Association of Quartermasters

Chapter By Laws

ARTICLE I

TITLE

Section 1. The name of this organization shall be the Association of Quartermasters, herein after referred to in the constitution and By-Laws as the Association or AQM.

Section 2. These By-Laws shall govern the administration and regulation of the Association.

ARTICLE II

PURPOSE

Section 1. The purpose of the Association is to support Army goals and objectives through the fostering of professionalism. To instill esprit de corps and camaraderie within the Quartermaster Corps, provide worldwide visibility to the corps and recognize excellence within the Quartermaster Corps.

ARTICLE III

MEMBERSHIP

Section 1. Regular membership in the Association is voluntary and is open to all Quartermasters Officers, Warrant Officers, and Enlisted Soldiers in the rank of Private and above (Active and Reserve Components). Department of Defense Civilians of equal rank, Military Retirees and members of other Branches and Armed Services who are interested in the advancement of Quartermaster Corps and Regiment.

Section 2. Auxiliary membership is open to all individuals with an interest in the development and enhancement of the Quartermaster Corps.

Section 3. Honorary membership may be extended to those individuals otherwise ineligible for membership who actively foster the aims of the Association. Candidates for honorary membership status must be approved by the Board of Directors. Honorary members are exempt from yearly dues assessment.

Section 4. Lifetime membership may be granted at the discretion of the Board of Directors or for individuals who pay a one-time fee.

Section 5. Persons eligible for regular and auxiliary membership will be enrolled for one year upon application to the Association and payment of annual dues. To continue membership, annual dues will be payable to each year.

Section 6. Members whose annual dues become more than two month’s arrears shall forfeit all membership privileges. Such privileges may be restored upon payment of annual dues and any arrears due.

ARTICLE IV

BOARD OF DIRECTORS

Section 1. The Board of Directors shall govern the Association, determine its policies, extend recognition to or withdraw it from chapters of the Association, and decide all disputes over the election, eligibility, conduct, expulsion, or reinstatement of any officer or member over any matter which may affect the welfare of the Association.

Section 2. Two-thirds (2/3) of the Board of Directors shall constitute a quorum for transaction of business at any meeting. In the event of military requirements or other circumstances precluding the attendance at any meeting of a member of the Board, a proxy vote may be seated for the particular meeting. Such substitute member of the Board will sit only for the particular meeting for which the absent member of the Board is not present.

Section 3. The Board of Directors, hereafter referred to as the Board, shall consist of:

a. President

b. First Vice President

c. Second Vice President

d. Immediate Past President

e. Executive Director

f. Director

g. Secretary

h. Treasurer

Section 4. The order of seniority for the Board is as follows: President, First Vice President, Second Vice President, Immediate Past President, Executive Director, Director, Secretary, and Treasurer.

ARTICLE V

DUTIES OF THE BOARD OF DIRECTORS

Section 1. It shall be the duty of the Board to:

a. Direct and control the operation of all financial, social, and business affairs of the Association within the scope of the Constitution and By-Laws.

b. Consider for membership all individuals who are eligible under the Constitution and By-Laws and to cause everything necessary and proper to be done to interest eligible individuals in the Association and to effect their membership.

c. Cause an audit of the Association books to be made by a qualified person to be conducted on the following occasions:
(1.) Immediately prior to the annual general membership meeting of the Association.
(2.) Immediately prior to the replacement of any Treasurer currently serving.
(3.) At such time as the Board may deem desirable.
d. Render a report at the annual meeting of the Association which will include the annual statement of audited finances, a brief summary of all Association activities of the year, and recommendations for the future Association activities.
(1.) Replace Board members whose departure does not coincide with annual elections.
Section 2. It shall be the duty of the Association President to:

a. Preside over meetings of the Board and at the annual general membership meeting.

