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281st ASSAULT HELICOPTER COMPANY ASSOCIATION, INC.

BY-LAWS

As approved and ratified by the General Membership during the General Meeting of the 281st AHC Association at San Antonio, Texas, in October, 2019

ARTICLE I - MEMBERSHIP

  • Section 1. Regular Memberships:
    • a. An individual regular membership shall be open to all former members of the 281st Assault Helicopter Company and attached elements beginning with the formation, activation, and final deactivation of the unit.
    • b. An individual regular membership shall be open to all former assigned personnel of lettered, numbered or otherwise designated 281st Assault Helicopter Company and attached elements, to include all support members thereof.
    • c. Regular members in good standing shall be eligible to vote in elections, serve on committees, and hold offices in the Association.
  • Section 2. Life Memberships:
    • a. Individual Life Membership shall be open to individuals who meet the criteria for membership as described in Section 1 of these By-Laws and have satisfied the payment of the fee prescribed for Life Membership.
    • b. Life members in good standing shall be eligible to vote in elections, serve on committees, and hold offices in the Association.
  • Section 3. Limited Memberships:
    • a. Associate Members:
      • (1) Individual Associate Membership shall be open to all US Armed Forces personnel and those who have been honorably discharged from service.
      • (2) Individual Associate Membership shall be open to family members of persons who hold membership in the Association.
      • (3) Individual Associate Membership shall be open to those persons who support the goals and objectives of the Association and have been recommended for membership by the Executive Board.
      • (4) Individual Associate Membership shall be open to all members of the Special Forces Association (SFA) and all members of the Special Operations Association (SOA).
      • (5) Associate Members shall not be eligible to vote or hold office in the Association.
      • (6) Associate Members shall be eligible to serve on committees without vote.
    • b. Honorary Membership:
      • (1) Survivor Honorary Membership shall be automatically awarded to any immediate family member of a deceased person who qualified for membership under Section 1 or 2 above. Survivor Honorary Membership shall not be subject to review by the Executive Board. The Remembrance Committee will forward the names of qualified awardees to the Membership Committee Chairman for inclusion on the Honorary Membership roll.
      • (2) Special Honorary Membership may be bestowed upon any other persons of special distinction and achievement or special merit. A Regular or Life Member must submit a recommendation for such membership to the Secretary in writing, fully describing the candidate’s qualifications. The Executive Board shall review and approve all Special Honorary Memberships.
      • (3) Honorary Members shall be eligible to serve on committees and participate in general meetings without vote. Honorary Members shall not be eligible to hold office in the Association.
    • c. Corporate Membership: Corporate Membership shall be open to those businesses having an affiliation with the US Army and desiring to participate and support the 281st AHC Association. Such members shall have no vote in Association affairs. Corporate members are entitled to participate in Association functions; to include reunions, symposia, and product exhibits. Corporate non-members shall not be accorded the foregoing privileges unless approved by the Executive Board.
  • Section 4. Membership and Dues Assessments:
    • a. To become a member of the Association, a qualified individual must submit a New Application form as found at the Association website, or in the Association newsletter. Annual membership dues are $25.00 and are due and payable on January 1st each year. The membership year of the Association begins January 1st and ends December 31st.
    • b. Life Membership dues may be paid in one payment or over a period of one year in no more than six payments including the down payment. These payments, including the down payment, must be initiated and completed within the timeframe of a membership year. Upon completion of the last payment, a Life Membership card will be issued by the Membership Chairman. Should a member initiate payment toward a Life Membership and fail to pay the full amount within the established timeframe, the amount paid will be considered to be paid-up Annual Membership Dues and will be amortized over a period that will be equal to the amount of money paid based upon the price of Annual Dues.
    • c. Fees and dues that do not reach the Association by January 31st shall be considered to be delinquent.
    • d. Annual Association Membership dues are established as scheduled below: A member shall not be considered in good standing with the Association until the dues have been paid. Members that are not in good standing forfeit their rights and privileges to vote, hold elected or appointed office, serve on committees, or participate in general membership meetings.

