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FLIGHT LINE

NEW BY-LAWS

Date:  26 MAR 2003

The Board of Directors of McCampbell's Aces Squadron was called to order by president Reynolds Beckwith at 1530 on 25 Mar 2003. The meeting was held at the home of RADM Snead. This was a follow-up to the meeting held on 21 MAR at the home of Ron Kennedy. Those present at both meetings were president Reynolds Beckwith, vice-president Ron Kennedy, Chairman "Swoose" Snead, vice-chairman Joel Jacobs and secretary Dianne Gosselin, a quorum.

On 21 MAR, Chairman Snead was asked and he agreed to stay in his position for the following year.

The following By-Laws that were discussed at the meeting of 21 MAR were reviewed on 25 MAR. They were:

     Article I:  The address of the organization will remain the same for continuity.

     Article II:  Discussion commenced and Joel Jacobs explained our position with the IRS and the State of Florida as a charitable organization.

     Article III:  Nominations and nominating committee were discussed.  It was pointed out that it is very difficult to find members willing to serve as Officers of the Board of Directors.

     Article IV:  Elected and appointed positions were discussed.  The term of office of Chairman "Swoose" Snead was out of sequence with the election of officers now nominated for a vote of the squadron members.  Term of office for the secretary began in January.  Proposals One and Two were recommended by the Board for these two positions to be adjusted and extended to coincide with the election year.  Immediate past president will remain on the Board as a voting member.  Vice-Chairman would be a separate position, now to be elected by the Board. A call for a vote was made and passed, on the basis that if the members adopted this provision that Joel Jacobs be elected to it as if the vote was held at the time the new by-laws were ratified by the members.  It was mentioned that  at this time there is no Women's Auxillary, and Ron Kennedy foresaw no need for one.

     Article IX:  Attention was given to the subject of dues.  Many members have requested a clarification of dues classifications.  These were thoroughly considered, especially Family Membership, Distant members and an Honorary or Emeritus status.  Changes were made, to a Life Member, Distant, and Emeritus status, with clarifications made to Plank Owner and Regular Member, all to be cited in Proposal Three. 

     Proposal Four was recommended by the Board to approve the amended By-Laws which will more easily explain the Board of Director's role and the future of organizaion and plans of McCampbell's Aces Squadron.

     All Squadron By-Laws, as changed, were agreed upon by all Board members present at the meeting of 25 MAR.

Voting proceedure was then discussed.  Instructions would be given for voting, both for the four Proposals and the slate of Officers.  Everyone will be encouraged to vote.  Joel Jacobs was to finalize the by-laws as approved and Ron Kennedy was to do the by-laws ballot.  Reynolds Beckwith furnished the dues rates at the meeting.

The question of attendance at the planned party/Bar-B-Q arose because of poor response thus far.  It will be a party with no speaker and no raffle, just great ambiance, good food, dancing and music, and terrific camaraderie. 

The 25 MAR meeting was adjourned at 1730.

                                                            On behalf of the Board of Directors,

                                                            Dianne Gosselin,
                                                            Secretary
 
AMENDED BY-LAWS,  6 APR 2003


McCampbell's Aces Squadron, Inc.
Squadron. # 62, Association of Naval Aviation

BY LAWS

Amended April 6, 2003
Amended November 6,7, 2001 
 
Changes to November 6,7, 2003 By-Laws in bold underline.
The page numbers relate to that viewed on a printed version

ARTICLE I: SQUADRON OFFICE:

Shall be designated by the Board of Directors, and for the purpose of these By Laws, shall be 1320 Tidal Pointe Blvd., Jupiter, FL 33477. The Board of Directors is empowered to change the address of the squadron office at their discretion, at any time.
 
ARTICLE II: MISSION:

McCampbell's Aces Squadron, Inc. (MCAS), a member squadron of the Association of Naval Aviation, is organized EXCLUSIVELY to advance education and public awareness by assisting in the exchange of information between its members and the civilian community in regard to the history and activities of Naval Aviation and its importance to National Security within the meaning of Section 501 (C) 3 of the Internal Revenue Code. Furthermore, it shall periodically contribute those funds in excess of its reasonable operating needs to worthwhile charities and other causes with a Naval Aviation affiliation. 

In order to preserve an ever shrinking base of WW II and Korean Veterans, a primary objective shall be to collect, catalog, preserve and distribute Naval Aviation history and lore in the form of written and oral histories of Naval Aviators from its local area. This information shall be used, but not be limited to, group presentations, young people's career counseling, civilian education, and recruitment efforts.

