee and the Chairman of the Membership Committee. He is the primary recruiter for the Association as Chairman of the Membership Committee. If he desires, he will have space made available in the Newsletter. There is no term limit on his office, but he must be nominated and elected during subsequent balloting.
Section 3 – The Secretary will be responsible for taking and reading the minutes and notes of all Association functions. He will normally publish an Association Sailing List (membership roster) annually for the Newsletter. He is responsible for updating and maintaining all aspects of the computerized Sailing List. He may obtain assistance in this task where available. There is no term limit on his office, but he must be nominated and elected during subsequent balloting.
Section 4 – The Treasurer will keep the accounts of The Association and report thereon in each issue of the Newsletter. The Treasurer’s Report will be reported at each Board of Directors Meeting and at the biennial meeting. His accounts may be audited by an Auditing Committee appointed by the President. At least one elected officer will be co-signer of The Association Treasury; however, only the Treasurer is required to sign checks for paying the Association bills. He will forward all Membership Forms to the Secretary to facilitate entry of the new member’s information onto the Sailing List. If requested, he will provide the President with a monthly financial statement and a status report of the current membership dues. There is no term limit on his office, but he must be nominated and elected during subsequent balloting.
Section 5 – The Board of Directors shall have control and supervision over the affairs and policies of the Association; shall in their capacity as Board Members be vested with title to all property of the Association; shall supervise and control the collection and disbursement of all funds and property belonging to the Association; and shall be authorized to incur such additional expense as may be necessary for the conduct of the Association affairs.
Section 6 – The Chaplain will be the primary point of contact for notification of illness/death of any Association Member or Will Rogers Shipmate. In addition, he will initiate contact with relatives of the infirm or deceased and keep the Association informed via direct e-mails and the official Association Website, of specifics, regarding the illness or death. He will send appropriate get well, condolences or sympathy cards on behalf of the Association and tender his signature to the card using the “Chaplain, USS Will Rogers Veterans Association, Inc.” tag line. When notified, he will report any illness or death to the Webmaster for inclusion on the webpage; to the Newsletter Editor for inclusion in the next Newsletter and, in the case of death, to update the database. The Chaplain may, at his discretion, or at the request of another Association officer, directly notify Will Rogers shipmates of the infirm/deceased. The Chaplain will offer the invocation at the reunion banquet.
Section 7 – The Storekeeper will be responsible for the Ship’s Store. He will maintain a Storekeepers Petty Cash Fund to cover shipping and mailing costs. He will also maintain an inventory of all Ships Store items and will provide a monthly report to the President and the Treasurer for both the Petty Cash Fund and the Ship’s Store Inventory. Proceeds from all sales will be submitted to the Treasurer for recording and deposit into the Association bank account. Invoices for all merchandise purchased will be reviewed and paid by the Treasurer. The Storekeeper will present any new items to be carried in the Ship’s Store inventory to the Board of Directors for approval prior to purchase The Storekeeper will keep his accounts and report thereon at each Board of Directors Meeting and at the biennial meeting in addition to the monthly reports to the President and the Treasurer. His accounts may be audited by an Auditing Committee appointed by the President.
Section 8 – The Historian will be responsible for maintaining the archives of the Association, receiving, recording and maintaining donations of memorabilia. He will also store backup medium of the Associations records, including CD’s of computer data and photographs. He will report his inventory at least biennially at the association meeting and to the Newsletter Editor in time for the Newsletter edition published just prior to a Reunion.
Section 9 – The Newsletter Editor will assemble the Newsletter and arrange for printing and distribution to the paid membership of record. Distribution will be by E-Mail for those members with E-Mail addresses and by USPS for all others. He will maintain a Newsletter Petty Cash Fund to cover Postage costs and other related expenses. He will submit a monthly report to the Treasurer to account for the Newsletter Petty Cash Fund. Advertising revenue, if any, will be submitted to the Treasurer for deposit into the Association bank account. The Newsletter will be distributed at least two (2) times a year as directed by the President. Inputs to the Editor for the next issue must be submitted to the Editor at least thirty (30) days prior to the next scheduled distribution date.
Section 10 – The Association Reunion Coordinator will serve as the Reunion Committee Chair and be responsible for determining the facilities, menu, music, entertainment, etc. for the reunion. He will maintain a Reunion Petty Cash Fund and ensure an accurate accounting of all income and expenses associated with the Reunion. The Reunion Coordinator will keep his accounts and submit a monthly report to both the President and the Treasurer. He will also report thereon at each Board of Directors Meeting His accounts may be audited by an Auditing Committee appointed by the President. Income from the reunion will be turned over to the Treasurer for deposit into the Association’s General Fund. Invoices for expenses in excess of $200.00 will be submitted to the Treasurer for payment.
Section 11 – The Webmaster will be responsible for maintaining and improving the Will Rogers Veterans Association web site. Individuals seeking appointment as webmaster should have experience as Webmaster with one or more published web sites being available for review prior to being appointed.
