USA RIVER RATS, INCORPORATED
ARTICLE I – NAME AND PURPOSE
Section 1 – Name: The name of the Corporation shall be USA River Rats Inc., a not for Profit organization.
Section 2 – Mission: The mission of this organization shall be to assist and aide Americas Veterans and active duty personnel.
Section 3 – Charter: We are a group of individuals, military and civilian, who have come together to foster the care and welfare of Americas Military Service Veterans and support the veteran care facilities in the Brevard County area. We will be raising monies to be donated to those deserving individuals and organizations. Every member has an equal say in the operation of our organization. We are a not-for-profit organization whose purpose is to help veterans, active duty personnel and to foster community relations.
Section 4 – Committees: Medal of Honor Park and any future committees shall fall under the corporate umbrella of the USA River Rats Inc.
ARTICLE II – MEMBERSHIP
Section 1 – Active Member: To maintain active membership must attend his or her three (3) meetings and (3) functions or a combination thereof per year and has paid their annual dues. Membership is eighteen years and older, otherwise parental/guardian consent is required. Anyone under 18 years of age will not be responsible for dues until the age of 18. We accept members from outside our general geographic location. These members will be required to perform or participate in a minimum of (5) functions in their area. They must submit a full accounting of the functions in writing to the President or the 2nd Vice President within 2 weeks after completion of the event/function.
Prospective Member: Prospective Member: Any person, who fosters in the beliefs of the USA River Rats Inc., may apply for membership. Any individual who submits an application for membership with dues, and attend three (3) meetings within 6 months shall be elligable to be voted in by ⅔ majority vote of the membership present at the general meeting. Any applicant who does not meet the (3) meeting requirement forfeits his or her dues. After such initial requirements have been met the prospective member may purchase the required patches to be displayed on their organizational vest/shirt. The exception to this will be the USA RIVER RATS top rocker. In order for a new member to be awarded this top rocker they must fulfill their intent to be an active member of our organization by participating in (3) additional meetings and/or (3) functions within the one year period from the date of their membership application. As soon as a new member has accomplished these additional requirements they shall be awarded the top rocker.
Honorary Member: Colors can be given to certain individuals with disabilities or handicaps whereas that individual is unable to attend meetings or functions as deemed by the membership.
Section 2 – Organization Insignia, placement of colors and member rockers: The organization insignia shall be the Field Cross, which will be sewn upon the center back of the vest. Members are responsible for purchase of the field cross. The organization shall be responsible for purchase of the “USA River Rats” top rocker which shall be sewn above the field cross. The top rockers shall be known as the organization colors.
Immediately below the field cross members may have a bottom insignia sewn on that shall be one of the following: the members branch of service, i.e. USAF, USMC, US ARMY, US NAVY, USCG, and variations thereof: spouses of these veterans may sew WIFE/HUSBAND immediately following their spouses branch of service; VETERAN MEMBER; and in special cases upon approval by the membership other identifying insignia may be used. Other than the organization colors, members are responsible for the purchase of the vest and all other organization patches and the bottom insignia. Upon termination of a membership, the vest and other purchased patches and bottom insignia may be kept by a terminated member.
The Patches that constitute the initial make-up of the members vest shall be affixed/sewn onto the vest in a specific place as shown on the attached sketches. Given that some members have deviated from this placement of patches and that the removal and new placement would cause damage to the member’s vest they shall be allowed to keep the existing placement. However this exception cannot apply to the Top Rocker, Field Cross or Bottom Insignia.
Section 3 – Annual Dues: Is $25.00 per calendar year due on the 1st day of January.
Any member joining between January 1st and October 31st of said year will pay $25.00 for that year. Becoming a member on or after November 1st of said year will be carried over to the following year. Any member attaining the age of 75 or older shall no longer be required to pay annual dues. Dues are delinquent after February1st of said year. The penalty for nonpayment of membership dues is termination and surrender of colors.
Section 4 – Duration of membership: Membership is for one year, January 1st to December 31st. Membership in this organization may be terminated by voluntary withdrawal, on-payment of annual dues, not attending three (3) meetings and (3) functions or a combination of per calendar year or by termination for dues causes by the Executive Committee.
Section 5 – Suspension and termination: Any member whose conduct or action is found not befitting our organizations beliefs and detrimental to our organization will be brought before the Executive Committee for disciplinary action. Any member witnessing such behavior will report it immediately to the President in writing signed by the witness or accusing party. Disciplinary action is made solely by the Executive Committee of the organization. Any member may be suspended or terminated for due cause by a majority vote of the Executive Committee. Any member who resigns and whose membership is terminated, will return their membership card along with their colors to the organization. In cases where the individual does not voluntarily return their colors, all legal actions to recover them will be the responsibility of said individual. All rights, privileges, and interest as a member in the organization shall cease upon termination of membership. In the event that it becomes necessary to terminate a member pursuant to this action it shall be permanent and irrevocable.
