USS KEARSARGE, CV, CVA, CVS-33, LHD-3 ASSOCIATION INC.
CHARTER & BYLAWS
The Charter and Bylaws established The USS KEARSARGE ASSOCIATION hereinafter referred to as “The Association,” by acclamation of the members attending the by-yearly reunion celebration in San Diego California during September 2014. The USS KEARSARGE, CV, CVA, CVS-33, LHD-3 ASSOCIATION INC. is legally registered as a State of Florida Corporation (Non-Profit) effective January 15, 2015. The document number of this corporation is certified by The Florida Secretary Of State. The Employer Identification Number (EIN) was assigned by The IRS. The EIN does not make The Association "Tax Exempt" but does establish The Association as a Veterans Non-Profit Organization. Both numbers are held by the board members.
ARTICLE I – PURPOSE
The purpose of the Association is to further the continuation of the great fellowship and camaraderie established among the gallant patriotic personnel who served aboard The USS KEARSARGE and to perpetuate the legacy of this great “Man-Of-War” to future generations.
ARTICLE II – MISSION
WE HONOR THOSE WHO SERVED TO FORGE THE HERITAGE OF ALL SHIPS NAMED USS KEARSARGE THROUGHOUT THE GREAT HISTORY OF THE UNITED STATES NAVY. AND, TO PRESERVE THE AMERICAN WAY OF LIFE. WE PAY TRIBUTE TO THOSE WHO GAVE THE SUPREME SACRIFICE.
ARTICLE III – OFFICERS AND BOARD OF DIRECTORS
The officer positions (collectively called The Board of Directors) are established to conduct the business of the Association on behalf of the members and are listed with respective duties and responsibilities following:
Chaplain (Appointed, non-voting)
DUTIES AND RESPONSIBILITIES
Voting: Those officers/directors authorized to vote on Association business matters/issues are ONLY the President, Vice President, Secretary/Treasurer, Immediate Past President and Webmaster/Historian.
President: The President of the Association shall:
1.Have general management authority of the affairs of the Association, subject always to the approval of the Board of Directors and fellow officers. 2.Perform all such other duties incidental to the office, or as may be required on a routine basis. 3.Serve as an ex-officio member of all committees. 4.Appoint all committee’s as necessary to carry out functions of the Association. 5.Represent the Association on all matters with any outside organization. 6.Be an authorized signatory on Association financial accounts. 7.Be a custodian of the Association credit/debit card. 8.Recruit new members whenever possible.
Vice President: The Vice President of the Association shall:
1.In the absence or incapacitation of the President, perform the duties of the Presidency. 2.The Vice President shall assist the President as required, and perform any additional duties that the President may request. 3.Be an authorized signatory on Association Financial Accounts. 4.Be a custodian of the Association credit/debit card. 5.Recruit new members whenever possible.
Secretary/ treasurer: The Secretary/Treasurer of the Association shall:
1.Maintain an up-to-date database of the Association membership, including current dues status. 2.Receive and prepare all correspondence necessary to meet any/all Association requirements AND TO MAINTAIN LEGAL REQUIREMENTS as directed by state/federal authorities. 3.Attend and keep the minutes of all meetings of the Association to include Officer-Board meetings. Provide sufficient copies for business meetings. 4.Act as custodian for all Association funds. a.Keep the books of accounts and financial records of the Association. 5.Receive all funds accruing to the Association and properly deposit them in respective accounts insured by the Federal Deposit Insurance Corporation (FDIC) or the National Credit Union Administration (NCUA) 6.Perform all others duties incidental to the office as may be required by the President or Board of Directors. 7.In the absence or incapacitation of the President and Vice President, assume all duties and responsibility of the President. 8.Draw checks, vouchers, or orders for the payment of obligations or other authorized disbursements. 9.Maintain budget control records. 10.When requested at any meeting of the Association, give a financial report of the income and expenditures since the last report. 11.Be an authorized signatory on all financial accounts and the PRIME custodian of the Association credit/debit card. 12.Recruit new members whenever possible.
Chaplain: The Chaplain of the Association shall:
1.Offer the invocation and/or benediction at any membership meeting of the Association, including the Farewell Banquets. 2.The chaplain’s office is not an elected position/office, but will be appointed by the currently serving/elected President to serve at the pleasure of the President. 3.The Chaplain shall attend all business/association meetings, but is not an authorized voting member. 4.Recruit new members whenever possible.