b. Perform such functions as necessary for the efficient conduct of the affairs of this Association.
(1.) In emergency situations direct immediate action in any matter of policy or finance. Report the matter immediately to a quorum of the Board at the earliest opportunity.
Section 3. It shall be the duty of the First Vice President to:

a. Assist the President in the conduct of Association affairs.
(1.) In the absence of the President, perform all duties of the President.
Section 4. It shall be the duties of the Second Vice President to:

a. Assist the President in the discharge of the Association affairs.
(1.) Preside in the absence of the President and First Vice President.
Section 5. It shall be the duty of the Executive Director to:

a. Manage the affairs of the Association through the Executive Working Group.

b. Implement the policies of the Board of Directors.

c. Develop and maintain membership.

d. Preside over the Executive Working Group as chairman.

e. Assure that the minutes of all meetings are recorded in writing, verify the same by signature, and place such minutes in the permanent files of the Association.

f. Recommend Executive Working Group chairman candidates to the Board for appointment.

g. Establish new committees as additions to the Executive Working Group as required.

Section 6. It shall be the duty of the Secretary to:

a. Organize and operate the Association offices.

b. Be responsible for all correspondence, records, and matters of routine administrative.

c. Notify members of the Board and/or Executive Working Group of meetings.

d. Attend and keep the minutes of all meetings.

e. Perform such duties as are incident to the office of the Secretary as may be prescribed by the President/Board/Executive Working Group.

f. Be an active member of the Executive Working Group as well as the Board.

g. In the event the Board of Directors shall authorize clerical help to be employed for assistance in the execution of any duties prescribed herein, then the Secretary shall be responsible for the proper execution of such duties performed by the clerical helper.

h. Ensures properly executed membership applications are processed with the Treasurer.

i. Routes correspondence and important information to the appropriate officers or committees.
(1.) Act as the Treasurer in the absence of the Treasurer.
Section 7. It shall be the duty of the Treasurer to:

a. Receipt, disburse, and safeguard funds belonging to the Association.

b. Maintain necessary accounting records.

c. Prepare and submit annual financial statements. Timely and accurate reports are necessary for use in the submission to the Federal Internal Revenue Service.

d. Arrange for audits of financial records as required by Article V, section 1.

e. Maintain relations with banks and financial institutions with whom the Association conducts business.

f. Advise the President, Board, and Executive Working Group on all financial matters.

g. Prepare budgets.

h. Acquire and account for all Association property.

i. Attend all meetings of the Executive Working Group and Board of Directors.

j. Be responsible for any financial report requested by the Board of Directors or necessary in accordance with the law of the state of Virginia for non-stock corporations.

k. Perform such duties as are incident to the office of the Treasurer or as may be prescribed by the President Board of Directors/Executive Working Group.

l. Process and maintain records of the names and addresses of all Association members.

m. Prepare all mailing address labels needed to effect distribution of all AQM materials sent to the membership.
(1.) Maintain status of all members.
(2.) Update the membership database with renewals and change of address.

ARTICLE VI

EXECUTIVE WORKING GROUP

Section 1. Appointed by the Board of Directors to assist the Board in managing the Association's activities.

Section 2. The Group shall have the Authority to act in the name of the Board to manage and operate the Association's affairs.

Section 3. The chairman of the Group shall be the Executive Director.

Section 4. The Executive Working Group shall consist of:

a. Secretary.

b. Treasurer.

c. Reserve Component Representative.

d. Warrant Officer Representative.

e. Enlisted Soldier Representative.

f. Social Committee Chairman.

g. Membership Committee Chairman.

h. Publication Committee Chairman.

i. Recording Secretary.

Section 5. The designation of additional committees and the delegation thereto of authority shall be at the discretion of a majority vote by the Executive Working Group, but does not relieve the Group or the Board of any responsibilities as fixed by the Association By-Laws.