      (1) Regular Membership $25.00
      (2) Associate Membership $25.00
      (3) Honorary Membership Contribution Only
      (4) Life Membership $300.00
      (5) Corporate Membership $500

ARTICLE II – MEETINGS

  • Section 1. The General Membership meeting shall be convened at least once in each calendar year. The membership will be polled during the General Membership meeting with regard to their preference of general location and timeframe for the next General Membership meeting. Using these preferences as a guideline, the Executive Board shall determine the date and place of the next General Membership meeting and notify the membership no later than six months prior to the planned date.
    • a. The General Membership meeting shall be conducted in accordance with Roberts Rules of Order Revised.
    • b. The Secretary shall prepare an agenda for each meeting and make it available to the General Membership as part of the Reunion Packet.
  • Section 2. The Executive Board shall meet at least once annually face-to-face at a time and place designated by the President. See Article VI for more details on the Executive Board.

ARTICLE III – ASSOCIATION OFFICERS

  • Section 1. All declarations and nominations of members in good standing who are interested in serving in the Association in an elected position will be elected by a majority vote of the membership in accordance with Article V below.
  • Section 2. Individuals newly elected to office shall be installed to that office at the close of the General Membership Meeting.
  • Section 3. The election of officers shall be done by written ballot as described in Article V. Should there be only one candidate for an office, then the ballot requirement shall be waived, and the election thereof shall be by acclamation.
  • Section 4. Members of the Executive Board shall not hold two board positions simultaneously.
  • Section 5. The elected officers of the Association shall exercise all the powers in the performance of their duties and responsibilities for their office as prescribed by these By-Laws. Elected Officers shall exercise the authority of office with prudence considering the best interest of the Association.
    • a. President:
      • (1) Shall preside at all general membership and Executive Board meetings.
      • (2) Shall appoint such officers as authorized by the provisions of the Constitution and By-Laws subject to the approval of the Executive Board.
      • (3) Shall appoint all committees established by these By-Laws subject to the approval of the Executive Board. Shall serve as an Ex-Officio member on all committees.
      • (4) Shall execute all resolutions of the general membership and the Executive Board.
    • b. Vice President:
      • (1) Shall perform the duties of the President during the temporary absence of the President.
      • (2) Shall perform such other duties as the President may direct.
      • (3) Shall be responsible for nominations and elections as described in Article V.
    • c. Reunion Chairman:
      • (1) Shall be responsible to the Executive Board to form a committee of members in good standing to jointly plan, organize and execute an annual reunion of the Association.
      • (2) Shall prepare a report to be presented to the Executive Board that includes, but is not limited to, a Reunion Plan, Reunion Budget and Reunion Souvenir no later than six months prior to the actual planned date of the reunion.
      • (3) Shall ensure the planned Reunion is executed within the confines of the pre-established plan and the pre-approved budget. The reunion shall be self supporting and will not present a financial burden to the Association treasury.
      • (4) The Executive Board and Reunion Chair will jointly present a proposed reunion location to the General Membership via email as early as possible and vote on the same at the next General Membership Meeting. The voting requirement can be waived with approval of the Executive Board.
    • d. Secretary:
      • (1) Shall record minutes of all General Membership and Executive Board meetings.
      • (2) Shall ensure the distribution of meeting minutes to the Executive Board members within 15 days following each meeting.
      • (3) Shall perform such duties as the President may direct.
    • e. Treasurer
      • (1) Shall be responsible for all collections received and for deposits in the custodial bank designated by the Executive Board.
      • (2) Shall disburse funds for the payment of authorized Association obligations.
      • (3) Shall maintain financial accounts, files, and records of the Association as may be directed by the Executive Board and as prescribed by these By-Laws. Shall ensure adequate documents are maintained and available to explain each expenditure and receipt. Shall exercise diligence in performing his fiduciary responsibilities for maintaining the accounting records in a manner as to allow periodic and annual financial statements within the guidelines established by the rules and regulations promulgated by prevailing state and Federal authorities when requested by the Executive Board.
      • (4) Pursuant to Article I, Section 4. c., the Treasurer shall maintain a permanent record of dues and assessments paid by members in order to provide a means for the Executive Board to verify an Association member's eligibility to participate in Association business.
      • (5) Shall prepare an Annual Financial report to be presented at the annual General Membership meeting.
      • (6) Shall file annual reports and payments to the Oregon Secretary of State, payments to the registered agent and income tax forms to the Internal Revenue Service.
