11th ARMORED DIVISION ASSOCIATION BYLAWS
Adopted August 19, 2006
I. ANNUAL REUNION
A. The Annual Reunion shall be hosted by the Association, or by an established and existing chapter that presents a proposal that is approved by the general membership at their annual meeting.
B. The Annual Reunion Committee shall be chaired by a Reunion Coordinator duly appointed by the President. The Reunion Coordinator shall have the authority and duty to arrange and oversee all aspects of the Reunion. The Reunion Coordinator shall attend the Old Board of Governors Meeting and the New Board of Governors Meeting.
C. The Annual Reunion shall be scheduled one year in advance.
D. Proposals for the the Annual Reunion site shall be in writing and shall be submitted to the Board of Governors prior to the Old Board of Governors Meeting at the Annual Reunion. Proposals shall be presented orally at the Annual Meeting. The proposals shall set forth:
1. The proposed dates for the reunion;
2. The anticipated temperature and general weather at the proposed Reunion site;
3. The name and location of the hotel;
4. The number of guest and meeting rooms to be reserved and the guest room rates, which shall be effective at least two days prior to and three days following the Annual Reunion;
5. Written confirmation from the proposed hosting hotel; and
6. Any additional information indicating the desirability of the anticipated site, including, but not limited to, places of interest, possible tours, accessibility by air and auto, parking, and availability of RV facilities.
E. When requested, the Treasurer is authorized to advance funds to the Reunion Coordinator in an amount not to exceed One Thousand (1000.00) Dollars to cover actual expenses incurred in organizing the upcoming Annual Reunion. A record of these expenditures shall be furnished to the Treasurer by the Reunion Coordinator. These expenditures shall be charged against the Annual Reunion account.
F. The Treasurer shall keep a separate account of Annual Reunion costs and income.
G. The President, Secretary and Reunion Coordinator shall be furnished rooms at the Annual Reunion without charge.
H. Sixty (60) per cent of the membership registration at the Annual Reunion shall constitute a quorum at the Annual Meeting.
I. All issues shall be determined by a majority vote of the paid membership in attendance.
J. Within ninety (90) days following the Annual Reunion, the Treasurer shall prepare a Reunion Financial Statement. The Treasurer shall submit copies of the Statement to all members of the Board of Governors.
K. The Secretary shall host the Hospitality Room at the Annual Reunion and shall be the custodian of the Reunion Paraphernalia. The cost of transporting the Reunion Paraphernalia shall be borne as an expense of the 11th Armored Division Association.
L. The registration fee for an upcoming Annual Reunion shall be set by the Board of Governors at the previous Annual Reunion. The fee shall apply to all persons registering who are eighteen (18) years old or older; however, the President shall have authority to waive the fee for special guests of the Association, including anyone who is a participant in the reunion program.
M. Any deficit in the cost of operating and conducting the Annual Reunion shall be borne by the Association.
II. CONDUCT OF ANNUAL MEETING
A. Robert's Rules of Order shall be applicable where these Bylaws do not otherwise direct.
B. Floor microphones shall be used in addressing the Chair at the Annual Meeting. Upon being recognized by the Chair, the Addresser shall identify himself by name and unit.
C. Persons presenting an oral proposal to host an Annual Reunion shall be limited to ten
minutes, which time may be used solely or divided with others.
III. BOARD OF GOVERNORS
1. The Old Board of Governors Meeting shall be held at the Annual Reunion prior to the Annual Meeting.
2. The New Board of Governors Meeting shall be held at the Annual Reunion after the Annual Meeting.
3. All Board meetings shall be presided over by the President then in office, even though the President] may not yet have been formally inducted into office.
4. The Board of Governors and the Secretary shall sit at the meeting table. Unless otherwise permitted by the President, all others present shall sit in another area of the meeting room.
Contracts for the promotion of books, other materials or broadcasts must be authorized by the Board of Governors and signed by the President. A person appointed by the President and approved by the Board shall approve all Association connected promotional material and drives.
1. Actions obligating the Association to expenditures in excess of Five Hundred (500) Dollars shall be authorized by the Board of Governors.
2. Operational expenses incurred during the fiscal year by each the Secretary and the Treasurer, together with the Audit Committee report, shall be examined by the Board of Governors at the Old Board of Governors Meeting and approved if determined to be routine or authorized.
D. The annual budget prepared by the Treasurer and submitted to the Board of Governors shall be approved at the Old Board of Governors Meeting. The budget, as approved by the Board, shall be submitted to the membership for final approval.
A. The Secretary shall supervise the publication of the newsletter entitled the "Thunderbolt." This publication shall be issued three times each year and sent or delivered to all members in good standing. In addition, a flyer advertising the upcoming Annual Reunion shall be sent or delivered to the active membership at least two months prior to the event.
1. Notices required by either the Constitution or the Bylaws shall be posted in the Thunderbolt. Proposed amendments to the Constitution shall be set forth in full in the Spring issue of the Thunderbolt.
2. In the event that it is not reasonably possible to give notice by the Thunderbolt, notice required to be given to any Governor, Officer or member shall be given in writing, by mail, email, or any combination thereof. Such notice shall be deemed given at the time when it is sent.
