Association By-laws
By-LawsOF THEUSS BENJAMIN STODDERT DDG-22&USS JUPITER AK-43 / AVS-8ASSOCIATIONOrganized: 2004Revised: May 7, 2016Ronald Zorn – PresidentMike Rigdon - Vice-PresidentJohn Dishaw – TreasurerDave Saunders - Secretary
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- Table of Contents
- Article Page Number
- Preamble 3
- Parliamentary Authority 3
- I – Name 3
- II – Purpose 3
- III – Operating Year 3
- IV – Membership 4
- V – Executive Officers 4
- VI – Board of Directors 4
- VII – Membership Dues 5
- VIII – Business & General Membership Meetings 5
- IX – Reunions 5
- X – Duties of Executive Officers 5, 6, 7 XI – Duties of Other Appointed Position 7, 8 XII – Committees 8
- XIII – Amendments 8
- XIV – Dissolution 8
- 2
ASSOCIATION BY-LAWSUSS Benjamin Stoddert (DDG-22) - USS Jupiter (AK43-AVS8)
PREAMBLEWe, the former crew members of the UNITED STATES SHIPS Benjamin Stoddert (DDG-22) and USS Jupiter (AK43-AVS8) with the aims of promoting and enhancing the memory and preserving the heritage of these vessels, and provide the means by which camaraderie, respect and fellowship may be continued through the years, do hereby establish, enact, publish and adopt these by-laws for and on behalf of the USS Benjamin Stoddert and USS Jupiter ASSOCIATION.Parliamentary Authority
The rules contained in the latest edition of Robert’s Rules of Order and which are periodically updated, shall govern the ASSOCIATION in all cases to which they are applicable and in which they are not inconsistent with the by-laws and any special rules of order the ASSOCIATION may adopt.
ARTICLE I - NAME
The name of the ASSOCIATION shall be the USS BENJAMIN STODDERT (DDG 22) - USS JUPITER (AK 43-AVS 8) ASSOCIATION. Hereinreferred to as "THE ASSOCIATION."
ARTICLE II – PURPOSE
THE ASSOCIATION shall be an unincorporated, fraternal, nonprofit organization, not affiliated with the U.S. Department of the Navy, which has as its primary purpose and intent to facilitate the scheduling and conducting, at intervals to be determined by its membership, social reunions and meetings of fellow shipmates, and the establishment of communication within its membership, all as set forth in the Preamble of these by-laws.
THE ASSOCIATION will also endeavor to lobby for the naming of a future vessel of the United States Navy in honor of Benjamin Stoddert.
ARTICLE III - OPERATING YEAR
The operating year of THE ASSOCIATION shall be from January 1 through December 31, of each year.3
The rules contained in the latest edition of Robert’s Rules of Order and which are periodically updated, shall govern the ASSOCIATION in all cases to which they are applicable and in which they are not inconsistent with the by-laws and any special rules of order the ASSOCIATION may adopt.
ARTICLE I - NAME
The name of the ASSOCIATION shall be the USS BENJAMIN STODDERT (DDG 22) - USS JUPITER (AK 43-AVS 8) ASSOCIATION. Hereinreferred to as "THE ASSOCIATION."
ARTICLE II – PURPOSE
THE ASSOCIATION shall be an unincorporated, fraternal, nonprofit organization, not affiliated with the U.S. Department of the Navy, which has as its primary purpose and intent to facilitate the scheduling and conducting, at intervals to be determined by its membership, social reunions and meetings of fellow shipmates, and the establishment of communication within its membership, all as set forth in the Preamble of these by-laws.
THE ASSOCIATION will also endeavor to lobby for the naming of a future vessel of the United States Navy in honor of Benjamin Stoddert.
ARTICLE III - OPERATING YEAR
The operating year of THE ASSOCIATION shall be from January 1 through December 31, of each year.3
ARTICLE IV - MEMBERSHIP
Full membership in THE ASSOCIATION shall be available to all former members of the ship’s company, of USS Benjamin Stoddert (DDG-22) - USS Jupiter (AK43-AVS8) during any period of commissioned service, family members or relatives of former ship’s company.
