BYLAWS OF THE MARINE CORPS ENGINEER ASSOCIATION
17 December, 2016
ARTICLE I – OBJECTIVES
Section 1. General. The objectives of the Marine Corps Engineer Association (the “Association”) are as follows:
To promote professionalism and fraternalism for active and former members of the Marine Corps and US Armed Forces who served with the Marine Corps in the fields of combat engineering, engineer equipment, utilities, bridging, bulk fuel, topographic and construction surveying and drafting, explosive ordnance disposal (EOD), shore party, Civil Engineering, facilities management, and facilities maintenance. To renew and perpetuate fellowship of all U. S. Marines, Navy, Army and Air Force personnel or military engineers from allied nations who served with or were attached to USMC engineer organizations; To locate and preserve the memory of those who served; To promote preservation of a historical account of USMC engineering and contributions of USMC engineers during combat operations; and, to foster solidarity of the U.S. Marine Corps engineering community.
Section 2. Non-Profit. None of the aforementioned objectives shall be construed to authorize the Association to conduct activities for monetary profit or financial gain or to attempt to influence legislation. This organization exists exclusively for fraternal, charitable, educational, and scientific purposes.
Section 3. In conjunction with Headquarters, U.S. Marine Corps and the Department of the Navy, conduct an annual Awards banquet to recognize and honor outstanding leadership and achievements of individual Marines within the MOS fields embraced by this association as well as honor outstanding achievements of U.S. Marine Corps organizations and U.S. Navy Civil Engineer Corps organizations.
ARTICLE II – MEMBERSHIP
Section 1. Criteria. Membership shall be open to all active duty, reserve, retired and honorably discharged U. S. Armed Forces personnel, next-of-kin and direct ancestors/descendants of such personnel and others who desire to support the objectives of the Association. The Association does not discriminate on the basis of race, color, gender, or national origin. Membership in the Association does not confer on members the privilege of using Base Facilities.
Section 2. Membership Categories
- Regular Members: a. All active duty, reserve, retired and honorably discharged U. S. Armed Forces personnel who served in support of Marine Air Ground Task Forces or with U. S. Marine Corps engineers. Dues are required to be considered Regular member in good standing; b. All other active duty, reserve, retired and honorably discharged U. S. Armed Forces personnel who support the objectives of the Association. Dues are required to be considered a Regular member in good standing.
- Associate Member: The Association shall provide for associate members: a. An Associate membership shall be granted to the spouse/partner/Next of Kin of any living Regular member. Dues are required to be considered an Associate member in good standing; b. An Associate Membership shall be awarded to the spouse/partner/Next of Kin of a deceased MCEA member who was in good standing at the time of their death. They will be exempt from paying dues and be listed on the roster as Warrior Angel.
- Affiliate Member: The Association shall provide for affiliate members: a. An Affiliate Membership shall be granted to any active duty, reserve, retired and honorably discharged foreign military personnel who served in support of Marine Air Ground Task Forces or with U. S. Marine Corps engineers. Dues are required to be considered an Affiliate member in good standing; b. An Affiliate Membership shall be granted to any civilian person who desires to support the efforts of the Marine Corps Engineer Association. Dues are required to be considered an Affiliate member in good standing; c. An Affiliate (Corporate) Membership may be granted to a legally established company or corporation, who by their efforts or products contribute to the mission of U. S. Marine Corps engineers or support military forces or veterans groups. Annual dues are required to be considered an Affiliate (Corporate) member in good standing.
- By IRS requirement, 75% of MCEA members must be veterans of the U.S. Armed Forces (defined here as Regular Members) and 97.5% must be U. S. Armed Forces veterans, their spouses, or persons who are ancestors or descendants of veterans (Defined here as Regular Members and Associate Members). Given that, no more than 2.5% of our membership may be Affiliate members.
Section 3. Dues. Annual dues will be assessed to members based on the financial necessity to cover administration costs of the Association and may be adjusted annually to reflect the cost of inflation and Association needs by the Executive Committee when necessary.
- Membership dues are essentially annual, but the Association may offer multiple year dues at a reduced rate.
- The Association may, from time to time, offer discounted annual dues to active duty and active reserve personnel as well as family groups.
- The Association offers Lifetime dues in three forms: a. A single payment at any age at a rate established by the Executive Committee; b. Sufficient annual or multi-year payments to keep a member dues current into the year of their 80th birthday; or c. Turning 80 years of age in good standing ; d. Life members and Warrior Angels are considered in good standing for the duration of their life.