Section 12 – The Photographer will be expected to take photos of attendees during the reunions and other functions that he may attend. He will arrange for the input of photos provided by members and other sources into the appropriate albums and make them available to the Webmaster. Expenses incurred by the Photographer in the performance of his duties will be reimbursable from the Treasurer.
Article IV – Membership, Dues, Contributions, Participation
Section 1 – All men who served in the US Navy aboard the USS Will Rogers (SSBN-659) at any time are eligible for membership in The Association and these men must always comprise at least 75.0% of the Association’s membership. All members in this category shall have full voting rights with regard to the conduct of the Association business affairs.
Section 2 – Spouses, widows, parents and children of these men are also eligible for membership in the association however, their total number plus the members described in Section 3 below can never exceed more than 25.0% of the total membership. These members shall be Associate Members and shall have no voting rights.
Section 3 – Persons who did not serve in the US Navy aboard the USS Will Rogers (SSBN-659) and are not related to a person mentioned in Section 1 above are also eligible for membership however, their number may never exceed more than 02.5% of the total membership. These members shall be Associate Members and shall have no voting rights.
Section 4 – Annual dues will be $10.00 (amount to be determined at the biennial business meeting) and will cover a period from 1 January through 31 December. To reduce the administrative burden of annual dues collection, all dues will be collected in two year increments ($20). New members, paying their dues after 1 October of the current year, will have their dues credited to the next calendar year. Any change in annual dues will require a majority vote of the paid-up members present at the biennial business meeting. Dues will be paid to the Treasurer who will provide a paid-up list to the Newsletter Editor for publishing.
Section 5 – Life membership shall be made available through the following dues structure: $50.00 – for eligible members age 65 and older. $100.00 – for eligible members age 60 to 65. $150.00 – for eligible members age 55 to 60. $200.00 – for eligible members age 50 to 55. $250.00 – for eligible members age 45 to 50.
Life membership is not available for anyone under the age of 45 years.
Section 6 – Donations and contributions will be accepted for the purpose of funding the functions of The Association. All such donations or contributions will be forwarded to the Treasurer for recording and deposit.
Section 7 – Members will assist in locating former shipmates and forward their names, current mailing address and, if available, e-mail address and telephone number to any Association officer, for addition to the database.
Section 8 – Members may assist in obtaining newspaper, television, radio, and magazine coverage for reunions and distribute flyers and/or bulletin board notices of same.
Article V – Meetings, Reunions, Elections
Section 1 – All members in good standing may attend the biennial business meeting. Only members in good standing (paid-up members) are eligible to vote.
Section 2 – There will be a biennial Reunion starting in 2008 to be held in a city approved by the Association Board of Directors. Members may recommend a reunion city by voting in person at the biennial business meeting or electronically at a time as determined by the President.
Section 3 – All members attending a Reunion should be present at the biennial business meeting to elect officers and/or vote on other matters. All members in good standing shall be eligible to vote at this business meeting.
Section 4 – Officers and directors will be elected at the biennial meeting by a majority vote of those paid-up members attending the biennial meeting. The slate of candidates will be as put forth by the Nominating Committee; however nominations can also be taken from the floor at this meeting. Nominees need not be present, but their acceptance of the nomination must be given prior to the election. The results of the election will be announced at the Reunion banquet, or other suitable gathering, and the officers and directors will be introduced.
Section 5 – Roberts Rules of Order, The Modern Version, will be the official guide of The Association for conducting business and/or settling issues of parliamentary procedure.
Section 6 – There should be at least one Board of Directors meeting during non-reunion years. This may be done by telephone conference or by e-mail conferencing if travel to a common meeting place is not feasible. Not less than a majority of the Board must be present at the meeting/conference to constitute a quorum for making decisions and/or approvals. The Chairman may call for a meeting at the reunion site during the reunion year and determine the place/time of meeting/conference to facilitate the meeting between Reunion years.
Article VI – Amendment of By-Laws
Section 1 – These by-laws may be amended at any meeting or electronic voting of the members provided that:
- The amendment has been received and reviewed by the Board of Directors at least thirty (30) days prior to the meeting.
- The amendment is submitted in writing to the members of The Association at least two (2) weeks prior to the meeting at which the amendment is to be considered.
- The amendment is passed by a two-thirds vote of the paid-up membership of The Association attending the meeting.
Article VII – Dissolution
Section 1 – In the event the USS Will Rogers Veterans Association Inc. is ever dissolved, its remaining assets, if any after satisfying any outstanding debts, shall be distributed only to such organizations that have at the time qualified for and been granted an exemption from Federal income taxation under the terms of Section 501(c) of the Internal Revenue Code of 1954 as hereafter amended; provided, that upon dissolution no portion of the assets shall be distributed to any member so as to accrue to his or her personal benefit.
Section 2 – The Association shall be dissolved and liquidated:
- Upon a vote of two-thirds of the Voting Members, or B. Upon the death or incapacity of the last Voting Member.