The squadron shall not engage in any activity which is not in furtherance of its mission and in complete compliance with the requirements of Section 501(C)(3) of the Internal Revenue Code of 1954, as amended, and regulations issued thereunder, and shall operate as a not-for-profit organization. Also see ARTICLE XII, and XV of these BY-LAWS.

ARTICLE III: MEETINGS, ELECTIONS, and TERM OF OFFICE:

May be held in person or by exchange of email at the discretion of the board of directors which shall set the RULES of ELECTION and ALL MEETINGS. All motions shall be carried by the majority of those voting, except in the case of an amendment to the By Laws, which shall require a vote of 66 2/3 percent of those voting. The "Tour of Office" for elected officials shall be two years and a maximum of three. In the event of an opening in any ELECTED office, the board may appoint the officer until the next election. Appointed officers serve at the will of the board. In the event of an opening in an APPOINTED office, the board may appoint someone to fill the office until the next election.

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A. RE-ELECTION OF OFFICERS: There shall be no prohibition against an officer serving additional terms in office if it is the will of the membership. However, it is always wise to have new people serve, and a change in administration should always be encouraged.

B. NOMINATING COMMITTEE: The president, under the direction of the board, shall appoint a nominating committee for the purpose of nominating members to fill the offices of the squadron, and this committee shall meet as necessary in person or by an exchange of email. It shall be empowered to act only for the purpose of recommencing suitable candidates to the board for their approval, and remain in force only until the conclusion of its task unless otherwise directed.

ARTICLE IV: ORGANIZATION

A. The minimum membership of this squadron shall be twenty (20) members. EACH MEMBER OF THE SQUADRON MUST BE A MEMBER OF THE NATIONAL ANA. A QUORUM shall constitute 20 percent of the members eligible to vote.

B. The squadron will have the following officers, each elected or appointed by the squadron's membership or president. The senior titles shall conform with both accepted corporate practices as well as Naval tradition, and either title of a position herein may be used interchangeably.

Section B.1: Officers

B.1.1 Elected positions:

Chairman and Commodore

President and Commanding Officer

Vice Chairman and Vice Commodore shall be elected by the board of directors
 
Vice President and Executive Officer

Secretary

Treasurer

Immediate Past President following his term as president,  shall remain on the board of directors, but not serve as an officer, following his or her presidency until such time as a new president is elected.
 
B.1.2 Appointed Officers or Committee Chairmen:

Membership

Activities

 
Meetings                                                    
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Annual GALA
 
Women's Auxiliary
 
The President, with the approval of the board, may prescribe that two or more of the above functions be performed by one individual, or he may split jobs into two or more functions as is deemed appropriate.

C. Upon the formation of the squadron, a list of members and the elected/appointed officers shall be submitted to ANA headquarters within (90) days of the election, and likewise at each new election or appointment of officers.

D. The squadron president shall maintain liaison with ANA headquarters staff and his/her counterpart in other ANA squadrons on routine business matters and for the exchange of information.

E. These by-Laws will be consistent with the National ANA by-Laws and shall be submitted to the ANA headquarters upon acceptance by the membership and following any changes thereto.

F. Local annual dues will be assessed as deemed necessary by the squadron board upon approval by a majority of the membership casting their votes.  To be deleted. See Article IX (A) 1 DUES
 
G. Any local ANA member in good standing may affiliate with any other squadron, but shall forgo any voting rights or privileges with this squadron, but will always be welcome at squadron events.

Section C.1. Power & Responsibility of Officers

A. Chairman. The Chairman shall be the SOP (senior Naval Flag officer present) in the squadron as a regular member. He shall perform whatever duties that he and the president agree upon, but his primary role shall be that of an advisor , counselor and liaison with other ANA squadrons and members of his stature. He may act in behalf of the president and preside over formal meetings as they both agree. In the event that no one agrees to serve in this capacity , there shall be no need to fill this position, and it shall remain dormant until a candidate is elected to this office.

A.1 Vice Chairman. The vice chairman shall be elected by the board of directors of the squadron. He shall serve in an advisory capacity to the newly elected president in order to provide continuity in policies, programs, and other matters underway. He shall sit on the board of directors, but shall NOT have a vote. He may act in behalf of the president or chairman and preside over formal meetings as they all shall agree amongst themselves.

