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As amended and approved on 23 September 1992
As further amended 30 November 1994 and March 24, 1999
As amended and approved 13 November 2002.
Article I - Membership and Voting Rights
Article II - Dues
Article III - Meetings
Article IV - Board of Directors
Article V - Officers
Article VI - Appointive Officers and Committees
Article VII - Tax Status
Article VIII - By-Law Changes
Article I - Membership and Voting Rights
Section A. Subject to the provisions of Article IV, Section 1, of the Articles of Incorporation, membership shall be of three classes, viz:
Regular Members: Men and women who are or have been commissioned officers or warrant officers of the United States Army, Navy, Air Force, Marine Corps, Coast Guard, Public Health Service, or National Oceanic and Atmospheric Administration and/or the Reserve or other components of these services, including particularly those who are retired from and those who may otherwise have been honorably separated there from.
Associate Members: Widows and widowers of deceased members or of any deceased individual who would have been eligible for membership as set forth above.
Honorary Members: Individuals, whether or not eligible for membership as set forth above, who in recognition of their services to the Nation, the Retired Officer Community, or the Chapter, are granted Honorary Membership by the Board of Directors of the Chapter. The Board of Directors shall have the authority to terminate an honorary membership. Honorary Members shall not be entitled to vote or be required to pay.
Section B. There shall be no discrimination in membership or participation in the affairs of the Chapter by reason of race, creed, color, national origin, sex, handicap or age.
Section C. Only Regular Members in good standing shall have the right to vote.
Section D. Any member may be dropped for good and sufficient cause by the Board of Directors after the member has been given an opportunity to be heard.
Section A. Annual dues are payable as of 1 January of the year involved and are set by the Membership at the Annual Meeting after receiving the recommendations of the Board of Directors. A schedule for partial payment of dues for new members acquired during a calendar year may be established by the Board of Directors based on the annual dues approved by the Membership.
Section B. Members who fail to pay their dues within 60 days from the time they become due shall be notified by the Secretary and, if payment is not made within the next succeeding 60 days shall, without further notice and without hearing, be dropped from the rolls and shall thereupon forfeit all rights and privileges of Membership.
Section C. Members who have been dropped from the Chapter for non-payment of dues may be reinstated upon reapplication for membership and payment of the annual dues for the current year.
Section D. Dues payments will be waived for regular members and associate members beginning 01 January of the year following the 90th anniversary of their births.
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Section A. There shall be an Annual Meeting of the organization during the month of November for the election of officers and directors, the determination of annual dues, the receipt of annual reports, and the transaction of other business. Notice of such meeting, signed by the Secretary, shall be mailed to the last recorded address of each member at least 10 days before the time appointed for the meeting.
Section B. Regular meetings of the organization shall be held during the other eleven months of the year, unless otherwise decided by the Board of Directors. Notice of time and place shall be mailed to each member at his last recorded address at least 10 days in advance of each meeting.
Section C. Special Meetings of the organization may be called by the President. Notice of any special meetings shall be mailed to each member at his last recorded address at least 10 days in advance, with a statement of time and place and information as to the subject or subjects to be considered.
Section D. A quorum to transact the business of the organization shall consist of five percent (5%) of the regular members.
Section E. Robert's Rules of Order (current edition) shall govern the organization in all cases to which they are applicable and in which they are not inconsistent with these By-Laws and any special rules or orders that the organization may adopt.
Article IV - Board of Directors
Section A. The Board of Directors shall be as provided in Article V of the Articles of Incorporation.
Section B. The Board of Directors shall not be authorized to adopt resolutions or to establish positions in the name of the organization. Such matters shall be decided by a majority vote of the members present at any meeting of the organization, provided there is a quorum present.
Section C. The Board of Directors shall meet upon the call of the President at such times and places as the President shall designate. The Board may also be called upon demand of a majority of its members. Notice of all meetings of the Board of Directors shall be sent by mail to each Board Member at his last recorded address at least 10 days in advance of the meetings. (This 10-day proviso may be waived by individual members of the Board.)
Section D. At least 30 days prior to the annual Convention of the Florida Council of Chapters of The Retired Officers Association, the Board of Directors shall elect such delegates and alternates to represent the Chapter at the aforesaid Convention in numbers as may be necessary or as authorized by the Florida Council of Chapters on the basis of the size of chapter membership.
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Article V - Officers
Section A. The elective officers of the Chapter shall be a President, a First Vice President, a Second Vice President, a Secretary, and a Treasurer, each of whom must be a Regular Member of the Chapter in good standing.