Section 6 –Voluntarily leaves the USA River Rats: In the event that any member voluntarily leaves the USA River Rats and subsequently desires to again become a member this action of reinstatement can be accomplished by a majority vote at the next regularly convened general membership meeting. Any member that voluntarily leaves shall only be allowed one such reinstatement as prescribed above.
ARTICLE III – MEETING
Section 1 – Meetings: There shall be a monthly membership meeting of the organization, convened at a time, date and location approved by the membership. All meetings shall be conducted according to Roberts Rules of Order. For consistency, every effort will be made to keep all membership meetings on the second Sunday of each month; however, the date may be changed by the membership at the preceding meeting to meet the needs of the majority of the members present at said meeting. Meetings are for the purpose of receiving reports and other business transactions conducted by the organization.
Section 2 – Quorum: Eight (8) members and four (4) officers present at any properly announced membership meeting shall constitute a quorum.
ARTICLE IV – EXECUTIVE COMMITTEE
Section 1 – Officers: The administrative affairs of this organization shall, except as may be otherwise provided by these by-laws, be by the direction of the membership and under the supervision of an Executive Committee, which shall consist of the Officers of this Corporation. Past Presidents will be Advisors at Large.
Section 2 – Eligibility: Officers of this Corporation shall be elected annually from among the members in good standing during the December membership meeting. Every active member in good standing shall be eligible to hold an elected and/or appointed office in the corporation.
Section 3 – Appointment: The Historian, Quartermaster and Service Officer shall be appointed by the President-Elect, and their names shall be placed before the organization at the first meeting following their appointment for ratification by a majority of the members present.
Section 4 – Notification: The President will place the nomination of new Officers upon the October and November membership meeting agenda. First (1st) nominations will be held during the October meeting and the second (2nd) nominations will be held during the November meeting and the election of new Officers will be held during the December meeting. In order to be considered for office, members must be nominated from the floor or submit a letter of intent for the office they seek. Any member upon being nominated for an office must be present at that meeting and immediately indicate his or her desire to have their name placed on the ballot. Any letters of intent must be submitted to the President no later than the adjournment of the November meeting. Any member accepting a nomination or submitting a letter of intent may withdraw those actions and have their names removed from the ballot, but this must be done no later than one (1) week prior to the December meeting. If any member is nominated for more than one (1) office he or she must decide by the end of nominations during the November meeting which office they will seek.
Section 5 – Voting: Active Members seeking office will be elected by a majority vote of the active membership present during the December meeting. Voting will be through secret ballot. The President will appoint a minimum of two (2) active members who are not among those seeking office to count the ballots and report the results. Newly elected Officers shall assume office on January 1st.
Section 6 – Committees: The President shall appoint all committees chairpersons without need for membership ratification.
Section 7 – Terms: Officers term of office is for one (1) year, except in cases of voluntary resignation or removal from office by the Executive Committee. The President will appoint a replacement for any vacant officer positions.
Section 8 – Executive Committee Meetings: May be called as deemed necessary by the President. Regularly scheduled Executive Board meetings will be convened (1) hour before the regularly scheduled membership meetings.
Section 9 – Quorum: To constitute a quorum, Executive Committee meetings must be attended by at least fifty percent (50%) of the Executive Officers.
Section 10 – Officers and duties: The Executive Committee is entrusted with the government and management of the Corporation. The Executive Committee shall consist of the President, First Vice President, Second Vice President, Secretary, Treasurer, Chaplain, Historian, Senior Sergeant at Arms, Sergeant at Arms, Quartermaster, and Advisors. The President, First Vice President, Treasurer and Quartermaster shall be bonded in an amount set by the Executive Committee. The bond amount shall be paid for by the organization. Their duties are as follows:
President: Shall be the chief office of the Corporation and shall, as necessary, convene Executive Committee meetings, preside over all membership meetings of the organization and fulfill other duties incidental to the office as approved by the membership. The President is authorized to disperse funds in the absence of the Treasurer. The President shall have the privilege and authority to expend corporate money without seeking Executive Committee approval. The amount to be expended shall not exceed $500.00 per calendar year. In the event the President reaches the $500.00 limit he or she must explain to the membership the expensed incurred and request additional funds for that calendar year.
First Vice President: Shall be the Membership Chairman and perform all duties of the President during the President’s absence and shall assist the President as requested. The 1st Vice President is responsible for retention of current and past members and is responsible for recruitment of new members.
