Georgia MOAA By-Laws

One Powerful Voice

THE GEORGIA MILITARY OFFICERS ASSOCIATION OF AMERICA, INC.

BY-LAWS

(As amended October 23, 2010)

ARTICLE I. NAME.

Section 1. The name of the association shall be “The Georgia Military Officers Association of America, Incorporated” (TGMOAA), hereafter referred to as the Association.

Section 2. The State Headquarters of this Association shall be located at an address designated by the incumbent President.

Section 3. The Association shall be a non-profit organization and all officers of the Association shall serve without compensation from the Association funds, except as provided in the approved budget.

ARTICLE II. MISSION AND PURPOSES.

Section 1. The mission of this Association is to support Georgians who serve to protect our freedom.

Section 2. The purposed of this Association shall be:

(a) To assist new Chapters in the State of Georgia to obtain a Charter from The Military Officers Association of America, Inc.

(b) To assist the Chapters in the State of Georgia in their efforts to aid the retired, active and former members of the uniformed services and their National Guard or Reserve components.

(c) To protect and present the rights and interests of the members of this Association and their dependents and survivors.

(d) To support The Military Officers Association of America, Inc. (MOAA), in its mission to preserve the earned benefits of all members of the uniformed services and to maintain a strong defense.

ARTICLE III. MEMBERSHIP.

Chapters within the State of Georgia that are affiliated with The Military Officers Association of America shall be, upon formal letter of application, chartered as a member chapter of The Georgia Military Officers Association of America, Inc.

ARTICLE IV. OFFICERS, ELECTIONS

Section 1. Elected officers of the Association shall be: President, First Vice President, Second Vice President, Vice President for Legislative Affairs, Vice President for Membership & New Chapter Development, Vice President for Veterans’ Services, Vice President for Public Affairs, Vice President for Officer Transition Assistance, Judge Advocate, and Chaplain. The First and

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Second Vice Presidents may serve in a dual capacity as one of the other elected vice presidents.

Section 2. The President shall appoint a Secretary and a Treasurer, or alternatively, a Secretary/Treasurer.

Section 3. Officers positions that are being vacated shall be elected annually at the State Convention by a majority of votes.

Section 4. All officers must be in good standing in The Military Officers Association of America and local chapters at the time of their election or appointment, and must agree to serve in the capacity to which elected or appointed. All elective officers must be present to accept their nomination and election unless a majority of the members present feel their absence is justified and/or unavoidable and vote to waive the requirement.

Section 5. The President and 1st Vice President will serve for one two-year term. Any elected or appointed officer can be removed from office by a two-thirds majority vote of the entire Executive Committee.

Section 6 The President shall appoint an Historian, such appointment shall be for three (3) consecutive years.

ARTICLE V. VACANCIES.

A vacancy in the office of President shall be filled by the First Vice President. A vacancy in the office of First Vice President shall be filled by the Second Vice President. Vacancies in other elective offices shall be filled by appointment by the President subject to the approval of the Executive Committee.

ARTICLE VI. DUES.

Each Chapter of the State Association, on the 31st day of August each year, shall owe three dollars ($3.00) for each dues-paying Regular Member in good standing within their Chapter. This amount shall be due The Georgia Military Officers Association of America not later than the 10th day of September of each year. Chapters failing to pay their dues prior to the beginning of the Executive Committee meeting at the State Convention will not be allowed to vote on issues coming before the Committee or on the floor of the Convention.

ARTICLE VII. MEETINGS.

Section 1. This Association shall meet in convention annually in the fall season at a place to be determined by the Executive Committee after considering the proposal of the Place Committee and coordination with the host chapter(s). The host chapter(s) will announce the time and specific location at the preceding convention. The Association shall provide a grant of $500 to the host chapter, upon request of the Chapter President.

Section 2. Mid-Year Meeting. The Executive Committee will meet annually in the May-June period at a time and place to be determined by the President.

Section 3. Special meetings may be called by the President when deemed necessary, or by

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written request of at least ten (10) percent of the members in good standing. The President may also call for special meetings to be conducted electronically by e-mail. Such meetings shall be called when it is important for the Executive Committee to consider a matter that should not be postponed until one of the meetings in Section 1 or 2.

Section 4. All meetings shall, in general, be conducted in accordance with Roberts’ Rules of Order however, when requested by any member, the Judge Advocate will implement a strict adherence to Roberts’ Rules of Order.