C. Minutes for any meeting shall be submitted to members of the Board of Governors within sixty (60) days following the meeting, save and except Board minutes for the Old Board of Governors Meeting. These minutes, in tentative form, shall be submitted prior to Annual Meeting for provisional approval. These minutes shall be prepared in final form within sixty (60) days following that meeting of the Board. Any question as to the accuracy of any portion of the minutes shall be set forth in writing and submitted to the President within thirty (30) days following receipt of the minutes. Within sixty (60) days of mailing of proposed minutes the President shall submit to members of the Board all written questions of accuracy of minutes with his belief and any supporting evidence as to the actions taken which should have been reflected in the minutes. If within thirty (30) days of mailing thereafter no member of the Board expresses to the President a belief contrary to the President's expressed belief, the minutes shall stand or be corrected accordingly. If within thirty (30) days of the said mailing any member of the Board disagrees with the President's expressed belief, the disagreement shall be settled by majority vote of the Board, either by mail, email, telephone, or any combination thereof, at the discretion of the President.
D. The Secretary's annual salary is in the amount of Twelve Thousand (12,000) Dollars, and shall be reviewed by the Board of Governors at the Old Board of Governors Meeting. The Secretary shall be furnished travel expenses to the Annual Reunion and to other authorized meetings.
A. The Treasurer shall retain a working balance account sufficient to cover bills due or to become due. Funds in excess thereof shall be invested by the concurrence of the President and the Treasurer in a safe, prudent investment bearing the highest rate of interest.
B. The Treasurer may expend in any one month for corporate purposes, an amount not in excess of Five Hundred (500.00) Dollars with the approval of the President. The Board of Governors may approve more funds when they deem it necessary.
C. The Treasurer's Inventory Report as required by Section B of Article XII of the Constitution shall cover the fiscal year 1 July - 30 June immediately ended or just ending at the time of the Annual Reunion.
D. Records of the general fund and each separate fund shall be identified and kept separate.
All Local Chapters are requested to submit names to the President of those members qualified and willing to hold office. Prior to each Annual Meeting, the President shall appoint a nominating committee to prepare a slate of proposed officers for the following year. In selecting candidates, the nominating committee shall consider geographical diversity, local Chapter and Unit representation and qualification for the position and other contingent position, Nominations shall also be accepted from the floor for each elective office at the Annual Meeting. Before accepting a nomination, each nominee shall agree to serve and shall indicate his or her intention to attend the next Annual Reunion.
At the Annual Meeting, after nominations have been closed for all elective offices, an election shall be held. In the event no one receives a majority vote, a run-off election between the two candidates receiving the highest number of votes shall be held. All members with dues currently paid are eligible to vote.
C. All elected Governors, Alternate Governors and Officers shall be inducted into office at the Annual Meeting. Governors, Alternate Governor and Officers may be introduced at the Reunion's closing dinner-dance.
A. Commercial advertising in the 11th Armored Division Publications including all advertising by an owner, operator, representative, or an agent of an enterprise offering for sale to the 11th Armored Division Association members goods and/or services accruing as profit to the owner, operation agent, or representative of the enterprise shall be paid in accordance to the schedule provided by the Board of Governors.
B. Areas for tables displaying, selling items or other services shall be provided at the Annual Reunion. Those using the provided areas for such selling shall pay the 11th Armored Division Association a fee as determined by the Reunion Coordinator.
C. The President shall have an account of funds not to exceed Three Hundred (300) Dollars to cover necessary postage, phone, and miscellaneous expenses.
A. Individual annual dues are in the amount of Fifteen (15) Dollars. Widows of members in good standing have a life-time non-voting membership. Widows, wives, and descendants desiring to vote must pay the specified annual dues.
B. Dues-paying widows, wives, descendants and members of military units affiliated with or incorporated into the 11th Armored Division Association shall be eligible to hold office and participate in all other activities of the Association.
A. The operation and maintenance of an Official 11th Armored Division Association Interactive Internet Website is hereby sanctioned. Its purpose shall be to record, document, and preserve the history of the activities and accomplishments of the Division and its members during and after World War II. It shall also serve as a memorial to those members of the Untied States Military who gave their lives in the cause of freedom.
B. A Webmaster and a Website Editor shall be appointed by the President, and shall serve at the direction of the Board of Governors.
C. Historical materials posted on the website shall be factual and relevant to the activities of the 11th Armored Division or related United States Army military units.
D. Guestbook and bulletin board messages shall be screened by the Webmaster prior to posting. Any irrelevant, improper or otherwise unsuitable messages will not be permitted.
E. Commercial advertising shall not be permitted on the website, except that advertisements for historical books, articles, and historical novels relating to the 11th Armored Division, the United States Third Army, or to concentration camps liberated by United States Third Army, may be permitted at the discretion of the Website Editor and with approval of the President. Such advertising will be posted as a public service without charge.
F. In so far as possible, guest book requests for information will be processed and responded to appropriately by the Website Editor.
G. Expenses for operation and maintenance of the website shall be submitted to the Treasurer for payment. Expenditures totaling an amount in excess of Three Hundred (300.00) Dollars in any one year shall require approval by the Board of Governors.
H. The status and disposition of the website will be considered in any proposal for dissolution of the Association.
XI. DISSOLUTION COMMITTEE
A. The Dissolution Committee shall consist of six (6) voting members, including a Chairperson, appointed by the President.
B. Members shall be appointed to serve a term of one, two or three years.
C. New members shall be appointed at the Old Board of Governors Meeting.
D. Members shall not succeed themselves after serving three consecutive years.
E. The Committee shall include the following non-voting members: President, Immediate Past President, Counselor, Website Editor, Reunion Coordinator, Nominations Chairperson, Secretary and Treasurer.
F. The Committee shall meet during the Annual Reunion and by special meeting
called by the Chairperson.