ARTICLE VII

DUΤΙES OF THE EXECUTIVE WORKING GROUP

Section 1. It shall be the duty of the Executive Working Group to:

a. Approve and direct the Association operation.

b. Develop an Association overall program of scheduled meetings, activities, events, and projects based upon recommendations from committee chairman and the Board of Directors.

c. Analyze proposals and requests.

d. Form, adopt, and act upon recommended policy.

e. Recommend committee for appointment by the Board of Directors.

f. Assigned tasks and provide guidance.

g. Receive reports from committees.

h. Coordinate elements that go into the Association effort.

i. Perform all duties as prescribed by the President/Board of Directors.

Section 2. The duties of the Executive Director, Secretary, and Treasurer are covered in Article V.

Section 3. It shall be the duty of the membership Committee to:

a. Develop drives and campaigns for new members.

b. Develop ways and means to encourage renewals by members.

c. Keep the Executive Working Group informed and recommend policy pertaining to membership.

d. Coordinate with the Secretary and Treasurer in reference to membership administrative details.

e. Mail new member packets to new members.

Section 4. The Publication Committee shall be composed off three subcommittees: Newsletter, Distribution, and Quartermaster Directory. The duties of the various subcommittees and consequently the Publications Committee are as follows:

a. Newsletter.
(1.) Coordinate with other Executive Working Group members to insure all details and publicity are covered in the newsletter for meetings, programmed activities, and other actions which require public notification.

(2.) Arrange for publication of the quarterly newsletter.

(3.) Coordinate all articles for publication from the Executive Working Group Committee members and members at large.

(4.) Obtain for approval, from the President, the final draft newsletter, prior to print.

(5.) Coordinate with the Executive Working Group prior to signing of contracts. Note: The President, Executive Director, Director, or Treasurer are the only members authorized to sign contracts.
b. Distribution.
(1.) Coordinate with the Treasurer to obtain all mailing labels needed for distribution of AQM publications.

(2.) Maintain bulk postage rate license with the U S Post Office.

(3.) Effect distribution through the U S Postal Service or other means as available for AQM Publications.

(4.) Obtain all needed distribution materials such as envelopes, stamps, etc.

(5.) Furnish to the Membership Committee those supplies needed to distribute new member packets.
c. Quartermaster Directory.
(1.) Coordinate with all pertinent agencies to obtain data for the directory.

(2.) Publish a yearly Quartermaster directory prior to 30 May each calendar year.

(3.) Prepare a draft Quartermaster directory and present it to the Executive Working Group for approval prior to publication.

(4.) Obtain bids from reputable printers for publication of the directory and present them to the Executive Working Group for contract awarding.
Section 5. It shall be the duty of the Social Committee to:

a. Arrange special events for Armed Forces Day/Army Birthday, Fourth of July, Veterans Day, to name a few. These are ideal events to tell the Quartermaster Story and publicize and further the AQM aims and objectives under Association sponsorship or in cooperation with other military and civilian societies, organizations, and schools. The committee plans and prepares activities and events to appropriately observe these special days. Normally, subcommittees are formed to handle many of the details, and close coordination is necessary with other committees.

b. Publicize Association functions before and after functions.

c. Arrange for press coverage of newsworthy functions.

d. Prepare information handouts on AQM activities for new members.

e. Maintain liaison with the Army Public Affairs Officer in the Fort Lee area.

f. Submit, through the Secretary to the Publications Committee, material, photographs, and articles covering Association activities for the newsletter.

g. Monitor dissemination of the Association regulations.

h. Coordinate with other organizations, agencies, and individuals with similar interests in the Association.

Section 6. Warrant Officer Representative.

a. Act as advisor to the Executive Working Group pertaining to Warrant Officer members.

b. Obtain Warrant Officer related-materials for publication in the quarterly newsletter.

Section 7. Reserve Officer Representative.

a. Act as advisor to the Executive Working Group pertaining to Reserve Officer members.

b. Obtain Reserve Officer data for publication in the quarterly newsletter.

Section 8. Enlisted Soldier Representative.

a. Act as advisor to the Executive Working Group pertaining to Enlisted members.

b. Obtain Enlisted data for publication in the quarterly newsletter.