Section 5. The order of business shall, so far as practicable, be:

(a) Reading of minutes of previous meetings.

(b) Reports of Committees.

(d) Report of Treasurer

(e) General Business:

(1) Unfinished Business

(2) New Business

(f) Chapter reports and/or concerns, as deemed appropriate by the Chapter President or designated representative.

(g) General discussions for the good of the order.

(h) Elections of officers, when applicable.

ARTICLE VIII. DUTIES OF OFFICERS.

Section 1. The President shall:

(a) Preside at all meetings of the Association; shall appoint all standing and special committees; shall be ex—officio member of all committees except the Nomination Committee and shall be without vote except in the case of a tie.

(b) Keep the members of the Executive Committee informed, in writing and at least quarterly, of any scheduled or special meetings, the status of key legislation (state or federal), plans for the convention or workshops, the President’s attendance at national or regional MOAA activities, and other information felt appropriate.

(c) Be accountable for the Association’s property and shall immediately turn such property over to the incoming President. A joint inventory of items shall include:

(1) The State Charter to The Georgia Military Officers Association of America, Incorporated, from the Secretary of State, Atlanta, Georgia.

(2) The Charter of Affiliation of The Georgia Military Officers Association of America, Incorporated, with The Military Officers Association of America,

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Washington, D.C.

(3) The American Flag with staff peak, case, and stand.

(4) The Georgia Military Officers Association of America State Standard with staff and stand.

(5) The gavel of The Georgia Military Officers Association of America, Inc.

(6) The factual information files of The Georgia Military Officers Association of America, Inc.

(7) The Georgia State Flag, staff and stand.

(d) Give suitable recognition to members of the Association in attendance at the State Annual Convention who have, during the year, attained their 50th Anniversary as Commissioned Officers. Recognition shall also given to each Past President and Officers Emeritus for the Association in attendance at the TGMOAA Annual Convention.

Section 2. The President or a designated representative shall:

(a) Visit each Chapter of the State at least once during the term of office. The President is authorized reimbursement for expenses relating to travel, lodging, meals, tolls, registration fees, gifts, and other related expenses as provided for in the approved budget. Reimbursements for duly designated representatives shall be deemed Presidential expenditures. All other operational and administrative expenditures shall be within the approved budget. All expenditures shall be vouchered and reported to the Executive Committee.

(b) Represent this Association in matters of affiliation and cooperation with other Affiliate Chapters and Councils of Chapters of The Military Officers Association of America. Any expenses incurred in accordance with this section shall be included as set forth in the maximum expenditures authorized for the President.

Section 3. The Executive Committee, at its mid-year meeting just prior to a scheduled Convention of MOAA, will determine whether the President or a designated representative will represent the Association at the Convention. If determination is made for representation at the Convention, the representative will be reimbursed upon proper documentation, mileage at the rate authorized by IRS, or the cost of one round-trip (coach class) airfare, cost of lodging, meals, and all registration fees. These expenses will be vouchered and reported to the Executive Committee. This reimbursement is in addition to the expenditures authorized in Sect. 2(a) above.

Section 4. The First and Second Vice Presidents shall act as Assistants to the President and shall perform such duties as may be assigned by the President. During the absence of the President at any meeting or function, the First Vice President shall preside.

Section 5. The Judge Advocate shall serve as the Parliamentarian at all State meetings of TGMOAA.

Section 6 The Secretary shall:

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a. Keep all records of the Association and shall record the minutes of each meeting; issue timely notices of meetings called by the President.

b. Maintain a factual information record of the affairs of the Association and shall keep the roster of Past Presidents and Officers Emeritus of the Association up to date and publish it at the State Annual Convention.

C. Send to the Historian such records of a historical nature for inclusion in the perpetual History of the Georgia Military Officers Association of America, Inc.

Section 7 The Treasurer shall:

a. Receive all money paid in for dues or received from other sources, and shall deposit all monies received in the name of the Association in such bank designated by the President. All disbursements shall be made by check and only for such amounts as are approved by the President. The Treasurer shall keep and maintain the necessary books of account approved by the Audit Committee and shall establish the method by which the Chapters will pay dues to the Association. The Treasurer shall maintain the Association’s financial records in such condition as to permit examination when required.

b. Forward the fee fixed by law for the annual registration to the Secretary of State, Corporations Commissioner, State Capitol, Atlanta, Georgia, together with certified statement for Annual Registration of a Corporation not later than the first of April each year.