  • Section 6. Additional appointed leadership positions of this Association shall be; Remembrance Committee Chairman, Communications Committee Chairman, Historian, PX Committee Chairman and Membership Committee Chairman If not established by a specific Article herein, any of these appointed positions may create a committee, with the approval of the President. Duties of appointed positions shall be as outlined herein.
    • a. Remembrance Committee Chairman:
      • (1) Shall be responsible for establishing a Memorial section for each KIA/MIA member on the website.
      • (2) Shall be the primary Point of Contact for all Memorial Events or Activities conducted by or participated in by the Association.
      • (3) Shall be responsible for procurement and presentation of an appropriate memorial upon the death of any member of this Association.
    • b. Communications Committee Chairman:
      • (1) Shall maintain an Internet presence for the 281st AHC Association in the form of a website with appropriate historical and informational materials, as well as information relevant to Association business.
      • (2) Shall have creative and artistic responsibility for the content and design of all materials presented for the Association, as well as determining appropriate links to other websites that are in keeping with Association standards.
      • (3) Shall ensure that Association material presented on the Internet does not place the Association, the Communications Committee or any Association officer in a position of liability because of inappropriate content, copyright protected materials, or presentation of anyone's materials without his/her permission, or any similar situations.
      • (4) Shall be responsible for establishing and maintaining e-mail networks through Groups.io.com or a similar free service, as directed by the President and approved by the Executive Board.
      • (5) E-mail Networks may include networks for entertainment and chat and for Official Association communications.
      • (6) Shall be responsible for news releases and information flow from the 281st AHC Association as authorized by the Executive board.
    • c. Newsletter Chairman: Shall publish and distribute a newsletter of the Association as directed by the President and approved by the Executive Board. This publication shall be made available both as a "hard copy" document mailed to eligible individuals and as an "electronic" document to be published on the 281st AHC Assn HQ Network in a downloadable format.
    • d. Historian:
      • (1) Shall be the official custodian of all unit and association historical documents and memorabilia.
      • (2) Shall make available such documents and memorabilia in a display at the annual General Membership Meeting.
      • (3) Shall establish and maintain a line of communication with other veterans organizations that are related to the 281st AHC Association such as the Vietnam Helicopter Pilots Association (VHPA), the Vietnam Helicopter Crew Members Association (VHCMA), Special Operations Association (SOA), Special Forces Association (SFA), and others as deemed appropriate by the Executive Board.
    • e. Internet Network Administrator:
      • (1) Shall be responsible for establishing and maintaining e-mail networks as directed by the President, and approved by the Executive Board.
      • (2) Networks may include eGroups for entertainment and chat, and for official Association communications.
    • f. PX Committee Chairman:
      • (1) Shall create a PX Committee consisting of not more than six members, including the President of the EB (Ex-Officio). The committee shall consist of at least the following members:
        • i. The Chairman
        • ii. The Association Treasurer
        • iii. The Chairman of the Communications Committee
      • (2) Shall approve all items to be sold by the PX, including annual reunion sales and sales from the 281st official website.
      • (3) Shall authorize outside vendors at reunions or items developed by members for sale at reunions, only with the approval of the EB at least 30 days in advance of the reunion start date. Donated items, where 100% of sales revenue goes to the Association, are excluded from 30-day EB approval.
      • (4) Shall insure that all sales proceeds emanating from PX transactions will only go into the Association account. Distributions from the Association account are at the discretion of the EB.
      • (5) Shall authorize new items for the PX inventory only with majority approval of the PX Committee. Items without that approval may be added by the EB.
      • (6) Shall adhere to the spending authority, to be created annually by the EB, for the purchase of new/replacement inventory.
      • (7) Shall submit any request for spending beyond the annual spending authority, to the EB, and that spending must be approved before an order is placed or a payment made.
      • (8) Shall provide the necessary details to the Treasurer, and the Treasurer will provide 1) an accounting of the previously authorized PX spending, and 2) year end inventory, at the annual EB meeting, or at such time as requested by the EB.
      • (9) Shall provide a count of the inventory on hand within 45 days after the reunion and the end of the calendar year.
    • g. Membership Committee Chairman:
      • (1) Shall be responsible for accessing new members into the Association, and forwarding all appropriate documents and funds to the Treasurer.
      • (2) Shall be responsible for coordinating with the Treasurer to ensure that accurate records are kept with regard to membership and dues payment.
      • (3) Shall be responsible for maintaining records of active, inactive, and deceased members.

