HERE ARE THE NEW BYLAWS
THE U.S.S. GEORGE BANCROFT SSBN 643 ASSOCIATION
ARTICLE ONE - ORGANIZATION
1. The name of this organization shall be THE U.S.S. GEORGE BANCROFT SSBN 643 ASSOCIATION.
2. The organization shall have a seal which shall be in the following form:
3. The organization may at its pleasure by a two thirds (2/3) affirmative vote of the Board of Directors or of the membership in attendance change its name.
ARTICLE TWO - PURPOSES
The following are the purposes for which this organization has been organized:
To operate "exclusively as a Veterans' Organization under Section 501 ( c)(1 9) or corresponding section(s) of any future tax code C 'the Code"), including for such purposes the following: (1) to carry on programs to perpetuate the memory of deceased veterans and members of the armed forces, specifically U.S. Submarine Forces, and to comfort their survivors and to maintain an awareness and camaraderie among the former crewmembers, officers and enlisted, who honorably served the United States of America on board the United States Navy Submarine George Bancroft SSBN 643; (2) to provide social and recreational activities for its members and to plan, schedule and conduct reunions for all living shipmates, spouses, families and friends, including widows~ families and friends of those shipmates no longer living; (3) to conduct programs for religious and educational purposes and to provide an opportunity to renew old acquaintances and pay devotional respects to the memories of deceased shipmates; and (4) to sponsor or participate in activities of a patriotic nature. And, (5) to engage in any lawful activities which are in furtherance of the purposes of the Corporation, but subject to the restrictions set forth in these Bylaws and in the Certificate of Incorporation, including, but not limited to, education of the general public as to the historical role of the U.S. S. George Bancroft SSBN 643, other such submarines and the United States Submarine Force, generally, in the defense of the United States of America.
No Officer, Director, Member or Employee of this corporation may engage in any act which might in any way jeopardize the status of this corporation as an exempt organization under Section 501( c)(19) of the Internal Revenue Code or which is in any way contrary to or inconsistent with such status.
ARTICLE THREE - MEMBERSHIP
I. Any former crewmember, officers and enlisted alike, of the United States Submarine George Bancroft SSBN 643 is eligible to apply for and be accepted as a member of the Association.
II. Dues for membership shall be as established by the Board of Directors and may be increased or decreased by the Board of Directors as the Board may from time to time see fit.
III. Honorary Membership. The widow of any former George Bancroft veteran may be awarded an Honorary Membership. Other Honorary Memberships may be awarded as recommended by the Board of Officers or any other member and with the approval of a majority of the membership present during the vote.
IV. Associate Membership. Any individual who is of good standing and is sponsored by an Association member may apply for Associate membership. Associate membership will be awarded with approval of a majority of the membership present and voting.
V. Associate members and Honorary members shall not have the right to vote in Association business and shall not be eligible to hold elective office within the Association. However, both Associate and Honorary members shall have the right to participate in general membership meetings, be appointed to and serve on committees and exercise their voice during such meetings.
VI. The Board of Directors, upon an affirmative vote of a majority of the Directors present at any regular meeting or any special meeting called for the specific purpose, may expel any member who engages in any form of conduct which is contrary to the Purposes of this Foundation, or which singly or cumulatively causes substantial financial or reputation harm to the Association.
VII. The foregoing provisions notwithstanding, at least 75% of the members shall be past or present members of the U.S. Armed Forces and at least 97.5% of all members shall be past or present members of the U.S. Armed Forces or spouses, widows, or widowers of any of those listed herein.
ARTICLE FOUR - MEETINGS (Amended)
The bi annual meeting of members of this organization shall be held during the Second Quarter of each odd numbered year, the day date, place and time to be set by the Board of Directors. The secretary shall cause to be mailed to every member in good standing at his or her address as it appears in the membership roll book of this organization on the First day of the month immediately preceding the month in which said meeting is to be held, a notice telling the time and place of such annual meeting.
The presence of not less than five percent (5%) of the total number of members in good standing shall constitute a quorum and shall be necessary to conduct the business of this organization; but a lesser number may adjourn the meeting for a period of not more than six (6) weeks from the date scheduled by these by laws and the secretary shall cause a notice of this scheduled meeting to be sent to all members who were not present at the meeting originally called. A quorum as hereinbefore set forth shall be required at any adjourned meeting.