- Affiliate (Corporate) member dues are only available on an annual basis at a rate set by the Executive Committee.
- Current Dues rates are published in Appendix A of these Bylaws.
Section 4. Termination of Membership.
- Members may terminate their membership or may be terminated involuntarily. A member may resign by written notification or failure to pay dues. Reinstatement may be accomplished by submitting a new application and payment of dues.
- Members who pay their current year annual dues by 28 February will remain in good standing. Failure to pay annual dues by 28 February will automatically suspend membership until dues are paid. Renewal reminders will be provided for one year to members who are in arrears in dues payments.
- A member may be expelled by two thirds vote of the Executive Committee for conduct prejudicial to the aims or repute of the Association or the U.S. Marine Corps, after notice and opportunity for a hearing are afforded the member complained against.
ARTICLE III – MEETINGS
Section 1. Annual Business Meeting. A business meeting will be conducted during the annual MCEA Reunion. All dues current members shall be eligible to vote on any matter. Other meetings may be called by the president or by a written petition of two-thirds of the members. To conduct business, a quorum of five members must be present. Simple majority of those current members present will constitute acceptance of routine business matters. Meetings will be conducted in accordance with Roberts Rules of Order. Bylaw changes will be accomplished in accordance with Article VI-Amendments.
Section 2. Committees. Committees shall be appointed by the President from time to time, and may be appointed for any reason deemed necessary to conduct Association business.
ARTICLE IV – CHAPTERS/LOCAL GROUPS
Section 1. Chapters of the Marine Corps Engineer Association may be organized by members in good standing of the Marine Corps Engineer Association: a. All active Chapter members must meet the membership criteria established in Article II and be members in good standing of the Marine Corps Engineer Association; b. A Charter will be issued by the Marine Corps Engineer Association when a chapter has been organized, has adopted Bylaws of the MCEA; and such Bylaws have been presented to the Executive Committee of the Marine Corps Engineer Association along with: (1) a roster of Active Members of the Chapter or Group; (2) the names of the elected officers; (3) an approved petition to the Executive Committee of the Marine Corps Engineer Association requesting a Charter. c. The official name of the Chapter will consist of the word “Chapter” preceded by the name of the chapter followed by the words “Marine Corps Engineer Association.” d. Chapters will be chartered by the Marine Corps Engineer Association when the conditions of section 1 b (above) have been met. Chapters may not function as a part of the Marine Corps Engineer Association without a Charter. e. When Chapters have been chartered by the Marine Corps Engineer Association, application may be made for a Charter from State or Multi-States in which the Chapter has been formed with regards to state laws regarding incorporation and tax-free status of non-profit organizations.
ARTICLE V – OFFICERS/EXECUTIVE COMMITTEE
Section 1. Executive Committee. The Executive Committee shall consist of the President, Vice President, 2nd Vice President, Secretary, Treasurer, Chaplain, Historian, and permanent Associate Directors. The President, with the concurrence of a majority of the officers comprising the Executive Committee as designated in these bylaws, may appoint other members holding leadership positions to join in EC proceedings with both voice and vote. Such Appointments may be terminated by the individual’s request or by the President with concurrence of a majority of the officers comprising the EC. The Executive Committee shall be responsible for the general management of the Association’s business, and will govern the Association between meetings. The MCEA Executive Committee members will maintain turnover folders. These turnover folders should be made available to their replacements once new officers are elected. In the event an office is vacant, the turnover folder will be provided to the Executive Director/President.
Section 2. Election, Term of Office and Replacement. The Officers of the Association shall be elected by the dues current membership for a term of two years. Any vacancy in any office caused by any reason whatsoever may be filled by temporary appointment by the President, with the concurrence of the other Officers (in writing) until the next annual meeting when the office shall be filled through election. Any Officer may be elected to a subsequent term.
Section 3. President. The President shall preside over all meetings of the membership. He shall see that all membership decisions are implemented. The President or his designated representative, shall attend, where possible, all meetings with other civic, political and/or veterans’ organizations where the representation of this organization is desired, requested or deemed necessary. In the event of a vacancy in one or more of the offices of the Association, the President may assign the duties of that office to one or more of the other officers.
Section 4. Vice President. The Vice President shall have such powers and duties as may be delegated by the President. During the absence of the President, the Vice President will assume the duties of the President and direct Association business. The Vice President will monitor all assigned committees and report progress to the Executive Committee.