Section 9. Recording Secretary.

a. Assist the Secretary in all incumbent duties to include but not limited to recording all minutes of meetings and distribution of new member packets.

ARTICLE VIII

ELECTIONS AND VOTING

Section 1. The Association officers shall be elected or appointed as follows:

a. The President shall be elected by the regular and associate members of the Association, present at the annual general membership meeting.

b. Vice Presidents: The First and Second Vice Presidents shall be elected by the regular and associate members of the Association, present at the annual general membership meeting.

c. Secretary: The Secretary shall be elected by the regular and associate members of the Association, present at the annual general membership meeting.

d. Treasurer: The Treasurer shall be appointed by the President.

e. Executive: The Executive Director shall be appointed by the President.

f. Director: The Director shall be appointed by the President.

g. Immediate Past President: The Immediate Past President shall always be the immediate predecessor of the current President.

h. Executive Working Group: Al1 members of the Executive Working Group with the exception of the Executive Director, Treasurer, and Director ( appointed by the President), Secretary ( elected by the general membership), shall be appointed by the Executive Director.

Section 2. Regular and associate members in good standing may attend and vote at the annual general membership meetings and hold once in the Association.

Section 3. Auxiliary members in good standing may attend the annual general membership meeting, but may not vote or hold office.

Section 4. Honorary members hold the same status as auxiliary members.

ARTICLE IX

FINANCES AND DUES

Section 1. The annual dues shall be determined by the Board of Directors for all classes of membership, with the exception of honorary membership which is free. Dues shall be subject to change without amendment by the Board of Directors.

Section 2. The Association Fund shall consist of all funds derived from dues paid by members and from such other sources as may be approved by the Board of Directors.

Section 3. The acquisition and disposition of the Association property shall be subject to authorization and approval by the Board of Directors.

Section 4. The fiscal year of the Association shall begin January l and end the following December 31.

Section 5. Yearly Audits of all financial records will be made prior to the annual general membership meeting by a disinterested person or agency.

Section 6. Upon assumption or vacating of the Treasurer's position in the Association, the Board of Directors will cause a review, audit, or accounting to be made of the books, records, monies, official transcripts, papers, and contracts of the Association. Such review, audit, or accounting shall be accomplished as soon as feasible and by a disinterested person or agency.

ARTICLE X

ADMINISTRATION

Section 1. The Association shall keep correct and complete books and records of accounts and shall keep minutes of the proceedings of its members, its Board of Directors, and its committees having any authority of the Board of Directors.

Section 2. The Association shall keep a record of the names and addresses of its members at the registered office.

Section 3. All books and records of the Association shall be kept at the registered office of the Association, and no person shall remove any part thereof from the registered office, except as required by law or authorized by the Board of Directors. The officers and employees of the Association shall protect the names, addresses, and telephone numbers of the members, their families, and the chapters of the Association not revealing the same to any person, firm, or corporation, except those authorized to use the same in providing AQM-sponsorship benefits and services.

ARTICLE XI

ΜΕΕΤΙΝGS AND QUORUMS

Section 1. The Executive Working Group shall meet not less than once every calendar quarter to dispose of any business which may be brought before it. The Group may be called at any time at the discretion of the Executive Director.

Section 2. The Board of Directors shall meet not less than semiannually or as often as is necessary to execute the business of the Association or at such times as the President may elect.

Section 3. General membership meetings will be held annually during the month of June unless otherwise changed for whatever reason deemed necessary by the Board of Directors. Notice of the general membership meeting shall be mailed at Least 30 days in advance to each member at his/her last address as shown in AQM records.

Section 4. Special meetings may be held at the discretion of the Board of Directors provided written notice setting forth the specific nature of the business to be conducted has been published to the active membership at least 30 days before the date such special meeting is to be held.

Section 5. Two-thirds (2/3) of the members of the Executive Working Group shall constitute a quorum at a business meeting, provided proper notice has been given to all members, the members who attend an annual or special meeting, either a person or by written proxy shall constitute a quorum for the transaction of all business.