ARTICLE IV - EARLY SUCCESSION TO OFFICE

  • Section 1. Should the President resign, become incapacitated, or otherwise be unable to fulfill the duties of the Presidency, then the Vice President (President Elect) shall succeed him as President for the remainder of the resigning or incapacitated President's term. At the completion of the resigning or incapacitated President's term, the President shall begin serving the term of the Presidency for which he was initially elected. The position of Vice President shall remain vacant until the next General Membership Meeting.
  • Section 2. Should the Vice President resign, become incapacitated, or otherwise be unable to fulfill the duties of the Vice Presidency, the position of Vice President shall be filled by appointment by the President and confirmed by the Executive Board. Any member, in good standing, may be considered for this appointment. The newly appointed Vice President shall serve the duration of the term of the resigning or incapacitated Vice President, but shall not automatically succeed to the office of President. A President and a Vice President shall be elected at the next Association Election. Should the Vice President resign effective with the end of his term and decline to serve as President, the sitting President shall remain in office one more term and the sitting Immediate Past President shall remain in office for one more term.
  • Section 3. Should both the President and Vice President resign or become incapacitated, then the Secretary shall assume the duties of the Presidency (become Acting President) for the remainder of the term of the President. But he shall not automatically succeed to the position of President after his term of Acting President has expired. A President and Vice President shall be elected at the next Association Election with the new President's term beginning at the close of the annual election meeting. Under these circumstances, the immediate Past President shall serve one additional year on the Executive Board, in that office.
  • Section 4. Should the Secretary resign, become incapacitated, or otherwise be unable to fulfill the duties of the Secretary, the President or Acting President shall offer the position of Secretary to any member, in good standing, subject to the confirmation of the Executive Board.
  • Section 5. Should the Treasurer resign, become incapacitated, or otherwise be unable to fulfill the duties of the Treasurer, the President or Acting President shall offer the position of Treasurer to any member, in good standing, subject to the confirmation of the Executive Board.
  • Section 6. Leaves of absence for Elected Officers from their Executive Board duties may be granted by the President, for a period not to exceed ninety (90) days. If the officer cannot resume his duties at the end of the authorized leave of absence, the President shall ask for the officer's resignation and take steps to offer the position to any member in good standing subject to the confirmation of the Executive Board.