ARTICLE V – EXECUTIVE OFFICERS
Elected Executive Officers of THE ASSOCIATION shall be: President, Vice President, Treasurer and Secretary and must be members in good standing, nominated and voted on by a majority vote of the membership that are held in good standing via theU.S. Postal Service.
All elected Officers shall serve until a successor is elected and installed. If an office becomes vacated for any reason, before the next election, the vacancy shall be filled by appointment by the President of THE ASSOCIATION.
Terms of Executive Office shall run for three (3) years, with the installation of Officers to take place at THE ASSOCIATION’s reunion dinner. Nomination for elected office shall take place60 to 90 days prior to the annual reunion and close for elections 30 days prior to the reunion. Installation shall take place at the reunion dinner.
Executive Officers may hold more than one office at a time, temporarily, until such time a replacement is found and appointed by the President.
ARTICLE VI - BOARD OF DIRECTORS
The direction of THE ASSOCIATION shall be vested in the Board of Directors. The Board of Directors will consist of the President, Vice President, Secretary, Treasurer, and the Immediate Past- President. The Immediate Past-President will not be a voting member. The immediate Past-President will act in an advisory capacity to the board. The Executive Board members shall be responsible for presentation of items for discussion and members’ concerns to be brought up at the next scheduled business meeting to the President.4
Full membership in THE ASSOCIATION shall be available to all former members of the ship’s company, of USS Benjamin Stoddert (DDG-22) - USS Jupiter (AK43-AVS8) during any period of commissioned service, family members or relatives of former ship’s company.
ARTICLE V – EXECUTIVE OFFICERS
Elected Executive Officers of THE ASSOCIATION shall be: President, Vice President, Treasurer and Secretary and must be members in good standing, nominated and voted on by a majority vote of the membership that are held in good standing via theU.S. Postal Service.
All elected Officers shall serve until a successor is elected and installed. If an office becomes vacated for any reason, before the next election, the vacancy shall be filled by appointment by the President of THE ASSOCIATION.
Terms of Executive Office shall run for three (3) years, with the installation of Officers to take place at THE ASSOCIATION’s reunion dinner. Nomination for elected office shall take place60 to 90 days prior to the annual reunion and close for elections 30 days prior to the reunion. Installation shall take place at the reunion dinner.
Executive Officers may hold more than one office at a time, temporarily, until such time a replacement is found and appointed by the President.
ARTICLE VI - BOARD OF DIRECTORS
The direction of THE ASSOCIATION shall be vested in the Board of Directors. The Board of Directors will consist of the President, Vice President, Secretary, Treasurer, and the Immediate Past- President. The Immediate Past-President will not be a voting member. The immediate Past-President will act in an advisory capacity to the board. The Executive Board members shall be responsible for presentation of items for discussion and members’ concerns to be brought up at the next scheduled business meeting to the President.4
ARTICLE VII – MEMBERSHIP DUES
Membership Dues for THE ASSOCIATION shall be due on the 1ST of January of each year, and will be credited toward the year that they are paid; exception, any dues received from a “New” member after November 1st will be credited to the following year.
Dues payments not in arrears shall mean the member is in “good standing”. Dues shall be payable to “USS Benjamin Stoddert - Jupiter Association” and will be used to offset the cost of all THE ASSOCIATION’s expenses.
The amount of dues due for membership shall be fixed by the Executive Board each year and published in the Newsletter.
ARTICLE VIII – BUSINESS & GENERAL MEMBERSHIP MEETINGS
THE ASSOCIATION shall conduct a general membership meeting of its members in good standing during a regular scheduled reunion at which time reports from all officers and matters of concern submitted by members and the Board of Directors shall be discussed. The Executive Board of THE ASSOCIATION shall conduct no less than one meeting each year and such other "called" meetings the President may deem necessary.