ARTICLE XII

AUTHORITY

Section 1. The power to adopt, alter, amend, or repeal By-Laws shall be exercised by a two-thirds majority of the Board of Directors present and voting. Any such changes must be ratified by the membership at the next annual general membership meeting. Such proposals must be submitted to the Secretary for consolidation and presentation at the general membership meeting. Submission of proposed changes must reach the Secretary no later than 1 April preceding the regularly scheduled meeting.

Section 2. Any alteration, amendment, or repeal of these By-Laws shall not take effect until after adjournment of the meeting's business section at which such action was taken.

Section 3. No officer of the Association has the authority to commit Association funds without prior approval by the Executive Working Group or Board of Directors except in emergency situations as outlined in Article V, Section 2(c). Long or short-term contracts will be presented to the Executive Working Group for approval.

Section 4. Authority is granted to the following individuals to sign long or short-term contracts:

a. President.

b. Executive Director.

c. Director.

d. Treasurer.

ARTICLE XIII

CHAPTERS

Section 1. Procedures governing the addition of chapters to the National Association may be decided by the Board of Directors.

Section 2. Chapters or individual members will not use the name of the Association or its influence directly or indirectly in any political election or activity.

Section 3. In this connection, all members shall abide by the purposes of this Association, its rules and regulations, and shall conduct themselves at all times in such a manner to enhance the membership and reputation of the Association.

Section 4. Being ever mindful of the purpose for which it is organized, the members of the Association of Quartermasters agree to join their efforts and strength to work together for the well-being of the individual and the corps.

ARTICLE XIV

INVESTIGATIONS

Section 1. The Board of Directors shall be empowered to appoint a committee to conduct an investigation in sufficient detail to determine whether in fact charges brought against any officers, director, and/or employee were in fact true or untrue. If, after sufficient evaluation of the facts, it is determined that the accusations/charges are valid, recommendations of disciplinary nature may be submitted to the full Board of Directors for action as deemed appropriate at their next regularly scheduled meeting. In the interim, the Executive Working Groups, by majority vote, will be empowered to suspend the membership of the officer, director, or employee until such time as a full Board of Directors pass judgment.

ARTICLE XV

AMENDMENTS

Section 1. The By-Laws of the Association may be amended upon written approval of a quorum of the Board of Directors, provided that notice of the proposed amendment with a copy of the text of the amendment be given to each member of the Board of Directors at least 6 months prior to voting on the amendment. Any such changes must be ratified by the membership at the next annual general membership meeting.

ARTICLE XVI

ΤΑΧΕS

Section 1. The Association is under an exempt taxation as covered in Section 501(c) (6) of the Internal Revenue Code of 1954, as amended under (Tax Identification Number 521224604)

ARTICLE XVII

INSURANCE COVERAGE

Section 1. If at any time the Association sponsors an activity or function that exposes the public to possible risk, insurance will be acquired.

ARTICLE XVIII

DISSOLUTION

Section 1. In case of dissolution of the organization, whatever funds are contained in the treasury at the time will be used to satisfy any outstanding debts, liabilities, or obligations. Upon the dissolution of the Association, residual balance of these assets shall be donated to the United States Army Quartermaster Museum at Fort Lee, Virginia, or any other organization which supports the purpose of the Association as prescribed in Article Ι. All bound volumes and books upon dissolution becomes the property of the Quartermaster Museum. Any other assets of the Association not converted to cash upon dissolution shall be sold to the highest bidder at a public sale, and the proceeds of this sale after expenses, will be donated to the Quartermaster Museum, or any other organization which supports the purpose of the Association as prescribed in Article I. All recipients of such remaining assets shall be organizations qualifying for exemption from taxation under one or more of the definitions contained in Section 501 (c) (6) of the Internal Revenue Code 1954, as amended.

APPROVED BY MAJORITY VOTE ON

_____________

(DATE)

________________________                                                                         __________________________

PRESIDENT                                                                                                SΕCREΤΑRΥ

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