Silicon Valley Chapter
Silicon Valley, California
Military Officers Association of America
PREAMBLE OF THE BY-LAWS
SILICON VALLEY CHAPTER
MILITARY OFFICERS ASSOCIATION OF AMERICA
To inculcate and stimulate love of our country and the flag;
To defend the honor, integrity and supremacy of our National Government and the Constitution of the United States;
To foster fraternal relations between all branches of the various services from which our members are drawn;
To cooperate fully with the various active services in the dissemination of information to the public;
To oppose any influence whatsoever calculated to weaken the National Security;
To aid active and retired personnel of the various services from which our members are drawn, their dependents and survivors, in every proper and legitimate manner.
SILICON VALLEY CHAPTER
MILITARY OFFICERS ASSOCIATION OF AMERICA
ARTICLE I - Name and Status:
1. This organization shall be known as the
MILITARY OFFICERS ASSOCIATION OF AMERICA
or SVC MOAA, for short.
2. This organization shall be a nonprofit and nonpartisan corporation, incorporated under the laws of California, and operated exclusively for the purposes specified in Article II.
3. Officers and other members of the Board of Directors shall not receive any salary, wage, or other compensation for their services. The Board of Directors may, by resolution, authorize reimbursement of approved personal expenses incurred in the performance of their duties.
4. No member, officer, or agent of SVC MOAA shall be liable for acts or failure to act on the part of any other member, officer, or agent. Nor shall any member, officer, or agent is liable for his acts or failure to act under these bylaws, excepting only acts or omissions to act arising out of his malfeasance.
5. SVC MOAA shall use its funds only to accomplish the purposes specified in Article II. No part of said funds shall inure, or be distributed, to its members, except as provided in Article I (3).
6. In the event of the dissolution of SVC MOAA, and after the discharge of all lawful obligations, any remaining assets shall be given to a nonprofit organization whose purposes, objectives, and tax exempt status are similar to those of SVC MOAA. Selection of such organization will be designated by majority vote of the Board of Directors.
ARTICLE II - Purposes:
1. The purposes of this organization shall be:
(a) To promote the aims of SVC MOAA;
(b) To further the legislative and other objectives of SVC MOAA;
(c) To encourage and facilitate camaraderie among retired, active, and former officers of the Uniformed Services;
(d) To provide useful services for, and to protect the interests of members and their dependents and survivors;
(e) To promote active involvement of members in activities of SVC MOAA.
ARTICLE III - Membership and Voting Rights:
1. The voting membership of SVC MOAA shall be composed of men and women who are or have served as commissioned and/or warrant officers of one of the seven U.S. uniformed services (Army, Navy, Air Force, Marine Corps, Coast Guard, National Oceanic & Atmospheric Administration, and Public Health Service) and the Reserve and other components of said services.
2. In addition to the class of regular membership provided for in Sections 1 above, special classes of membership are authorized to be conferred by the Board of Directors upon first receiving the written recommendation of a Regular member or a Surviving Spouse. Those special classes are:
(a) Allied Members: Commissioned and Warrant Officers, retired or active, who previously served or currently serve in the Armed Forces Allied with the United States, at the time of such service, provided the individuals concerned are acceptable to the majority of the members of the Board of Directors.
(b) Affiliate Members: Individuals who have served in an executive or professional capacity under competent orders or authority with any of the U.S. Forces in a combat zone in time of war, provided the individuals concerned are acceptable to a majority of the members of the Board of Directors.
(c) Honorary Members: Individuals upon whom such membership has been conferred by the unanimous vote of the Board of Directors:
(1) In recognition of exceptionally meritorious service rendered our nation; (2) In recognition of outstanding service in furthering the purposes of SVC MOAA as set forth in Article II of these By-Laws; or (3) In recognition of a member's election or appointment to public office with policy making responsibilities affecting any of the seven U.S. Uniformed Services.
3. The special classes of membership as listed in Section 2, above shall not be entitled to vote on any matter submitted to the membership for vote.
4. Surviving Spouse: Spouses of regular and special classes of membership, widows and widowers of any deceased individuals who would, if living, be eligible for regular or associate membership may choose to associate as Surviving Spouse. Remarriage will not affect eligibility. Surviving Spouses are not members and may not vote, hold elected office, or be required to pay dues. Surviving Spouses are considered honored individuals and are encouraged to participate in all committees and functions of SVC MOAA.
5. Associate Members: Individuals who have not served in any of the US Uniformed Services but are like minded and wish to support our chapter.
6. Membership in any of the above is open without regard to race, sex, color, or religion.
ARTICLE IV - Dues
1. There shall be dues for all classes of members other than Honorary members and Surviving Spouse.
2. Changes to the annual dues shall be determined by the regular membership normally at, but not limited to, the annual meeting of the membership in November. If no action is taken by the voting membership with respect to the amount of dues, the dues shall remain the same.
3. The annual dues shall become payable on the first day of January of each year. Members who fail to pay their dues within 60 days there from shall be notified by the Treasurer that if payment is not made within the next succeeding 60 days they shall be dropped from the rolls, without further notice and without hearing, and thereupon forfeit all rights and privileges of membership.