Webmaster/Historian: The Webmaster/Historian of the Association shall:
1.Setup and maintain www.kearsargeassociation.com website. 2.Maintain and coordinate a copy of the membership list with other officers. a.Collect e-mail addresses and phone numbers. b.Correct mailing list errors and changes. 3.Write, edit, publish, and distribute the KEARSAGA NEWSLETTER on a quarterly basis when possible. a.Collect written stories/articles from members, officers, and other sources. b.Keep track of expenses and submit receipts to Secretary/Treasurer for payment. 4.Keep a file on all collected history of the ship and members. 5.Recruit new members whenever possible. 6.Serve as The Association "Chief" Recruiter /Membership chair by utilizing The website and/or other methods/means that's determined to enhance membership. 7.Be an authorized signatory on all financial accounts and a custodian of The Association credit/debit card.
ARTICLE IV – MEMBERSHIP/VOTING
1. Membership in the Association is open to all who have ever served aboard the USS KEARSARGE whether ship’s company, Air Group/Wing staff, Flag Staff, Navy Band's, embarked Squadron’s and/or Detachments TO INCLUDE ANY/ALL USN/USMC MEMBERS WHO SERVED IN A TAD (Temporary Additional Duty) STATUS . And, keeps their dues paid up on an annual basis. Any member that has lapsed dues for a period of two years shall be dropped from the membership/mailing list. To be reinstated, the full amount of past dues will be required without additional penalty.
2. Associate membership may be granted to any person who is a friend of the USS KEARSARGE Association whose membership request is approved by the general membership.
3. Honorary membership may be conferred upon any person making an exceptional contribution to the Association, Naval Aviation or to widows or survivors of The Association.
4. Associate and Honorary membership eligibility will be determined solely by the Board on a case basis.
5. All paid up members of The Association attending the bi-yearly reunion are eligible to vote on Association business. Associate and Honorary members are not eligible to vote
ARTICLE V – FUNDS/REVENUE
1. The annual dues amount shall be recommended by the Board of Directors and ratified by the membership in attendance at any business meeting of the Association. Annual dues are due and payable on the anniversary of your enrollment date as printed on your membership card and the KEARSAGA mailing label. Honorary membership is complimentary however; Associate memberships require the same dues payments as regular members.
2. All new member applicants will be required to pay the annual dues upon submitting their application for membership in the Association.
3. Revenue from dues collected shall be used solely for Association expenses of conducting the bi-yearly reunion, and if sufficient funds are available as decided by the board, to supplement the meeting registration of its members. Association funds may be expended by any/all officers in the routine/normal execution of their respective duties. Valid/legal documentation and receipts MUST ALWAYS support ALL EXPENDITURES. Necessary expenses of the officers in planning/arranging the by-yearly reunions shall be reimbursed by the treasurer with valid receipts/documentation submitted by the respective officer. NO MORE THAN TWO OFFICERS should be directly involved in this process. They shall be recorded as line items on the Treasurers annual report to the board and to the membership at by-yearly annual reunions. And, to provide for the costs of correspondence of the Association, including the newsletter, web site and other expenses as agreed on and documented by the Board of Directors. NO MEMBER should have to expend personal funds to support the Association in any manner.
4. The President, Vice-President, and Secretary/Treasurer are designated as “authorized custodians” (holders) of the Association credit/Debit cards.
5. The President, Vice-President, and Secretary/Treasurer are also designated as an authorized signatory on financial accounts in addition to the Treasurer.
6. Any/all checks in the amount of One Thousand Five Hundred Dollars (1500.00) or greater will require two (2) AUTHORIZED SIGNATURES. All elected officers and Appointed Committee Chairs are authorized to expend Association funds required to administer/process their respective office/duties. NO OTHERS ARE AUTHORIZED AND MAY NOT OBLIGATE OR EXPEND ASSOCIATION FUNDS FOR ANY REASON. Valid documentation shall be provided to the Secretary/Treasurer for accounting purposes and reimbursement.
7. The Treasurer will affect all administrative requirements in order to implement and comply with this article of the Association By-Laws.
ARTICLE VI – MEMBERSHIP RECRUITING/REUNION PLANNING
1. Membership/Recruitment: The Webmaster shall administer a program to enhance the addition of new members to the Association. Utilize the entire Association as recruiters to ensure nationwide recognition and knowledge of the Association. Devise and implement publicity programs as appropriate to inform potential members. Only through “new blood” will we continue to grow and continue the great legacy of our forerunners.
2. Reunion Coordinator: Reunions are normally held on a by-yearly basis. The serving President and Vice President's are charged with researching, coordinating and organizing reunions. Reunion specific sites are determined by a membership vote in the by-yearly Association business meeting.