B. President. The president shall exercise the powers and perform the duties assigned by the by-Laws and shall be the chief executive officer of the squadron, charged with the general management of its day-to-day operations subject to the approval of the board. The president shall have full power to enforce the provisions of the by-Laws and pursue the objectives of the National ANA. He shall see that Robert's Rules of Order are followed.                 
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The president shall preside at the meetings, if meetings are held, and shall be chairman of the squadron board of directors, but he may share this responsibility with the squadron chairman or vice-chairman, as they agree. The president shall appoint all necessary committees and shall perform such other dutiescustomarily incident to the office. The president shall use all proper means to promote the morale and to preserve the sustained interest of all in the squadron.

The president, or delegate, is to actively participate in other maritime aviation functions and activities.

C. Vice President. The vice president shall perform such duties as may be assigned by the president or by the squadron board. The vice president shall discharge the duties of the president whenever, in the discretion of the squadron board, the disability or absence of the president makes such service advisable. The vice president shall assign squadron members, with the approval of the president, to specific tasks in the squadron. The vice president shall, in effect, perform all such duties as would be associated with squadron programs, parties, trips, visits from outsiders, etc.

D. Secretary. The secretary shall keep a record of the proceedings of all meetings of the squadron as considered appropriate by the squadron board..The secretary shall notify the officers and all members of committees of their election or appointment, and shall issue notices of all special meetings. The secretary shall perform such other duties as may be assigned by the president. The secretary shall keep track of all noteworthy events and activities of the squadron and prepare and maintain an up-to-date History of the squadron.

E. Treasurer. The treasurer shall collect and disburse all funds of the squadron and be the custodian of such funds. The treasurer shall keep regular accounts in books belonging to the squadron, which shall be open to the inspection of any member of the squadron board. The treasurer shall make annual reports upon the condition of the treasury and at such other times as shall be requested by the squadron board or by the president. The treasurer shall perform such other duties as may be assigned by the president.

F. Membership chair. The membership chair shall be responsible to the president for membership recruiting and retention. Each squadron member shall be encouraged to assist in this function.

G. Activities chair is responsible to the president, will act as advisor on squadron activities, including luncheons, and speakers travel to other squadrons and other worthwhile activities.

H. Annual Gala chair or co-chairs: are responsible to the president for the planning and execution of the squadron's party.

I. Additional officers. Additional officers may be designated by the president, with the approval of the board of directors, as deemed necessary to meet the needs of this squadron.

ARTICLE V: SQUADRON BOARD OF DIRECTORS

A. The squadron board shall be comprised of the squadron officers elected by the membership. It shall be the principal governing body of the squadron, and is to meet at least once each 
                                                                    
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quarter. At the call of the president or any board member, squadron board meetings will be held upon reasonable notice, and at the discretion of its board members may be done by email exchanges between them. The Immediate Past President shall be a voting member of the board, but shall not serve as a squadron officer.

B. In addition to such powers as are specifically conferred upon the squadron board by these by-Laws, the board shall be responsible for the general management of the affairs of the squadron and may make such rules and regulations as it deems advisable. The secretary, along with maintaining minutes of the board proceedings, shall provide a written report of its activities, available to the membership.

C. The board shall meet each year-end, or at other times as necessary, to select one or more worthwhile charities or charity, of their choosing. To these would be donated any excess funds beyond the reasonable needs of the squadron.

ARTICLE VI: Delegates to the National Convention

The number of delegates to the ANA national convention shall be the number assigned by the squadron board and the squadron delegation shall be led by the president.

ARTICLE VII. Committees

The squadron board will establish the standing committees it deems necessary for the proper conduct of the squadron functions. The duties of each committee shall be presented in writing by the president.

ARTICLE VIII: Amendments to these By-Laws

Squadron By-Laws may be amended by the squadron by the vote of two thirds majority of the members casting votes, provided that the notice of the proposed amendment shall have been given by the secretary to such members at least ten days before the meeting.

ARTICLE IX: Classes of Membership

PLANK OWNERS: All persons who are fully paid members of the National Association on 19 SEP 2001 shall be deemed to be founders of ANA Squadron No. 62, McCampbell's Aces and hold the additional title of "Plank Owner". To be considered a "Regular Member" they must pay the dues for that class or which ever other class they select to belong, and their choice of National dues.

A. REGULAR: All persons joining the squadron after 19 SEPT 2001 shall be regular members upon the payment of National and Local dues. Regular Members may vote at all squadron elections and meetings and hold a squadron office. They may attend all squadron functions with guests, may purchase and wear appropriate squadron attire, and receive all squadron publications. WIVES: shall have the same status as their husbands except the right to vote, unless voting in behalf of their spouse, and holding a valid proxy to that affect. (Last sentence, formerly "D".)
 
