THE U.S.S RICHARD S. EDWARDS (DD950) ASSOCIATION, INC.
ARTICLE I: Organization
- The meeting place and the date of the reunions shall be chosen by the members attending the current reunion.
- The meetings of the Board of Directors shall be called by the President but shall meet not less than once per reunion.
- The organization shall be non-political, non-profit, and social in nature.
ARTICLE II: Purpose
- To promote fellowship between sailors of the U.S.S. Richard S. Edwards and establish active contact between the eligible members.
- To hold a reunion at selected intervals where sailors and wives/friends may intermingle socially.
ARTICLE III: Membership
- Membership is open to all sailors (Officers and men) who served aboard the U.S.S Richard S. Edwards from commissioned date of 5 Feb. 1959 until decommissioned date of 15 Dec. 1982.
- No fee is required for membership. A small donation may be requested to cover the expenses of any newsletter and other administration costs. Donations to be made annually by June 15 for the next year (July - July) expenses.
ARTICLE IV: Officers and Duties
- The Board of Directors shall consist of 9 elected officers.
- Vice President
- Five (5) Members-at-Large
- All officers shall serve without fee and be compensated only for paper, postage, printing, telephone expenses, etc. No travel expenses are permitted.
- The Duties of the President shall be those usually performed in that office. The President shall preside at all regular membership and Board of Directors meetings. The President shall insure that the newsletter is published as necessary. The President shall approve the agenda for all meetings at which he presides. With prior approval of the Board, the President shall appoint all committee chairpersons. The President shall be an ex-officio member of all committees.
- Duties of the Vice President shall be to assist the President as needed and to have full responsibility of the duties of the President when the President is unable to perform those duties.
- Duties of the Secretary shall be to record and preserve the minutes of all regular membership and Board of Directors meetings, correspondence, by-laws and other important documents.
Duties of the Secretary shall also be to maintain a file on all active members and to provide the Board with a statistical breakdown of membership if necessary. The Secretary shall also maintain a list of last known addresses of members who the organization has been unable to locate, as well as an up-to-date list of our departed shipmates.
- Duties of the Treasurer shall be the maintenance of all financial records, handling of all funds and disbursements for any expenses. All checks should be issued by the Treasurer. If necessary, the President may issue checks.
The Treasurer shall be responsible for the possession of all blank printed checks and shall issue them only to the President as needed. The President must immediately notify the Treasurer as to payee, amount, date and reason for any check issued.
The Treasurer shall submit a brief financial statement to the Audit Board approximately 30 days before a reunion. The Treasurer shall also submit a full financial statement at the meeting of the Board of Directors. The statement shall be available for review by any member at a time and place convenient to the Treasurer.
- Duties of the Members-at-Large shall be to perform such tasks as assigned by the President of the Board of Directors. These may include, but are not limited to, committee chairman positions, inventory and control of physical assets of the organization.
- The Vice President and three persons from the Secretary and Members-at-Large constitute an Audit Board. This Board shall meet within 60 days of each reunion and report their findings to the Board of Directors.
ARTICLE V: Elections
- An election to fill the vacant offices of the Board of Directors shall be held at each reunion. Each officer will serve two consecutive reunions. Election to the offices will be by a simple majority voice vote or show of hands by the members present. The vote will be conducted at the Reunion Business Meeting.
- The President will serve as General Chairman for the reunion or he may appoint any consenting member of the organization to serve as reunion chairman. Any Board Member will be eligible to serve as the chairman of any committee.
- All Board members may be re-elected without limitation to their office.
- The Board shall submit a slate of candidates for any opening on the Board at the Business Meeting. At this time, nominations will also be accepted from the floor by eligible members. A voice vote or show of hands will then be taken by the President to determine the election.
ARTICLE VI: Board of Directors
- The Board of Directors shall consist of nine members. Each member shall have one vote except the President. The President votes only to break a tie.
- A quorum shall consist of four (4) members. All action shall be determined by a simple majority vote of the members present.
- Due to distances involved, the President may substitute a telephone or letter vote in place of a physical meeting when an urgent situation arises.
- Vacancies in any office shall be filled by the President's appointment with the Board's approval.
- The Board shall have at least one meeting per reunion. Other meetings are to be held at the discretion of the President.
ARTICLE VII: Committees
- All committees shall be appointed by the President and with the Board of Director's approval.