ARTICLE V - NOMINATIONS AND ELECTIONS

  • Section 1. The Vice President shall be responsible to receive all declarations from members who wish to submit themselves as a candidate for an elective office in the Association, and shall co-ordinate with the Treasurer in order to determine the eligibility of each request for candidacy prior to its acceptance.
  • Section 2. All declarations and nominations of members in good standing who are interested in serving the Association in an elected position must be forwarded to the Vice President, not less than 90 days prior to the date of the next announced General Membership meeting (GMM), in order for the Vice President to act in a timely and proper manner to execute the election process.
  • Section 3. The Vice President shall be responsible for conducting an election of officers prior to the annual General Membership Meeting of the Association in accordance with the provisions of this Article The Vice President will seek members in good standing who are interested in serving as an officer in the Association as well as accept nominations from the membership. Should an individual be nominated his name will not be placed on the ballot without his consent.
  • Section 4. The Vice President shall obtain a current list of members who are eligible to vote in the Association elections from the Treasurer in accordance with Article I, Section 4, b. above to certify the election.
  • Section 5. Association elections shall be by written ballot, except as allowed for in Article III, Section 8, above. Ballots shall be produced by the Nominations and Election Committee and mailed/e-mailed to the membership no later than 60 days prior to the next scheduled General Membership Meeting. The election process can be handled by e-mail and/or regular mail at the discretion of the Nominations and Elections Committee. All ballots, electronic or regular shall be returned to the Vice President and postmarked or dated no later than 30 days prior to the next scheduled GMM. The Nominations and Elections Committee will certify the ballots pursuant to Article I, Section 4, paragraph c. After the committee process the Vice President shall present the ballots to the Executive Board for final approval prior to the next scheduled GMM. The Vice President will be scheduled on the agenda of the GMM and will present the results of the election to the membership. All ballots shall be kept confidential, with only the Nominations and Elections Committee and the Executive Board being privy to the information contain thereon.
    • a. Should a position to be filled be uncontested, the individual who declared for or was nominated for the position shall be considered to be elected by acclamation.
    • b. Should all of the positions to be filled be uncontested, the Vice President will mail/email the slate of officers to the membership and declare the election complete and make his official report at the GMM.
    • c. As the above described election procedure will be available to all members, regardless of their location, there will be no provision for proxy voting. Accordingly there will be no provision for an election of officers during the GMM.
    • d. Should no one qualify or seek an open position during the above described nomination and election process the newly elected President, subject to the approval of the Executive Board, shall appoint a member in good standing to the open position at the first meeting of the newly elected Executive Board.
  • Section 6. As the last order of business at the GMM, the outgoing President shall present the newly elected officers to the general membership. The newly elected slate of officers will then become the Executive Board of the Association and will conduct its first meeting before the end of the Reunion.
  • Section 7. All Association officers, elected and appointed, who are subject to be re-elected to office or re-appointed to a committee chairmanship, shall arrange for the complete transition of official duties and responsibilities to newly elected, or appointed officers, in the event they are not re-elected, or re-appointed. All files, records, and properties are considered to be the property of the 281st AHC Assn and shall be transferred to the new custodian without delay to prevent undue disruption to the good order and conduct of Association business.

ARTICLE VI - EXECUTIVE BOARD

  • Section 1. The Executive Board shall be the management committee of the Association and will meet at least once annually face to face, at a time and place designated by the President. The Executive Board shall have the authority to act for and on behalf of the general membership on any matter presented to the President between meetings of the Association, provided that such action is warranted due to the urgent nature of such matter, and proceedings or resolution is in the best interest and greater good of the Association.
    • a. Special meetings of the Executive Board may be called by vote of two thirds of the general membership, as verified by written petition, majority vote of the Executive Board, or an emergency call by the President. The agenda of such special meetings shall be limited to those items specified as justification for the meeting.
    • b. The Executive Board shall plan and co-ordinate special Association programs related to the recruitment for increased memberships, fund raising activities, voluntary contributions to the association for support of 281st AHC Association organizational goals and objectives, and promoting public relations activities of the Association.
    • c. The Executive Board shall use diligence and due consideration in order to ensure that all meetings result in maximum attendance.
    • d. A quorum of the Executive Board exists when a majority of the members are present at the meeting.
    • e. The President shall have the authority to convene, continue and adjourn an electronic meeting of the Executive Board to conduct the business of the Association between annual meetings, and shall preside over all such meetings.
    • f. The President may direct establishment of an official Executive Board Internet E-mail Group, or any other electronic means of communication that allows for a permanent written record to be created. Accepted business meeting practices shall be adhered to and minutes shall be kept for Association records.
    • g. The composition of the Executive Board shall consist of the following elected officers:
      • President
      • Vice President
      • Reunion Chairman
      • Secretary
      • Treasurer
  • Section 2. Other Committees: Other Committees may be established as programs are initiated to accomplish the organizational goals and objectives of the Association.

ARTICLE VII - PROCEDURE FOR AMENDMENTS

  • Section 1. These By-Laws may be amended at any meeting of the general membership when the proposed amendments have been submitted by any member in good standing through the Secretary to the Executive Board, at least 60 days prior to the annual General Membership meeting.
  • Section 2. A printed copy of the proposed amendments shall be included in the information package to be provided to each member prior to the annual General Membership meeting and mailed to each member in good standing at least thirty (30) days prior to the General Membership meeting. These proposed amendments may also be included in the 281st AHC Association Newsletter if delivery of such will satisfy the thirty day requirement.