Section 5. Second Vice President. The Second Vice President shall have such powers and duties as may be delegated by the President. The Second Vice President will assume the Vice President’s duties in the event of the Vice President’s absence.
Section 6. Secretary. The Secretary shall attend all meetings of the Executive Committee and of the general membership and record all proceedings. The Secretary shall perform all duties pertaining to the office of Secretary and such other duties not inconsistent with these, as may be assigned by the President. The Secretary shall make certain that the minutes of all meetings are properly prepared and filed. The Secretary will develop programs to increase the membership through advertising and direct mail programs and will coordinate the recruitment of new members. The Secretary, in conjunction with the Webmaster, will maintain the MCEA website and ensure that a printed copy of the newsletter is provided to dues current members who do not have internet access. The results of the annual business meeting and Awards Banquet will be posted to the website no later than 30 days after the annual meeting.
Section 7. Treasurer. The Treasurer shall receive all moneys payable to the Association and deposit the same in Association accounts in a financial institution chosen by the Executive Committee. All lawful payments of obligations will be made by the Treasurer. The treasurer shall have custody of all securities, valuable papers and documents of the Association. The Treasurer shall keep or cause to be kept a book or books that contain an accurate record of all receipts, deposits and disbursements. This can be accomplished either manually or electronically. At no time will electronic records be permitted without manual records and/or geographically distributed back-ups for all but the current operating month. The Treasurer will render a verbal report of the financial condition of Marine Corps Engineer Association at each meeting and provide a written copy of the year-to-date ledger to the President and Secretary. The Treasurer shall perform all duties incident to the office of the Treasurer, and have such powers and duties as may be delegated by the President. The Association’s financial records can be audited at any time. An annual review of finances will be conducted by an appointed MCEA Financial Review Committee, within 60 days after the close of the fiscal year, and will abide by statutory regulations regarding Certified Public Accountant review of MCEA Funds that may be generated from public monies such as Grants. The results of this review will be briefed at the annual business meeting.
Section 8. Chaplain. The Chaplain shall open and close all meetings with a prayer, shall correspond with all surviving next of kin of members who may die, and shall conduct or cause to be conducted memorial services as necessary.
Section 9. Historian. The Historian shall research, catalog and maintain military historical data on USMC engineer participation in past conflicts. The Historian shall develop programs for the Association that will increase public awareness of the heroic efforts put forth by Marine engineers, Shore Party, Explosive Ordnance Disposal, Bulk Fuel, utilities and drafting/surveying and topographic personnel during conflicts.
Section 10. Permanent Associate Directors. Permanent Associate Directors will be assigned, in writing, by the President and with the individuals consent. Members who previously served in an elected billet qualify to be appointed as a Permanent Associate Director. Permanent Associate Directors will be appointed for an indefinite term of office and may resign at any time by notifying the President in writing.
Section 11. Associate Directors. Associate Directors will be assigned, in writing, by the Executive Committee with the individuals consent. A copy of the assignment letter will be provided to the Secretary as the custodian of the Association’s records. There will be no restriction to the number that may serve, based on the needs of the Association. Associate Directors may be selected to: represent areas of high membership residency or residency near Marine Corps Facilities; utilize special talents or expertise in leadership; represent the Association in the area in which they reside; and perform special tasks assigned by the President. Associate Directors will serve as advisors to the Executive Committee as well as representing the membership. There will be no term of office. Associate Directors may resign at any time by notifying the President and may be terminated by the Executive Committee if the purpose of the assignment no longer exists or their dues become delinquent. Associate Directors will provide a written report to the Executive Committee two weeks prior to the annual business meeting. The report will include an update on Associate Director actions and accomplishments regarding contacts with members in their area; dissemination of information; recruiting efforts; identifying any member in need of special assistance or recently deceased; and, any recommended changes to their specific duties. The summarized reports will be read into the meeting minutes. Associate Directors who cannot provide the required services and support above, should so advise the President to pass the Associate Directorship and its important functions, to another MCEA member.
Section 12. Executive Director. An Executive Director will be appointed by the Executive Committee. The position will have no term of office. The Executive Director is considered an officer for legal purposes, and is a non-voting member of the Executive Committee. The Executive Director will :
- receive direction from the President and the Executive Committee
- work closely with the elected Officers to coordinate the business activities of the Association;
- lend continuity to Association operations;
- keep the President and Executive Committee apprised of the Association’s business;
- execute contracts, documents, and other financial instruments as authorized by the elected Officers;
- prepare, post and disseminate all legal notices, correspondence and other materials as required by laws, statutes and regulations;
- in the event that an IRS Report is required, coordinate with the Treasurer, for its submission.