The Commander may call special meetings of this organization when he deems it for the best interest of the organization. Notices of such meeting shall be mailed to all members at their addresses as they appear in the membership roll book at least ten (10) but not more than thirty (30) days before the scheduled date set for such special meeting. Such notice shall state the reasons that such meeting has been called, the business to be transacted at such meeting and by whom called.
At the request of a majority of the members of the whole Board of Directors or twenty percent (20%) of the members of the organization the president (Commander) shall cause a special meeting to be called but such request must be made in writing at least thirty (30) days before the scheduled date.
No other business but that specified in the notice of special meeting may be transacted at such special meeting without unanimous consent of all present at such meeting.
(Amended December 2020) All meetings of the Board of Directors and of the various committees may be held via telephone, e mail, internet "chat room" or in person at the discretion of the Commander or committee chairperson except, however, the biennial meeting of members and the biennial meeting of the Board of Directors both of which shall be held in person and, whenever possible, in conjunction with the biennial Reunion.
All meetings of the Board of Directors and of the various committees may be held via telephone, e-mail, internet "chat room" or in person at the discretion of the Commander or committee chairperson except however, the biennial meeting of members and the biennial meeting of the Board of Directors both of which shall be held in person and, whenever possible, in conjunction with the biennial reunion. If the reunion is canceled due to Inclement weather "Hurricane the week before or impending, public health emergency, public unrest", the Board of Directors will inform the membership as soon as possible as to reason why, and reschedule the event, in this case expecting a reduced turn out the business meeting will be broadcast over the internet to all members at a date and time to be announced.
ARTICLE FIVE - VOTING
At all meetings, except for the election of officers and directors all votes shall be viva voice, except that for election of officers ballots shall be provided and there shall not appear any place on such ballot any mark or marking that might tend to indicate the person who cast such ballot.
At any regular or special meeting if a majority so requires any question may be voted upon in the manner and style provided for election of officers.
At all votes by ballot the chairman of such meeting shall immediately prior
to the commencement of balloting appoint a committee of three (3) who shall
act as "Inspectors of Election" and who shall at the conclusion of
such balloting certify in writing to the chairperson the results and the certified
copy shall be physically affixed in the minutes of that meeting.
No inspector of election shall be a candidate for office or shall be personally interested in the question voted upon.
ARTICLE SIX - ORDER OF BUSINESS
1. Roll Call
2. Pledge of Allegiance and a moment of silence in memory of shipmates on eternal patrol
3. Reading of minutes of the preceding meeting
4. Reports of officers
5. Reports of committees
6. Old and unfinished business
7. New business
8. Good and welfare of the organization
ARTICLE SEVEN - BOARD OF DIRECTORS
The business of this organization shall be managed by a Board of Directors consisting of four (4) members together who shall also constitute the officers of this organization.
The directors shall be chosen at the bi annual meeting of this organization. Directors chosen to serve as the Commander and Vice Commander, respectively, shall each serve for a term of four (4) years. Directors chosen as the Secretary and Treasurer, respectively, shall each serve for a term of two (2) years. The term of the initial Director chosen as the Vice Commander shall be for two (2) years and thus staggered in such a manner as to ensure that at least one of the director officers shall remain in office from one crew reunion through the next, thus giving corporate memory and continuity to the Board.
The Board of Directors shall have the control and management of the affairs of this organization. Such Board of Directors shall only act in the name of the organization when it shall be regularly convened by its chairman after due notice to all directors of such meeting.
A majority of the whole Board of Directors shall constitute a quorum and the meeting of the Board of Directors shall be held at least once during each quarter of the year, either telephonically, electronically or in person, as required.
Each Director shall have one (1) vote and such voting shall not be done by proxy.
The Board of Directors may make such rules and regulations covering its meetings as it may in its discretion determine necessary.
Vacancies in the Board of Directors shall be filled by a vote of the majority of the remaining members of the Board of Directors for the balance of the term or until the next bi annual meeting of the membership.
The Commander of the organization by virtue of the office shall be chairperson of the Board of Directors. The Secretary of the Corporation shall serve as secretary to the Board of Directors unless the Board of Directors designates another person as "secretary of the meeting" for a specific meeting.