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B. DISTANT: Members living 100 miles away from the squadron office may elect to be "Distant" members upon the payment of National and Local dues for this class. Distant members shall be considered interested in the affairs of the squadron. They may transfer to Regular or Life Member status at any time upon the payment of the appropriate dues. They are invited to attend all squadron events, may purchase and wear appropriate squadron attire, and receive all squadron publications.

C. LIFE MEMBERS: shall be a membership issued in the name of, and for the lifetime of an individual. Squadron Life members need not be a Life member of the national association, but must pay National dues, as well as paying the one time local dues of this class. They shall be considered "Regular Members", and shall  be entitled to all the rights and privileges of that class of membership, including the right to vote and hold a squadron office.

D. ACTIVE DUTY; Squadron members recalled to active duty from a reserve status for a minimum of six months, may elect to be classed on "Active Duty",and pay no dues while in this class. They must transfer to Regular or Life Member status at the time they are released from active duty or become regular active members of their service. They are invited to attend all squadron events, may purchase and wear appropriate squadron attire, and receive all squadron publications.

E. FAMILY MEMBERSHIP: A couple may apply for "Family Membership" by paying twice the dues of the class of membership they select in the "Regular" or "Life" categories, and shall then receive all the rights and privileges of that class which includes the right for each to vote and hold a squadron office. They must also pay National dues.

F. EMERITUS STATUS: Squadron Members reaching 85 years of age may apply to the board of directors for Emeritus Status. Emeritus Members are invited to attend all squadron events, may purchase and wear appropriate squadron attire, and receive all squadron publications, may vote, but may not hold a squadron office. Emeritus members are not required to pay local dues.

ARTICLE IX (A): Classes of Membership DUES

1. DUES: Annual Local Dues will be assessed as deemed necessary by the squadron board upon approval by a majority of the membership casting their votes at an annual or other general membership meeting. They will be billed in January of each year. New members who join after November 1, shall be credited with dues paid through December 31 of the following year.

2. FAILURE TO PAY DUES: A membership may be terminated, by action of the board of directors, for failure to pay the required dues within sixty (60) days of the due date. Unless seriously ill, dues not paid within 90 days of the due date shall result in automatic loss of membership.

A. REGULAR: Currently $15.00 annually
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B. DISTANT: 50% of Regular Dues

 
C. LIFE MEMBERS:     Age        Amount                                               
                                           -60 -           $285                                              
                                         61 - 64           200                                             
                                         65 - 69           150                                             
                                         70 - 79           100                                                 
                                            80 +              60

D. ACTIVE DUTY: Waived

E. FAMILY MEMBERSHIP: Two times Regular dues
 
F. EMERITUS STATUS: No dues required.
 
ARTICLE X: FLIGHT LINE

Is the squadrons newsletter that is available on the web site at http:boatcoach.tripod.com. It is used to inform members of news of general interest, act as a clearing house of current NAVAIR information, and as a source of generating reader interest in the Navy, and the Association of Naval Aviation.

The president shall have the responsibility of supervising the content and publication of FLIGHT LINE which he may delegate to others as appropriate.

ARTICLE XI: AWARDS

The Board of Directors recognizes the contribution of its members to the squadron, by issuing awards for outstanding service to it, it's members or the Naval Aviation Community. To date the following awards have been authorized:

A. Squadron Support Award. An Annual award to the person or persons who contributed the most in the preceding year. First given in JAN 2000 and 2001 to Ron and Dorie Kennedy for hosting the Annual Gala. To Swoose Snead in 2002, To Dorie Kennedy and Julie Jacobs in 2003.

B. Squadron Name Award. presented to John Magnon for submitting the squadron name,JAN 2001.

C. Mystery Plane Award. A Quarterly Award, First given to RADM Bill Moffit, and CAPT Hank Gorman, JAN 2001, John Magnon in 2002 and Grand Champion Award to Buck Buchanan in 2002. None awarded in 2003.

D. FLIGHT LINE Article award for best member submission

E. FLIGHT LINE Article Award for best non-member submission

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F. MEMBERSHIP RECRUITMENT AWARD to the member who signs up the most newbies  in the squadron's fiscal year. First presented to Joel Jacobs, JAN 2001, and in 2002.