Section B. The elective officers shall be elected annually by the membership as set forth in Article III, Section A, of these By-Laws, at the Annual Meeting. Election shall be by ballot, and a majority of the votes cast shall elect. Each elective officer, after being duly installed, shall assume duties at the first regular or special meeting held in the calendar year following the election, and shall serve for a term of one year or until his successor is duly elected and installed.
Section C. No member shall be eligible to serve more than two consecutive terms as President of the organization.
Section D. A vacancy in the Office of the President shall be filled automatically by the First Vice President. A vacancy in the Office of the First Vice President shall be filled automatically by the Second Vice President. Vacancies in other offices, including Directors, shall be filled as the Board of Directors may decide.
Section E. The President shall be the principal elective officer of the organization; shall preside at all meetings of the organization and the Board of Directors, and shall be a member, ex-officio, with right to vote, of all committees except the nominating committee. He shall also, at the Annual Meeting, and at such other times as he may deem proper, communicate to the organization or to the Board of Directors such information or proposals as would, in his opinion, tend to promote the welfare and increase the usefulness of the organization. Further, he shall perform such other duties as are necessarily incident to the Office of President.
Section F. In the event of the President's temporary disability or absence, the First Vice President shall perform the duties of President. In the event of the temporary disability or absence of both the President and the First Vice President, the Second Vice President shall perform the duties of the President. The Vice Presidents shall perform such other duties as the President may assign to them.
Section G. The Secretary shall give notice of all meetings of the organization and shall keep a record of all proceedings. He shall also keep a record of all proceedings of the Board of Directors. He shall maintain the membership records. He shall maintain the organizations correspondence files and shall provide safekeeping for all important documents, records, and valuable equipment belonging to the organization. He shall prepare ballots for use in all elections. He shall perform such other duties as are commensurate with his office or as may be assigned to him by the Board of Directors or the President.
Section H. The Treasurer shall maintain a record of all sums received and expended for the use of the organization and shall make disbursements as authorized by the organization or the Board of Directors and approved by the President. He shall collect the annual dues. All sums received by the Treasurer, for and in behalf of the organization, shall be deposited in an account in the name of the organization, which shall be maintained in a financial institution located in Tallahassee, Florida, which has been designated an approved by the Board of Directors. The Treasurer shall make disbursements, from the organization's bank account, only by check. In the absence of the Treasurer, the President of the organization may sign checks for authorized expenditures. The Treasurer shall make a report at the Annual Meeting and at other times, when called upon to do so by the President. The funds, books, and vouchers in the possession of the Treasurer shall, at all times, be subject to inspection and verification by the Board of Directors or their designated committee. The Audit Committee shall audit the accounts of the organization, maintained by the Treasurer, at least once a year.
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Article VI - Appointive Officers and Committees
Section A. The President shall appoint from the Membership:
A Chaplain (a clergyman, if available)
A Judge Advocate (an attorney if available)
Section B. The President shall appoint, from the Membership, the Chairman of:
Membership Committee (a vice president, if available)
Program Committee (a vice president, if available)
Legislative Committee (a director, if available)
Personal Affairs and Morale Committee
Public Relations Committee
Audit Committee Chairman and two members
ROTC Committee
Section C. In addition to the above, the President may appoint such other committees and officers as he may deem necessary and appropriate.
Section D. All appointive officers and committee chairmen shall be subject to the approval and concurrence of the Board of Directors.
Section E. Officers and committee chairmen appointed by the President shall have a seat and voice at the meetings of the Board of Directors; however, unless otherwise entitled to a vote by holding elective office, shall have no vote on the Board.
Section F. The Chapter Nominations Committee will be comprised of five members of the Chapter. The chairman will be the immediate past president; two members will be the immediate succeeding past presidents; and a fourth and a fifth member shall be selected from the Membership by the Chapter President. Should a past president, or presidents, be unable or unavailable to serve, the President shall select replacements(s) from among the general Membership.
The President will convene the nominations Committee during the third calendar quarter, and with that advice of the Board of Directors, provide guidance to the committee as may be appropriate.
The committee will nominate candidates for all elective offices and report the nominations to the Secretary, in writing, prior to 1 October. The Secretary shall, at least 20 days prior to the date of the annual business meeting in November, provide written notification of the nominations to each regular and associate member of the chapter at his latest address of record on file with the Chapter.
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Article VII - Tax Status
Section A. This association is a tax-exempt organization, under Section 501-(c)(19) of the Internal Revenue Code, with the Internal Revenue Service at Atlanta, Georgia.
Article VIII - By-Law Changes
Section A. The By-Laws of the organization may be amended or changed, in accordance with Article VII of the Article of Incorporation, by a two-thirds majority of the members present at the regular meeting of the organization, provided there is a quorum present, and only after the membership shall have been given at least 10 days notice in writing in advance of the meeting at which the proposed changes are to be voted on.
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