13 March 2017
THE AMERICAN LEGION FAYETTE COUNTY POST 105
ARTICLE I: NAME
The Post existing under these By-Laws is to be known as The American Legion Fayette County Post 105 (hereafter referred to as "the Post").
ARTICLE II: NATURE AND ORGANIZATION
The Post shall function within the principles and policies as set forth the National Constitution of The American Legion, the Constitution of The American Legion Department of Georgia, and By-Laws of The American Legion Department of Georgia, and the Constitution of Fayette County Post 105.
ARTICLE Ill: MEMBERSHIP
Any person who conforms to the requisites of eligibility prescribed by the National Constitution of The American Legion and the Department of Georgia and who pays the prescribed dues (to include transfer from another post) shall be eligible for membership in the Post. Applications for membership will be reviewed for eligibility by the Post Adjutant prior to presentation to the membership for acceptance. The Executive Board has the authority to hold in abeyance any membership or transfer of membership from another Post of any person who has been charged with or is under investigation of any charges brought against them for any misconduct pending further inquiries or resolution of said charges. A Paid-Up-For-Life membership, paid for by the Post, may be recommended by any member in good standing. The nomination must be approved by the majority of members voting at a regular/called meeting.
ARTICLE IV: OFFICERS
Elected Post Officers will consist of a Commander, Senior Vice-Commander, and two Junior Vice-Commanders (minimum). These officers shall be elected at the Annual Meeting of the Post. Nominees must be paid-up in good standing. Elected Officers shall not be eligible for more than two successive terms in their respective offices. Elections shall be conducted by ballot for the members present, unless waived by the Post membership.
Appointed Post Officers will consist of, but not limited to: Adjutant, Finance Officer, Chaplain, Service Officer, Sergeant-At-Arms, Historian, and Public Affairs Officer. Judge Advocate and Standing Committee Chairman such as the business of The Post may require. Appointed Officers shall be selected by the Commander and approved by the Executive Committee, to serve in conjunction with the Commander's term of office.
Elected and appointed officers will normally be installed at the August Post meeting. Vacancies in elected office due to death, reassignment or other cause shall be filled by special election by the Post membership to fill the remainder of the term at the next succeeding meeting. A vacancy caused by the acceptance of another position in the Post may be filled by election at the meeting at which the vacancy occurs. Vacancies in appointed office will be filled by the Commander as necessary when such vacancies occur.
ARTICLE V: EXECUTIVE COMMITTEE
At the Annual Meeting of The Post, there shall be elected in the same manner as prescribed for the election of Post Officers, three members serving as Directors who, together with the elected Post Officers, shall constitute the Executive Committee. The three Directors shall initially be elected to fill terms of one year, two years and three years duration respectively. At each subsequent Annual Meeting, each Director will fulfill a three year term of office. Director vacancies due to death, resignation or other cause shall be filled by special election by the Post membership to fill the remainder of the term at the next succeeding meeting. Directors are prohibited from serving as elected Post Officers.
All administrative functions of the Post, except those expressly reserved to the members hip of the Post, shall be relegated to the Executive Committee. The Executive Committee of The American Legion Fayette County Post 105, Inc. (herein afterward referred to in this Article as the Corporation) as heretofore created and existing under sanctions of the Post, shall have equitable title to the properties of the Corporation and shall formulate such terms and conditions as will insure safeguarding the properties and furthering the best interest of the Corporation. The Executive Committee shall have the power to authorize expenditures of funds for emergencies or contingencies that may occur between regular Post meetings. Acquisition or disposition of properties in the name of the Corporation by the Executive Committee must be preceded by at least ten days written/electronic notice to all Post members that such action is pending. Two signatures, the Commander's and the Finance Officer's shall be required.
ARTICLE VI: STANDING COMITTEES
The Commander shall appoint the following committees: Membership, Program and House. Additional committees may be named by the Commander. The composition of each standing committee shall be left to the direction of the Commander. Service on the committee will not extend beyond the tenure of the appointing Commander. The Commander may fill committee vacancies as required.
ARTICLE VII: DELEGATES
Delegates and Alternates to the Department/District Conventions shall be selected by the membership by whatever means the Post at a regular/called meeting may prescribe. Delegate credentials shall be verified and transmitted to the proper authority by the Adjutant.
ARTICLE VIII: FINANCE
The Executive Committee is responsible to review financial/budget requirements and present recommendations to the Post. The Executive Committee will ensure a yearly internal audit of Post financial transactions is accomplished. The Finance Officer shall have the authority to disperse funds essential to the operation of programs previously approved by the Post membership, as well as recurring bills. The Finance Officer will keep the membership informed on Post finances at each regular meeting and will be responsible for the preparation and submission of all required tax/corporation documents. The Post fiscal year will coincide with that of the Department of Georgia.
ARTICLE IX: DUES
The annual Post dues shall be determined by vote of the members of the Post at the regular meeting in April to allow changes to be transmitted to Department Headquarters prior to the issuance of the succeeding year's membership cards. Members in arrears shall forfeit all voting privileges.
ARTICLE X: MEETINGS AND QUORAMS
The Post will normally meet at least once a month on dates to be determined by the Post. The Annual Meeting shall be held between thirty and sixty days in advance of the Department Convention. Called meetings are at the discretion of the Commander upon seven days written/electronic notice to the membership. Ten members in good standing shall constitute a quorum for the transaction of Post business at regular/called meetings. All meetings of the Executive Committee will be announced to the Post and open for members to attend. The Executive Committee will announce in advance if membership comments will be permitted. The Executive Committee at its discretion may hold a closed meeting to discuss sensitive matters involving the Post upon seven days written/electronic notification of the membership. Two-thirds of the members of the Executive Committee constitute a quorum for conducting business. Minutes of business conducted at these meetings will be recorded and submitted to the membership for approval.
ARTICLE XI: CORPORATION
In compliance with laws of the State of Georgia and requirements set forth by the Secretary of State, The American Legion Fayette County Post 105 Inc., was incorporated on the 22"d day of February 1993. The Board of Directors of the Corporation shall be the members of the Executive Committee, composed of the elected officers of the Post plus the three elected Directors as designated in Article V. The Post Commander shall serve as the Chairman of the Corporation. The Executive Committee will ensure the updating of Corporation documents.
ARTICLE XII: AMENDMENTS AND RESCINDING CLAUSE
These By-Laws may be amended at any regular or called meeting of the Post by a vote of two-thirds of the members of said Post attending such meeting, provided written/electronic notice embodying the substance of the proposed amendment will have been sent to each member not less than seven days in advance of the date when such amendment is to be voted upon. All such By-Laws adopted previously by this Post are hereby rescinded and that By-Law shall be construed as having superseded the same from the date of its adoption.
ARTICLE XIII: MISCELLANEOUS
Duties of Officers, meeting agenda format, Rules of Order, ceremonies, Post operations, community projects, and other topics will be guided by the current edition of The American Legion Officer's Guide and Manual of Ceremonies, as well as direction provided by National, Department and District Headquarters.
13 March 2017