G. OTHER APPROPRIATE AWARDS: may be given to acknowledge outstanding contribution to the squadron by its members.

ARTICLE XII: REVENUE SOURCES, RE-SALE ITEMS, and
SOLICITATION OF DONATIONS

A. Donations: The Board of Directors is authorized to solicit contributions to fund the squadron's operations and make constitutions to other exempt organizations from members, companies, and other potential sources. The treasurer shall be the receiver of funds and shallestablish a separate account to collect and disburse them using generally accepted accounting principals and standards.
 
Also see ARTICLE XV.

B. Re-Sale Items: The Board of Directors is authorized to purchase items of interest to squadron members, serving Naval Officers, interested persons, and the general public. Items such as polo shirts, squadron patches, special souvenirs, all to be marked or embroidered with a McCampbell's Aces identification mark, are to be used to raise funds for the squadron's treasury.

C. GALA: The board of directors at its discretion may approve the inviting guests of its members, to the squadron's annual GALA for a fee. For example, each member may be authorized to invite one couple at a cost of $20.00 each, or $40.00 total , or such as other amount as may be deemed appropriate by them under the then existing circumstances.

D: ACCOUNTING: The treasurer shall establish a separate account to collect and disburse funds from these activities using generally accepted accounting principals and standards.

E. FISCAL YEAR: The squadron's fiscal year shall be the calendar year, beginning 1 JAN and ending on 31 DEC.

ARTICLE XIII: WOMEN'S AUXILIARY

The Board of Directors is authorized, when deemed appropriate, to establish a Women's Auxiliary to foster the mission, goals and objectives, and to otherwise assist in squadron activities.

ARTICLE XIV: DISSOLUTION

The duration of the squadron shall be perpetual or until dissolved in accordance with law. In the event the squadron becomes inactive, ceases operations, and the board of directors decides to dissolve the corporation, assets shall be distributed for one or more exempt purposes within the meaning of section 501(c)(3) of the Internal Revenue Code, or the

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corresponding section of any future federal tax code, or shall be distributed to the federal
government, or to a state or local government, for a public purpose. Any such assets not so disposed of shall be disposed of by a Court of Competent Jurisdiction of the county in which the principal office of the corporation is then located, exclusively for such purposes or to such organization or organizations, as said Court shall determine, which are organized and operated exclusively for such purposes.

One of the recipients of these funds may be the National Aviation Foundation, Alexandria, VA, if its status qualifies within the meaning of a tax exempt organization under Section 501(C) 3. If not, a suitable charitable organization shall be designated the beneficiary. The donation shall be made in the name of all squadron members, past and present.

ARTICLE XV: TAX EXEMPT STATUS

1. The board of directors, using their best judgment, is hereby authorized to take whatever action is necessary to obtain "TAX EXEMPT" status under whatever sub-section of Section 501 of the Internal Revenue code, that is most desirable in the circumstance so long as the squadron is qualified as TAX EXEMPT.

Consequently, the board of directors is authorized to add, modify, amend or delete any article in the preceding By-LAWS which is inconsistent with this objective in order to comply with the rules and regulations governing the conduct of the affairs of the Tax Exempt Corporation which receives tax deductible contributions under Section 501 (C) 3.

2. Therefore, no part of the net earnings of the corporation shall inure to the benefit of, or be distributable to its members, trustees, officers, or other private persons, except that the corporation shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth in Article II hereof. No substantial part of the activities of the corporation shall be the carrying on of propaganda, or otherwise attempting to influence legislation, and the corporation shall not participate in, or intervene in (including the publishing or distribution of statements) any political campaign on behalf of or in opposition to any candidate for public office. Notwithstanding any other provision of these articles, the corporation shall not carry on any other activities not permitted to be carried on (a) by a corporation exempt from federal income tax under section 501(c)(3) of the Internal Revenue Code, or the corresponding section of any future federal tax code, or (b) by a corporation, contributions to which are deductible under section 170(c)(2) of the Internal Revenue Code, or the corresponding section of any future federal tax code.

3. Furthermore, the board is authorized to file ARTICLES OF INCORPORATION with the State of its choosing consistent with these BY-LAWS.

4. IT SHALL BE THE OVERALL PURPOSE OF THIS SQUADRON TO CONTRIBUTE THOSE FUNDS IN EXCESS OF ITS REASONABLE OPERATING NEEDS, AND THOSE

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NEEDED FOR FUTURE GROWTH AND DEVELOPMENT, TO WORTHWHILE CHARITIES, NEEDY VETERANS and INDIVIDUALS, AND OTHER EXEMPT ORGANIZATIONS WITH A NAVAL AVIATION AFFILIATION one of which may be the Naval Aviation Foundation, Alexandria, VA.

/END
 

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