ARTICLE VIII - ASSOCIATION AWARDS

  • Section 1. Awards Committee:
    • a. The Association shall establish an Awards Committee to administer the recognition of members, and other appropriate individuals, who warrant special recognition for their contributions/service to the Association.
    • b. Members of the Awards Committee shall be appointed by the President.
    • c. Each award established by the Association to be administered by the Awards Committee shall have its name, criteria, nomination and eligibility, selection process, type of award, and guidelines specified as an amendment to this Article.
    • d. Any requirements/restrictions for any award may be waived upon unanimous affirmation by all members of the Executive Board.
    • e. No monetary awards benefit shall be attached to or accompany any Association award for contributions/service to the Association.
  • Section 2. Association Awards
    • a. INTRUDER OF THE YEAR AWARD: This award shall be awarded annually to the "Intruder of the Year" (hereinafter referred to as IOYA).
      • (1) CRITERIA: The IOYA shall be given to the Association member who has set himself apart from his peers by demonstrating actions that best exemplify the ideals and traditions of the stated goals of the Association.
      • (2) NOMINATION, ELIGIBILITY and SELECTION: Nominees for IOYA shall be accepted from the membership and submitted to the Awards Committee not later than 60 days prior to the next scheduled annual reunion. All Association members in good standing shall be eligible for the IOYA. Members shall submit their nominee's name in writing to the Awards Committee Chairman along with appropriate justification as to why their nominee deserves the award. The nominee's meritorious service to the Association shall not be limited to the year of the award. The Awards Committee shall confirm each nominee's eligibility for the award prior to deliberations. Selection of a single nominee from the submitted nominations shall be done by the Awards Committee. Final selection by the committee shall be made in sufficient time to complete the nameplate engraving and the certificate with the recipient’s name and year of award prior to the presentation at the next annual reunion.
      • (3) TYPE OF AWARD: The IOYA shall be embodied by a traveling plaque. The plaque will have individual nameplates for adding the recipient’s name and year of award each year. The recipient may keep the plaque during the year subsequent to receiving it, and return it to the Awards Committee Chairman prior to or at the next annual reunion for presentation to the next recipient. Additionally, the recipient shall receive an appropriate printed certificate as their permanent record of the award.
      • (4) GUIDELINES: The following guidelines shall govern the selection of the IOYA recipient:
        • (a) There will be only one IOYA recipient annually.
        • (b) No individual shall receive the IOYA more than once.
        • (c) Only members of the Association shall be eligible to receive the IOYA.
        • (d) Monetary contributions to the Association alone shall not be sufficient basis for selecting an individual as IOYA recipient.
        • (e) Posthumous award alone shall not be sufficient basis for selecting an individual as IOYA recipient.
        • (f) Presentation of this award shall be made by the President.

ARTICLE IX - OWNERSHIP AND RIGHTS

  • Section 1. The 281st AHC Association declares the right of ownership of any and all materials, files and/or research done for the Association by appointed/elected officers on behalf of the Association. This right extends to, but is not limited to:
    • a. Copyrights on the Association Website and all materials contained therein, unless otherwise noted on the individual material. Pictures donated to the Webmaster for inclusion on the Official Website will remain the property of the individual unless expressed otherwise at the time of the donation.
    • b. All databases and lists researched by individuals appointed by the Association.
    • c. Ownership of the domain names: 281st.com, 281stAHC.org and 281stAHC-Assn.org.
    • d. All historical materials and/or memorabilia donated by individuals to the Association.
  • Section 2. Items such as shirts, caps and coins imprinted with the Intruder, Rat Pack, Bandit or Wolf Pack patches shall only be considered to be official if the 281st AHC Association sanctions the production and sales of such items. Members are discouraged from purchasing such items unless they are officially sanctioned. All profits derived from sales of these items shall be for the use and benefit of the 281st AHC Association and not those of the individuals involved in the sales of such items.

ARTICLE X - DISSOLUTION

  • In the event of dissolution of the 281st Assault Helicopter Company Association, Inc., the funds and assets of the Association remaining, after payment of all just debts and obligations, shall be disposed of in accordance with Article IX of the Constitution.

Opened in a new window for comparison with the present by-laws.