- The duties of each committee will be assigned by the President in consultation with the committee chairman.
- Committees other than the permanent committees listed may be created by the President for a period of time that is necessary.
- The permanent committee is the Reunion Committee of which the following are part of:
- Reunion Registration Committee
- Hospitality Suite Committee
- Publicity Committee
- Reunion Printing Committee
- Program Committee
- Spouse and Family Program Committee
- Search Committee
- Photography Committee
- Memorabilia Committee
- Survey Committee
ARTICLE VIII: General
- All bills appearing to be of an unusual nature shall be submitted to the Board of Directors for payment. Due to distance and infrequent meetings, it is permissible to have the Treasurer pay normal expenses.
- The by-laws may be amended at any reunion meeting by a vote of two-thirds of the members present.
- All officers, Board Members and Committee Chairmen who have reunion property in their possession at the end of their office term shall turn the property over to their successors.
- Notwithstanding any other provisions of the articles, the organization is organized exclusively for one or more of the purposes as specified in Section 501(c)(3) of the Internal Revenue Code of 1986, and shall not carry on any activities not permitted to be carried on by an organization exempt from Federal income tax under IRC 501 (c)(3) or corresponding provisions of any subsequent law.
- No part of the net earnings of the organization shall inure to the benefit of any member, trustee, director, officer of the organization, or any private individual (except that reasonable compensation may be paid for services rendered to or for the organization), and no member, trustee, or officer of the organization or any private individual shall be entitled to share in the distribution of any of the organization's assets on dissolution of the organization.
- No substantial part of the activities of the organization shall be carrying on the propaganda, or otherwise attempting to influence legislation (except as otherwise provided by IRC 501(h)) or participating in, or intervening in (including the publication or distribution of statements) any political campaign on behalf of, or in opposition to any candidate for public office.
- In the event of dissolution, all of the remaining assets and property of the organization shall, after payment of all necessary expenses thereof, be distributed to organizations that qualify under Section 501(c)(3) of the Internal Revenue Code of 1986, or corresponding provisions of any subsequent Federal tax laws, or to the Federal government or State or local governments for a public purpose, subject to the approval of a Justice of the Supreme Court of the State of Oklahoma.
- In any year in which the organization is a private foundation as described in Section 509(a), the organization shall distribute its income for said period in such time and manner as not to subject it to tax under IRC 4942, and the organization shall not (a) engage in any act of self-dealing as defined in IRC 4941(d), (b) retain an excess business holdings as defined in Section 4943(c), (c) make any investments in such a manner as to subject the organization to tax under Section 4944, or (d) make any taxable expenditures as defined in IRC 4945(d) or corresponding provisions of any subsequent Federal tax laws.
- The Association's first elected officers:
- President - Jack L. Sanders, Broken Arrow, OK
- Vice President - Robert (Bob) Tuttle, Derry, NH
- Secretary/Treasurer - Martin R. Jasso, Houston TX
- Member-at-Large - Jim Kress
- Member-at-Large - Carl Dege
- Member-at-Large - Don Kruger
- Member-at-Large - Doug Swires
- Member-at-Large - Tom Petersen
- Charter Members or Plank Owner Members are:
Jerry Beck, Carl Dege, Jeff Durfee, Alan Ezzell, Nat Fuller, Melvin Gerding, Wade Gilbert, Gene Hart, Dan Hayward, Martin R. Jasso, Jim Kress, Don Kruger, Andrew Lee, Ken Lollman, Rex Manning, Loren Page, Tom Petersen, Jack L. Sanders, Doug Swires, Robert (Bob) Tuttle, Jim Vanderwyst, Richard (Dick) Zhan
ARTICLE IX: Amendment to the By-Laws
- Signature of officers signifying membership approval of updated by-laws dated June 24, 2006.
- President - Robert Tuttle
- Vice President - Tom Bernard
- Secretary - Jack Turley
- Treasurer - Jim Kress
- It is the position of the Board of Directors for the USS Richard S. Edwards Association, that the Association is not in a financial position to make donations / contributions to any organization, no matter how worthy the cause might be.
- It is also the Board of Directors position that no member or guest should conduct business as it relates to financial gain, while attending an official association activity, nor using one's membership status to solicite business for personal financial gain or contributions for organizations not related to the USS Richard S. Edwards Association.