Section 8. The Vice President for Legislative Affairs shall be responsible for both state and national legislative affairs that have an impact on association members and shall keep the President informed of action needed and will seek the President’s council in determining and implementing the legislative agenda. The Vice President for Legislative Affairs is authorized to:

(a) Take action necessary to support legislation in the best interest of the association members.

(b) Work with other organizations (such as MOAA and the Georgia Federal/Military Retiree Coalition) in order to accomplish legislative results.

(c) Solicit assistance from individuals in or out of TGMOAA to assist in implementing TGMOAA’s legislative program. This includes assisting Chapter Presidents and Chapter Legislative Affairs Officers to get their members voices heard and recorded.

Section 9. The Vice President for New Chapter and Membership Development will be responsible for developing plans and maintaining efforts for the formation of new chapters and their affiliation with MOAA and assisting TGMOAA Chapters to increase their membership. The Vice President shall:

(a) Keep the President informed of all plans and efforts in effect and will seek the President’s council in establishing and implementing a program of work.

(b) Present a one hundred dollar ($100.00) cash award, funded by the ongoing state convention, to the chapter attaining the greatest percentage increase in membership for the past year.

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Section 10. The Vice President for Veterans’ Services is responsible for keeping aware of state and national services available to members, and upon request, assist Chapter Veterans’ Affairs Officers and other members to insure that members and their survivors have the information necessary to receive the services that have been earned by those who served.

Section 11. The Vice President for Public Affairs is responsible for developing, maintaining and implementing a program of work that will seek out and publicize positive and supportive information about the uniformed services and assist Chapter Public Affairs Officers as requested.

Section 12. The Vice President-Officer Transition Assistance will assist chapters in working with officers coming out of the service as new retirees and new “former officers” who are looking for employment in second careers. The incumbent will also work with the MOAA staff on these activities and act as a channel for information to chapters and to aid in appraising chapters and transitioning officers about career and job opportunities in Georgia, and the various areas around the state.

Section 13. The Historian shall review all pertinent data deemed to be of interest to others at a later time. The Historian shall sort, assemble and at the Historian’s discretion, file the documents in the perpetual History of the Georgia Military Officers Association of America, Inc. for future review.

ARTICLE IX. COMMITTEES

Standing committees include but are not limited to: Place, Nominating, Credentials & Awards, Resolutions, Finance, and Audit. Additional and/or deletions of Standing Committees shall be approved by the Executive Committee. The State President may appoint any special single purpose task forces deemed necessary for the President’s term of office. The President has the right to appoint all committee members; however, this function may be delegated to the committee’s chairperson. The President and/or the committee chairperson are encouraged to allow some of a committee’s members to remain on committees in order to give the committee some memory.

Section 1. The State Executive Committee of the Association shall consist of all elected or appointed officers of the Association, the president or designated representative of each Chapter, and the Past Presidents of the Association who are residents of the State of Georgia and active members of a local chapter. Attending Past Presidents shall have one vote each. This vote cannot be delegated. This committee is chaired by the President of the Association without vote, except in the case of a tie vote.

Section 2. The State Executive Committee shall, at the call of the President, transact necessary business of the Association between Annual Conventions, subject to ratification by the Association at the

next Annual Convention, unless ratified earlier by majority of the Chapters.

Section 3. The Place Committee shall be chaired by a Past State President. It shall develop, maintain and publish criteria by which it will use in selecting the host chapters for the annual convention. The committee shall maintain a list for host chapters for each of at least three (3) years in advance.

Section 4. The Nominating Committee shall be chaired by a Past State President. The First Vice President shall serve as a member. The committee shall, at the Association’s Mid—Year Meeting, receive from the chapters, nominations for the nine elected officers and six standing

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committees. The committee will prepare and present the slate to the membership at the Annual Meeting, accept any nominations from the floor, and conduct the election.

Section 5. The Credentials and Awards Committee shall be chaired by a Past State President. The State Secretary-Treasurer shall be assigned to this committee. Its duties shall be as follows:

(a) Verify with the State Treasurer that each chapter has forwarded their annual dues to the State association in accordance with Article VI of the By—Laws. Obtain from the Secretary-Treasurer the number of members in each chapter and the amount of dues paid, then determine the number of votes each chapter may cast. Insure that the proper number of votes are cast and that individuals casting single votes are members in good standing.