A director may be removed when sufficient cause exists for such removal. The Board of Directors may entertain charges against any director. A director may be represented by counsel upon any removal hearing. The Board of Directors shall adopt such rules as it may in its discretion consider necessary for the best interests of the organization, for this hearing.
ARTICLE EIGHT - OFFICERS
The officers of the organization shall be as follows:
Commander: The Commander shall preside at all membership meetings and by virtue of the office be chairperson of the Board of Directors, present at each bi annual meeting of the organization a report of the work of the organization, appoint all committees, temporary or permanent, see that all books, reports and certificates as required by law are properly kept or filed, be one of the officers who may sign checks or drafts of the organization, and have such powers as may be reasonably construed as belonging to the Commander of such an organization. The Commander shall be chosen by the membership concomitant with his election to the Board of Directors from among those members who once actively served on the crew, officer or enlisted, of the U.S.S. George Bancroft SSBN 643. In addition to his other duties, the Commander shall also function as Editor in Chief of the Association Newsletter and be responsible for its content. He shall also prepare and oversee distribution of all reunion announcements and broaden and enhance membership and attendance.
Vice Commander: The Vice Commander shall in the event of the absence or inability of the Commander to exercise his or her office become acting commander of the organization with all the rights, privileges and powers as if he had been duly elected Commander. In addition, the Vice Commander shall advise the Commander of matters of interest to the Association and any matter requiring action by the Board of Directors and carry out additional duties as may be assigned by the Commander. The Vice Commander shall be chosen by the membership concomitant with his election to the Board of Directors from among those members who once actively served on the crew, officer or enlisted, of the U.S. S. George Bancroft SSBN 643.
Secretary: The Secretary shall keep the minutes and records of the organization in appropriate books, file any certificates required by any statute, federal or state, give and serve all notices to members of the organization, be the official custodian of the records and seal of the organization, may be assigned as one of the officers required to sign checks and drafts of the organization, present to the membership at any meetings any communications addressed to the secretary of the organization, submit to the Board of Directors any communications which shall be addressed to the secretary of the organization, attend to all correspondence of the organization, maintain the membership rolls, and exercise all duties incident to the office of secretary. The Secretary shall be chosen by the membership from among their number concomitant with his/her election to the Board of Directors.
Treasurer: The Treasurer shall have the care and custody of all monies belonging to the organization, be solely responsible for such monies or securities of the organization and be one of the officers who shall sign checks or drafts of the organization. No special fund may be set aside that shall make it unnecessary for the Treasurer to sign the checks issued upon it.
The Treasurer shall render at such stated periods as the Board of Directors shall determine a written account of the finances of the organization and such report shall be physically affixed to the minutes of the Board of Directors of such meeting and shall exercise all duties incident to the office of Treasurer. In any event, the Treasurer shall provide a current financial statement to the general membership at each bi annual meeting. The Treasurer shall be chosen by the membership from among their number concomitant with his/her election to the Board of Directors.
No officer or director shall for reason of the office be entitled to receive any salary or compensation. Nothing contained herein shall be interpreted as preventing or proscribing the reimbursement of officers and directors for expenses rightfully authorized and incurred on behalf of the corporation.
ARTICLE NINE - SALARIES and EXPENSES
The Board of Directors shall hire and fix the compensation of any and all employees which they in their discretion may determine to be necessary in the conduct of the business of this organization. However, no officer or member of the Association shall be a salaried employee of the Association.
Expense reimbursement will not be made to any member for personal time, travel, local telephone calls or in the preparation of written correspondence for record keeping. Reimbursements will be paid for actual cost of supplies, stamps and other items of a similar nature required to conduct the business of the Association. Receipts will be required for the Treasurer to make payment for reimbursement of expenses incurred on behalf of the Association. The layouts of personal funds are at the person's own risk unless prior approval is obtained from the Treasurer or the Commander. No asset of the Association may be used to reimburse any member of the Association for travel or other expense in connection with a reunion.
ARTICLE TEN - COMMITTEES
The Commander shall appoint all committees of this organization and which shall serve at his pleasure except as may otherwise be provided herein. Special committees may be appointed and serve as needed. The permanent (standing) committees shall be:
1. The Executive Committee to be made up of the Commander, Vice Commander,
Secretary and Treasurer. This Committee shall also be known as and referred
to as the Board of Officers.