Second Vice President: Shall be the Ways and Means Chairman and perform all duties of the President during the President’s or 1st Vice President’s absence and shall assist the President as requested. The Second Vice President is responsible for securing the use of facilities for the various functions of the organization.
Secretary: Shall be responsible for keeping records of Executive Committee actions, including overseeing the taking of all membership and Executive Committee meetings, sending out meeting announcements, distributing copies of minutes and the agenda to each member, and assuring that the Corporation records are maintained.
Treasurer: Shall maintain all financial transactions received or expended by the Corporation, and shall make disbursements as directed by the Executive Committee or membership. The Treasurer shall, in a bank account approved by the Executive Committee, deposit all monies collected. The Treasurer shall prepare the budget and financial statement for the monthly membership meeting. All Committees once they start receiving funds shall give a monthly financial report.
Chaplain: Shall be charged with the spiritual welfare of the membership, and will offer divine nonsectarian service in the event of dedications, funerals, public functions and shall adhere to such ceremonial rituals as recommended by the membership.
Historian: Shall be charged with the individual records and incidents of the organization and members. The Historian will document functions through pictures and articles, develop a history book, and shall perform such other duties as may properly pertain to the office as determined by the President.
Senior Sergeant-at-Arms: Shall preserve order at all meetings and shall perform such other duties as may from time-to-time be assigned by the President.
Sergeant-at-Arms: Shall assist in the same duties as the Senior Sergeant-at-Arms.
Assistant Sergeant-at-Arms: Shall perform such duties at meetings and functions as may be requested or assigned by the Senior Sergeant-at-Arms or the Sergeant-at-Arms.
Quartermaster: Shall be responsible for the inventory of the organizations colors, patches, shirts and other items bought and offered for sale by the organization. Upon sale, he or she shall immediately turn over all monies collected to the Treasurer. The Quartermaster will insure all items are either bought and paid for immediately or signed out for sale by other members of the organization. Total and complete accountability of the organizations inventory of these items and monies collected is his or her primary duty.
Advisor: The Outgoing President will be the Senior Advisor and will only hold another office if there is an opening and he or she is appointed by the new President. He shall provide professional advice to the membership and Executive Committee in the conduct of the Corporation business. The Advisor is the guardian of the constitutional form of democratic government. The Constitution and Statutes of the State of Florida, and Roberts Rules of Order shall be the Advisors guide. The Advisor will assume such other duties as requested by the President in the administration of the corporation.
Service Officer: Shall provide professional guidance and assistance to Veterans and their families relating to VA Benefits and other services as may be necessary.
ARTICLE V – AMENDMENTS
Section I – Amendments: These bylaws may be amended as necessary by a majority vote of the membership present at a regularly convened meeting.
Section II – By-Laws: Within (30) days after the new Executive Committee takes office the incoming President shall call an Executive Committee meeting for the express
Purpose of reviewing and/or amending these By-Laws.
ARTICLE VI – DISPUTES AND COMPLAINTS
Section 1 – Disputes and complaints: All disputes and complaints shall be presented before the Executive Committee for resolution.
ARTICLE VII – DISSOLUTION
Section 1 – Dissolution: In the event of dissolution of the Corporation, all members may keep their colors as remembrance of this outstanding organization and all that it stood for. As approved by the membership, all monies will be presented to the Brevard County Veterans Organization that qualifies as a 501 C3 Not for Profit Corporation that our corporation supported.
ARTICLE VIII – DISCLAIMER
Section 1 – Disclaimer: No member, officer, or agent, shall be liable for the acts or failure to act of any member, officer, or agent of the Corporation. Nor shall any member, officer, or agent be liable for his or her failure to act under these by-laws excepting only acts or omissions out of his or her malfeasance.
End of By-Laws
This document “The By-Laws of the USA River Rats, Incorporated” was reviewed and changed by the Executive Committee, January 2011, these changes resulted in Revision “A” of these Corporate By-Laws. Revision “A” was ratified by the Membership at the General Membership meeting on March 13, 2011.
These By-Laws were reviewed and changed by the Executive Committee in April 2013 and ratified by the Membership at the General Membership meeting on June 9, 2013.
These By-Laws were reviewed and changed by the Executive Committee in September 2 and ratified by the Membership at the General Membership meeting on November 10, 2013.
These By-Laws were reviewed and changed by the Executive Committee in January 8th, 2023 and ratified by the Membership at the General Membership meeting on January 8th, 2023.
Brent ʺFootLooseʺ Humphries Dorothy “HOTDOT " Howe