Between meetings of the Executive Board administrative authority shall be vetted by the President. In all matters requiring action by the Executive Board when not in formal session, the Executive Board may act by phone, letter, or email.
ARTICLE IX - REUNIONS
Reunions shall be scheduled on a regular basis as a means to promote camaraderie, respect and fellowship among THE ASSOCIATION’s members. Nominations for the dates, frequency, and sites of future reunions will be determined by members’ surveys at a general membership meeting. Final selection of inclusive dates and sites for the reunions will be determined by the majority vote from the members in good standing at that general membership meeting.
ARTICLE X - DUTIES OF EXECUTIVE OFFICERS
A.) President - The President shall be the Chief Executive Officer of THE ASSOCIATION. They shall be the presiding officer 5
Membership Dues for THE ASSOCIATION shall be due on the 1ST of January of each year, and will be credited toward the year that they are paid; exception, any dues received from a “New” member after November 1st will be credited to the following year.
Dues payments not in arrears shall mean the member is in “good standing”. Dues shall be payable to “USS Benjamin Stoddert - Jupiter Association” and will be used to offset the cost of all THE ASSOCIATION’s expenses.
The amount of dues due for membership shall be fixed by the Executive Board each year and published in the Newsletter.
ARTICLE VIII – BUSINESS & GENERAL MEMBERSHIP MEETINGS
THE ASSOCIATION shall conduct a general membership meeting of its members in good standing during a regular scheduled reunion at which time reports from all officers and matters of concern submitted by members and the Board of Directors shall be discussed. The Executive Board of THE ASSOCIATION shall conduct no less than one meeting each year and such other "called" meetings the President may deem necessary.
Between meetings of the Executive Board administrative authority shall be vetted by the President. In all matters requiring action by the Executive Board when not in formal session, the Executive Board may act by phone, letter, or email.
ARTICLE IX - REUNIONS
Reunions shall be scheduled on a regular basis as a means to promote camaraderie, respect and fellowship among THE ASSOCIATION’s members. Nominations for the dates, frequency, and sites of future reunions will be determined by members’ surveys at a general membership meeting. Final selection of inclusive dates and sites for the reunions will be determined by the majority vote from the members in good standing at that general membership meeting.
ARTICLE X - DUTIES OF EXECUTIVE OFFICERS
A.) President - The President shall be the Chief Executive Officer of THE ASSOCIATION. They shall be the presiding officer 5
at all meetings of THE ASSOCIATION both general membership and Executive Board Meetings and shall prepare an agenda for all of THE ASSOCIATION’s meetings. Conduct all of THE ASSOCIATION’s business and ensure and review all bills to be paid.
Be authorized to sign checks. Appoint members including committee chairpersons to all standing and ad hoc committees and be a member ex officio of all duly established committees.Appoint any vacated Officers’ position should it become vacant until the next election.
B.) Vice President - The Vice President shall assist the President in all duties and perform the duties of the President should the President for whatever reason not be able to carry out the duties.
The Vice President shall become the President should that Office become vacant before the next election. He shall be authorized to sign checks.
C.) Secretary - The Secretary will be responsible for keeping the minutes of all meetings and insuring the Rules of Order are followed. He will be responsible for maintaining THE ASSOCIATION’s rosters of Crewmembers, Active crewmembers, Lost and Deceased Crewmembers. He will encourage the membership to action in the finding of "Lost Sailors."
Read all documents and conduct the general correspondence that does not pertain directly to the other Officers. Keep and maintain all correspondence received. Bring to the attention of the membership and Executive Board correspondence upon which the membership or Board must act.
Produce and distribute a fresh Active Member (Name only) Roster for the members in good standing at each reunion.
D.) Treasurer - The Treasurer shall receive all dues and maintain a paid roster, in conjunction with the Secretary, of who is a member in good standing and pay all legitimate bills in a timely manner. Establish and maintain a checking account in the name of the USS BENJAMIN STODDERT – USS JUPITER with two (2) signatories on any check written in excess of ($500.00) five hundred dollars.