2. Nominating Committee to consist of the Executive Committee and no less than three and no more than five individuals selected from the general membership. Said committee shall be selected no less than four (4) months prior to the commencement of the next bi annual meeting of members.
3. Membership Committee
4. Reunion Committee
5. Special Events Committee
6. Bylaws Committee
ARTICLE ELEVEN - AMENDMENTS
These By Laws may be altered, amended, repealed or added to by an affirmative vote of a majority of the whole Board of Directors or by an affirmative vote of not less than two thirds (2/3) of the members present, qualified and eligible to vote.
ARTICLE TWELVE - SPECIAL OFFICES
The Commander shall, at least bi annually, appoint one or more individuals to fill the following offices:
Ship's Historian: A Ship's Historian shall be appointed by the Commander to compile, categorize and maintain a complete database of the Association's past, present and future events. The Historian will provide selected books of past and present events for viewing during biennial reunions.
Web Page Manager: A Web Page Manager shall be appointed by the Commander to develop and maintain a web page for the Association. The web page should provide information pertaining to the U.S. S. George Bancroft and her crew, links to other submarine related sites and a feedback/communications section, including a database for prospective new members and current member updates.
ARTICLE THIRTEEN - REUNIONS
A reunion will be held biennially in conjunction with the biennial meeting of members and the biennial meeting of the Board of Directors. Reunion locations will be at the discretion of the Board of Officers, taking into account the availability of members in proximity to a given are who are willing to serve on a Reunion Committee.
ARTICLE FOURTEEN - CORPORATE ASSETS
The Corporation shall not permit any part of its net earnings to inure to the benefit of its members, directors, trustees, officers or other private individuals or entities, except that the Corporation may pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth in Article THIRD of the Certificate of Incorporation and ARTICLE TWO of these Bylaws and which are not otherwise inconsistent with these Bylaws.
Upon dissolution of the U.S.S. George Bancroft SSBN 643 Association, and after
all financial obligations are paid, the remaining assets (except historical
materials) will be disbursed as directed by the membership and in a manner which
is not inconsistent with the organization's status as a Veterans' Organization
pursuant to Section 501 (c)(19) of the Internal Revenue Code, as amended. Historical
materials shall be turned over to an organization to be selected by the membership
that will preserve the history and lure of the U.S.S. George Bancroft SSBN 643
and its crew.
Additions to Bylaws (December 2020)
1. Promoting an event such as Reunion and off year picnic on the SSBN643.org website classifies that event as an official event.
2. From here forth all event registrations and money will be collected by the Treasurer, at the official organization address, be it check, money order or electronic banking such as PayPal. At the end of each week he shall forward the forms collected during that week to the Secretary via US Mail or Scan and Email.
3. Recipes for reasonable expenses must be submitted for reimbursement with a note justifying said expense for approval by the Treasurer.
4. Pre event purchase of ship store items shall also be collected by the Treasurer with order forms submitted to the Ships Storekeeper via US Mail or email.
5. The Ships Storekeeper while maintaining the ships store at events shall prepare a list of auction items. The CO/VC will appoint an assistant storekeeper to;
A. Track the Item being auctioned off the master list.
B. Document the winning bid on the item.
C. Collect the money during the auction or sales.
D. Pace the Auctioneer so as to keep up with the action.
6. Raffle items once donated are the responsibility of the storekeeper and his assistant.
A. Funds from the raffles are kept separate from the auction and stores funds.
B. Raffle, Auction and stores funds are to be settled up with the Treasurer or his designated representative prior to departure from the event.
By Laws Committee:
Commander - Carl Buckner
Vice Commander - John Kill
Secretary - Bill Badalucca
Treasurer - Dan Oldham
Attorney - John C. Sigler
Ship's Storekeeper - Tim Shugart
Ship's Historian - Timothy Perry
Member - Jim Angelica
Member - Charlie Cannon
Member - Natale Leo
IF YOU HAVE ANY SUGGESTIONS OR RECOMMENDATIONS FOR CHANGES TO THE BYLAWS ABOVE, PLEASE LET US KNOW BY JANUARY 31
CAN CONTACT THE ASSOCIATION COMMANDER AT HIS EMAIL: email@example.com
WITH YOUR IDEAS.