4. New members joining during the year will have their dues prorated as determined by the membership committee upon approval of the Board of Directors.
ARTICLE V - Meetings
1. There shall be an annual meeting of SVC MOAA for the election of Officers and Board of Directors, the determination of annual dues, and any other business requiring membership approval. Notice of such meeting shall be published in the BULLETIN for the month and preceding month of the meeting.
2. Subject to approval of the Board of Directors, regular meetings of the membership shall be held monthly.
3. Special meetings may be called by the President, or any three members of the Board of Directors at such times and places as deemed desirable.
ARTICLE VI - Officers and Directors
1. The Officers of SVC MOAA shall consist of President, 1st Vice President, 2nd Vice President, Secretary, Treasurer, and immediate Past President; and not less than five nor more than eleven directors, who, excepting the immediate Past President, shall be elected annually and serve for a term of one year or until the successor has been elected or appointed.
2. The President shall preside at all Board of Directors meetings.
3. 1st Vice President shall preside at all Board of Directors meetings in the absence of the President, and shall be Chairman of the Program Committee.
4. 2nd Vice President shall preside at Board of Directors meetings in absence of the President and 1st Vice President, and be oversight officer for membership and recruiting, and will maintain a roster of active and inactive members, including lists of prospective members.
5. The Secretary shall:
a. Keep and publish appropriate minutes of all Board of Directors, Membership, or Special Meetings, and conduct official correspondence.
b. Be custodian of all property of SVC MOAA.
c. Arrange for meeting places and sending of timely notices thereof.
d. Appoint, subject to Board of Directors approval, an Assistant Secretary, and assign duties.
e. Maintain a book with copies of approved continuing resolutions.
6. The Treasurer shall:
a. Collect all dues, contributions and all money belonging to SVC MOAA, record and account for the same, deposit such funds in a recognized financial institution, the accounts of which are insured by an agency of the Federal Government, unless otherwise directed by the Board of Directors.
b. Secure proper documentation and authority, record and account for, and pay all proper expenses of SVC MOAA.
c. Monitor the annual budget and report monthly the financial status to the Board of Directors.
d. Submit a full and complete annual financial report to the Board of Directors at the first meeting of the following year.
e. Appoint, subject to Board of Directors approval, an Assistant Treasurer, and assign duties.
7. Any duties of the officers not specifically covered above or not specified by Robert's Rules of Order, Revised, may be assigned by instruction of the President, subject to approval of the Board of Directors.
1. The Board of Directors shall include the following:
a. The elected Officers.
b. The elected Directors.
c. Immediate Past President.
a. Supervise the business of SVC MOAA.
b. Be responsible for proper management of funds and property.
c. Fill any vacancies occurring among the members of the Board of Directors.
The SVC Board may enact continuing resolutions. Such continuing resolutions may not conflict with the bylaws of this Chapter.
Continuing resolutions shall be enacted. amended or cancelled by a two-thirds vote of voting members present at a SVC Board meeting.
The SVC Board shall review all continuing resolutions annually.
Copies of approved continuing resolutions shall be kept by the SVC secretary in a book provided for this purpose. A summary of a continuing resolution, when adopted, shall be published in the next monthly SVC bulletin.
ARTICLE VIII - Committees
1. Standing and other committees to project the purposes and insure the functioning of SVC MOAA shall be appointed annually or when deemed necessary, by the President, with approval of the Board of Directors.
2. A Nominating Committee shall be appointed by the President at such time as he deems appropriate, but not later than the September meeting of the calendar year. This Committee shall consist of at least five members. The Nominating Committee shall endeavor to include an appropriate mix of willing and able nominees from the various Uniformed Services in SVC MOAA.
ARTICLE IX - Elections
1. Election of Officers and Directors for the ensuing calendar year will be held at the annual meeting of the membership in November. Installation ceremonies will be at the membership meeting in December. In the event these dates prove to be impracticable, the Board of Directors may vary the dates by not more than six weeks.
ARTICLE X - Quorum
1. The number of members present and voting shall constitute a quorum to conduct business at any annual, regular or special meeting of the membership.
2. The number of Directors and Officers to constitute a quorum to conduct a Board meeting shall be a minimum of four.
ARTICLE XI - Amendments
1. Amendments to these By-Laws may be proposed in writing at any special or annual meeting of the membership and shall be voted upon at a subsequent meeting to be determined by the President, but in no event sooner than thirty days following such meeting.
2. A majority of two-thirds of those present and voting, subject to a quorum, is required to amend the By-Laws.
ARTICLE XII - Rules of Order
1. SVC MOAA shall be governed by the procedures set forth in the Robert's Rules of order, Revised, unless specified otherwise in these By-Laws.
ARTICLE XIII - Statutory Compliance
1. If any part of these By-Laws are found to be in non-compliance with State or Federal statutes, they are automatically amended to conform to and meet the requirements of these statutes.
2. These By-Laws are severable. If any part of these By-Laws is found not to be in compliance with law, the remaining provisions remain in force.