Maintain records and ledgers sufficient to create all needed financial reports as may be required by law. Provide a quarterly6
Be authorized to sign checks. Appoint members including committee chairpersons to all standing and ad hoc committees and be a member ex officio of all duly established committees.Appoint any vacated Officers’ position should it become vacant until the next election.
B.) Vice President - The Vice President shall assist the President in all duties and perform the duties of the President should the President for whatever reason not be able to carry out the duties.
The Vice President shall become the President should that Office become vacant before the next election. He shall be authorized to sign checks.
C.) Secretary - The Secretary will be responsible for keeping the minutes of all meetings and insuring the Rules of Order are followed. He will be responsible for maintaining THE ASSOCIATION’s rosters of Crewmembers, Active crewmembers, Lost and Deceased Crewmembers. He will encourage the membership to action in the finding of "Lost Sailors."
Read all documents and conduct the general correspondence that does not pertain directly to the other Officers. Keep and maintain all correspondence received. Bring to the attention of the membership and Executive Board correspondence upon which the membership or Board must act.
Produce and distribute a fresh Active Member (Name only) Roster for the members in good standing at each reunion.
D.) Treasurer - The Treasurer shall receive all dues and maintain a paid roster, in conjunction with the Secretary, of who is a member in good standing and pay all legitimate bills in a timely manner. Establish and maintain a checking account in the name of the USS BENJAMIN STODDERT – USS JUPITER with two (2) signatories on any check written in excess of ($500.00) five hundred dollars.
Maintain records and ledgers sufficient to create all needed financial reports as may be required by law. Provide a quarterly6
financial report to the Executive Board and a year-to-date report to members in good standing at each reunion during the business meeting.
Ensure that all filing deadlines are met. Be bonded in an amount which exceeds the amount of assets of THE ASSOCIATION. Such a bond should apply equally to any other members assigned to collect THE ASSOCIATION’s funds.
ARTICLE XI - DUTIES OF OTHER APPOINTED POSITIONS
Other positions, i.e. Newsletter Editor, Storekeeper, Webmaster, Historian or other such positions that may be deemed necessary shall be comprised of members in good standing and shall be appointed by the President.
Storekeeper - The Ships’ Storekeeper will maintain the inventory of USS BENJAMIN STODDERT (DDG-22)- USS Jupiter (AK43) materials. They will have these items for sale both by mail order and from the Ships' Store at each reunion. The funds received from the Ships’ Store will be placed into THE ASSOCIATION’s general account.
Newsletter Editor - The newsletter editor shall be responsible for publishing THE ASSOCIATION’s newsletter to be forwarded to all active ASSOCIATION members in good standing as required.Reunion notifications will be sent to all known crewmembers. Keep an accurate record of Newsletter expenses, both in production and mailing. Make recommendation to the Executive Board and the Membership at each reunion as to the future subscription rate and time periods of subscriptions. Encourage the membership to provide information and items of interest for inclusion in the newsletter.
Webmaster - The Web Master will maintain the Website for THE ASSOCIATION.
Historian - The Historian will maintain the physical memorabilia of the ships. Encourage THE ASSOCIATION members to submit items of historical interest relating to the STODDERT-JUPITER during their years of service. Arrange to have selected STODDERT- JUPITER historical documents brought to and displayed at each reunion. Maintain and periodically update the ships' history which is a narrative, chronological record of the Ships' activities.7
Ensure that all filing deadlines are met. Be bonded in an amount which exceeds the amount of assets of THE ASSOCIATION. Such a bond should apply equally to any other members assigned to collect THE ASSOCIATION’s funds.
ARTICLE XI - DUTIES OF OTHER APPOINTED POSITIONS
Other positions, i.e. Newsletter Editor, Storekeeper, Webmaster, Historian or other such positions that may be deemed necessary shall be comprised of members in good standing and shall be appointed by the President.