- be the custodian for all official records of the Association.
- ensure that all membership decisions are implemented.
Section 13. Compensation. Officers shall not receive any salary or other compensation for services rendered as an Officer.
Section 14. Authorization to Expend Monies. Checks shall be signed by the Treasurer or Executive Director (if one is appointed). The Executive Committee will authorize the Treasurer and/or the Executive Director to make routine payments up to certain, budgeted limits established by the Executive Committee without further approval. The Executive Committee may also establish other controls and limits on expenditures as they see fit.
Section 15. Succession of Authority. In the absence of the President, the following Officers will succeed in the line of authority: a. Vice President
- Second Vice President
ARTICLE VI – AMENDMENTS
Section 1. These Bylaws may be amended, supplemented, or otherwise changed by a vote of those members in good standing . Notice of proposed changes and rationale will be provided to members three months prior to next business meeting via e-mail and mailings (for those who do not have internet connectivity). Changes will be posted on the MCEA Website and voted on via e-mail and mailed ballots. Results of the Amendment balloting will be announced during the Business Meeting at the annual Reunion.
ARTICLE VII – DISSOLUTION
Section 1. Dissolution of the Association will be upon the initiative of the membership. The Association may be dissolved at any annual Business meeting upon a two-thirds vote of all members present provided that an announcement of such intended action has been published to all members by voting ballot at least three months prior to the intended act of dissolution.
ARTICLE VIII – DISPOSAL OF RESIDUAL ASSETS
Section 1. In the event of dissolution, the residual assets of the organization will be turned over to one or more organizations which themselves are exempt as organizations described in sections 501 (c) (3) and 170 (c) (2) of the Internal Revenue Code of 1954 or corresponding sections of any prior or future law, or to the Federal, State, or local government for exclusive public purpose.
Section 2. Notwithstanding any other provision of these articles, this organization will not carry on any other activities not permitted to be carried on by (a) an organization exempt from Federal income tax under Section 501(c) (19) of the Internal Revenue Code of 1954 or the corresponding provisions of any future United States Internal Revenue law or (b) an organization, contributions to which are deductible under section 170(c)(2) of the Internal Revenue of 1954 or any other corresponding provision of any future United States Internal Revenue law.
ARTICLE IX – FINANCIAL RESPONSIBILITIES
Section 1. A one-to-one ratio of cash available to current liabilities will be maintained.
Section 2. Members may be personally, financially responsible for the debts and liabilities of the Association. The liability determination will be governed by North Carolina law.
ARTICLE X– FELLOWS
Section 1. The MCEA recognizes the importance of its members, partners and stakeholders who are a valuable and sustaining element of the Association. The MCEA shall recognize these organizations and individuals by establishing a Fellows category to acknowledge their contributions in support of the Association and/or its Foundation, special fund/assistance programs. As a tax exempt, Non Profit organization under the IRS Code section 501(a), tax exempt donations to support the MCEA will be solicited from a wide range of potential donors, to include members, organizations, numerous charitable organizations, and individuals. Contributors, who make significant donations, one time or cumulatively, will be recognized by “Fellows” status and be so recognized both at the annual reunion/Awards Banquet and on the MCEA website. Fellows’ categories will be established and adjusted as necessary by the Executive Committee.
Matters Established by the Executive Committee
Article II, Section 3, Dues:
Regular and Associate Members: $25/year; 3 years=$60
Lifetime Membership: $500
Corporate Membership: $400
Article III, Section 1, Annual Business Meeting:
The Annual Reunion is currently set for the second week in October but may be changed to avoid conflict with other organizations’ annual meetings and to obtain a better hotel rate.
Article XI, Section 1, Fellows:
Categories and Dollar Amounts—
Platinum ($5000 or more);
Gold ($1000 to $4999);
Silver ($500 to $999):
Bronze (($250 to $499):
Annual Financial Review: Conduct review of Calendar year financial records annually by MCEA member(s). Every third year, pay for outside financial review.
Reunion SOP Retained and utilized by Executive Director.
Associate Directors duties: Retained by Executive Director and used by AD Chairperson and Associate Directors.
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