(b) Verify that nominees for office are members in good standing in MOAA and their local chapter as required in Article IV, Section 4.

(d) Present the appropriate streamers awarded in accordance with Article XII, Section 4, at the State Annual Convention.

(e) The Secretary shall determine the chapters to receive the awards. The streamers shall be provided by the host chapter.

(f) Plan, procure through the Secretary, and execute other awards and awards ceremonies as may be directed by the President.

Section 6. The Audit Committee shall be chaired by a Past State President. Its duties shall be as follows:

(a) The Audit Committee shall meet with the Treasurer on the morning of the second day of the Annual Convention.

(b) The Treasurer shall have all vouchers and canceled checks ready for audit.

(c) Vouchers shall be prepared by starting with No. 1 and the year beginning with each administration and proceeding in numerical order for the term of office of the Treasurer.

(d) Canceled checks shall be maintained in the checkbook.

(e) Vouchers and canceled checks shall be cross-referenced.

(f) Committee members shall sign the balance sheet following audit.

Section 7. The Resolutions Committee shall be chaired by a Past State President. Its duties shall be as follows:

(a) Prepare and submit proposed resolutions as deemed appropriate, as requested by any member or chapter, or as directed by the President of the Executive Committee.

(b) Prepare and present appropriate recommendations and rationale to either support or oppose the resolution.

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signature and affixing the TGMOAA seal.

(d) All resolutions shall be made in the form of a statement as approved at the Executive Committee Meeting in Warner-Robins, Georgia on June 10, 1989.

Section 8. The State Finance Committee shall be chaired by a Past State President. The current State Treasurer and apparent incoming president shall be assigned to this committee. The committee is charged with inaugurating financial management procedures that will keep the Association on a sound fiscal footing. This committee’s duties are:

a) To establish and budget for, in cooperation with officers and committee chairmen, anticipated annual expenses of the Association.

(b) To recommend, whenever appropriate, new or revised financial policies.

(d) To recommend, whenever appropriate, changes to the approved budget.

ARTICLE X. VOTING.

The total number of votes authorized for each chapter shall be determined by the number of dues-paying

members in good standing and in accordance with the following formula:

Chapter Membership Authorized Votes

Up to 100 10

101 to 300 15

301 to 600 20

601 to 900 25

Members present at the Convention/Meeting are considered delegates and may cast their votes as desired. The Chapter President or an appointed representative may cast the remaining authorized votes. Chapter members present may waive the right to vote and authorize the Chapter President or the appointed representative to include their votes in the chapter total.

ARTICLE XI. AMENDMENTS.

Proposed amendments and additions to these By-Laws shall be submitted to the Secretary in writing. Such proposals shall be referred to the State Executive Committee or presented at the next Annual Convention as directed by the President. Time permitting, the State Executive Committee may refer such proposals to each chapter for action at its next meeting following

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receipt of the notice. Chapter Presidents are urged to report on action taken at the Mid-Year Meeting and at the State Convention. A majority vote of the chapters shall be required to approve the proposed amendment or addition. Changes become effective on the date of approval.

ARTICLE XII. FLAGS AND STANDARDS

Section 1. The American Flag, the Georgia State Flag, and the TGMOAA Standard shall be properly displayed at all regular meetings of the Association.

Section 2. Each chapter of the Association is encouraged to display the Chapter Standard Banner at the Annual Convention.

Section 3. All new chapters will be presented with Chapter Standards.

Section 4. An appropriate streamer for Chapter Standard, funded by the State Convention, will be awarded at the Annual State Convention to chapters falling into categories listed below:

(a) Highest percentage of new members for past year.

(b) Highest percentage of members attending the State Annual Convention.

(d) Highest actual number of members attending the State Annual Convention (excluding the host chapter).

(e) The above awards will be presented to the chapters at the State Convention.

(f) A streamer reading “Host Chapter, State Convention (year)” will be presented to the chapter hosting the Convention.

(AMENDED BY THE MEMBERSHIP DURING ANNUAL CONVENTION IN ATHENS, GEORGIA ON FRIDAY, OCTOBER 23, 2010)

Attest:

/s/ Shel Miller

CWO Shel Miller, USA(Ret)

Secretary

Approved:

/s/ Dan Holtz