Storekeeper - The Ships’ Storekeeper will maintain the inventory of USS BENJAMIN STODDERT (DDG-22)- USS Jupiter (AK43) materials. They will have these items for sale both by mail order and from the Ships' Store at each reunion. The funds received from the Ships’ Store will be placed into THE ASSOCIATION’s general account.
Newsletter Editor - The newsletter editor shall be responsible for publishing THE ASSOCIATION’s newsletter to be forwarded to all active ASSOCIATION members in good standing as required.Reunion notifications will be sent to all known crewmembers. Keep an accurate record of Newsletter expenses, both in production and mailing. Make recommendation to the Executive Board and the Membership at each reunion as to the future subscription rate and time periods of subscriptions. Encourage the membership to provide information and items of interest for inclusion in the newsletter.
Webmaster - The Web Master will maintain the Website for THE ASSOCIATION.
Historian - The Historian will maintain the physical memorabilia of the ships. Encourage THE ASSOCIATION members to submit items of historical interest relating to the STODDERT-JUPITER during their years of service. Arrange to have selected STODDERT- JUPITER historical documents brought to and displayed at each reunion. Maintain and periodically update the ships' history which is a narrative, chronological record of the Ships' activities.7
BOARD OF DIRECTORS - A Board of Directors as described in Article VI shall provide advice and direct the business andinancial affairs of THE ASSOCIATION as prescribed by the President.ARTICLE XII - COMMITTEES
To the extent permitted by law, the Board may appoint from its members in sood standins a committee or committees, and designate the powers and authorities of such committees. The term of said committees shall not exceed the term of the Board that appointed that committee.
ARTICLE XIII - AMENDMENTS
These bylaws may be amended and revised with proper resolution and notice to the membership held in good standing and voted on by the majority of the membership via The U.S. Postal Service.
ARTICLE XIV DISSOLUTION
The Association may be dissolved only with authorization of its Board given at a specia.l meeting called for that purpose and with the subsequent approval by no less than two-thirds (2/3) vote of the members in sood standins. In the event of the dissolution, the assets shall be applied and distributed as follows:
All liabilities and obligations shall be paid, satisfied and discharged. Assets not held upon a condition shall be distributed, transferred or conveyed to a charitable/educational organization, organized under Section 501(c) (3) of the IRS Code of 1986 as amended, of a similar or like nature to this orsanization, i.e. the USS' Adams Museum, or as determined by the Board.CERTIFICATION
We certify that these bylaws are true and correct and hereby approved and adopted on: May 7, 2016Ron Zorn, President619-402-5523 Mike Rigdon, Vice-president 858 300-6821 Dave Saunders, Secretary918-326-4274 Dishaw, Treasurer805-480-403
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To the extent permitted by law, the Board may appoint from its members in sood standins a committee or committees, and designate the powers and authorities of such committees. The term of said committees shall not exceed the term of the Board that appointed that committee.
ARTICLE XIII - AMENDMENTS
These bylaws may be amended and revised with proper resolution and notice to the membership held in good standing and voted on by the majority of the membership via The U.S. Postal Service.
ARTICLE XIV DISSOLUTION
The Association may be dissolved only with authorization of its Board given at a specia.l meeting called for that purpose and with the subsequent approval by no less than two-thirds (2/3) vote of the members in sood standins. In the event of the dissolution, the assets shall be applied and distributed as follows:
All liabilities and obligations shall be paid, satisfied and discharged. Assets not held upon a condition shall be distributed, transferred or conveyed to a charitable/educational organization, organized under Section 501(c) (3) of the IRS Code of 1986 as amended, of a similar or like nature to this orsanization, i.e. the USS' Adams Museum, or as determined by the Board.CERTIFICATION
We certify that these bylaws are true and correct and hereby approved and adopted on: May 7, 2016Ron Zorn, President619-402-5523 Mike Rigdon, Vice-president 858 300-6821 Dave Saunders, Secretary918-326-4274 Dishaw, Treasurer805-480-403
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