3. Events Local Host Coordinator: A member may be appointed by the President who lives in or near the reunion city. His/her duties will be to assist and guide the Events Coordinator in selecting hotels and events based on his/her knowledge of the local area.
4. Reunions shall normally be held on a geographical rotational schedule as follows: Pacific/Mountain time zone (Pacific Coast/Western U.S.), Central Time Zone (Central U.S.), then Eastern Time Zone (Atlantic Coast/Eastern U.S.), Central Time Zone (Central U.S.), and then the rotation starts over in the Pacific/Mountain time zone (Pacific Coast/Western U.S.). Location selections should have a good variety of day trip, entertainment venues, and events available. It also should have a relative ease of access in proximity to major roadways and airports.
5. The Reunion coordinator should be familiar with and experienced in dealing with the hospitality industry. The “local” host coordinator if available may assist and provide “local” information and help administer events for the Association. Some events requirement considerations follow: The services of a professional Reunion Planner should be seriously considered for all reunions. (At NO COST to The Association.)
6. A “full service” facility (hotel) is very strongly recommended. Less than “full service” could place undue hardships on members and increase costs by having to provide additional transportation and other considerations. Cheaper nightly room rates should NOT be the primary determining factor on the site selection. All contracts for hotels and services must be signed by the Events (reunion) Coordinator and the local host or a member of the board of directors. Any contract that has an ATTRITION or PERFORMANCE CLAUSE must be reviewed by a voting board member prior to signing.
7. Find the lowest reasonable cost with HIGH QUALITY accommodations to meet the needs of our membership.
ARTICLE VII – ELECTIONS/TERMS OF OFFICE
1. The Election of Officers will be accomplished on the final day at the by-yearly business meeting. Officers will be elected by a simple majority of the members in good standing in attendance at the meeting. No provisions are made for proxy or absentee voting.
2. All terms of office will be for two (2) years. There are NO term limit provisions. The term of office for the outgoing President, Vice President, Secretary/ Treasurer will end upon completion of the "FAREWELL" banquet.
ARTICLE VIII – RULES OF PROCEDURE/ORDER OF BUSINESS/AMENDMENTS
1. Roberts Rules of Order (loosely interpreted) rules of procedure/order shall govern the conducting/procedure of business. All business meetings shall be conducted in the presence of all voting members who desire to attend. Elected Officers may hold a closed pre-meeting at their discretion in order to set the agenda and/or for business clarification purposes.
2.Order of business: a.Call to Order b.Roll Call of Officers/Directors and others as determined c.Reading of last meeting minutes with action taken as appropriate d.Treasurer’s report. e.Officer/Committee Reports f.Old/Unfinished Business g.New Business h.Any “OBTW” Business (“Oh, By the Way….”) i.Adjournment 3.Amendments:
Proposals for amendments to this Charter & Bylaws will be entertained from members in good standing (current year dues paid) at the business meeting of the by-yearly meeting of the Association. Acceptance of any amendment to the Charter and Bylaws will be by a two-third (2/3) majority vote of those in attendance at the business meeting at which proposed. Administrative/clerical changes/corrections may be made to these by laws with the full concurrence of elected officers.
ARTICLE IX – DISSOLUTION
Upon the event of having to dissolve this Association because of having less than 10 members in good standing, or for other reasons approved by the membership at the business meeting, all assets and property shall be donated to the USS Hornet organization or a Non Profit Navy organization (but the final members of the USS Kearsarge Association may change this) to be determined at the same meeting. In the event, that a business meeting cannot be called then the currently serving officers may make a final decision as to the Association's status and determination for the distribution of the Association’s assets and property.
This Charter & Bylaws (as revised) is in accordance with the desires and approval of those members in attendance at the USS KEARSARGE Association Reunion in May 6, 2016 business meeting of the Association at the Holiday Inn Motel, in San Antonio, Texas.
Calvin V. (C.V.) Lindley, – President
Barry Rittle – Vice President
Bill Hollywood, – Secretary/Treasurer
Dale Maddy, – Webmaster/Historian
THESE AMENDED BYLAWS WERE REVIEWED AND APPROVED BY THE GENERAL MEMBERSHIP OF THE USS KEARSARGE ASSOCIATION ON THIS 6TH DAY OF MAY, 2016 AT THE HOLIDAY INN EXPRESS MOTEL, SAN ANTONIO, TEXAS
Signed, _____________________________________ President Signed, _____________________________________ Vice President Signed, _____________________________________ Secretary/Treasurer
Signed, _____________________________________ Webmaster/Historian