Navy Supply Corps Foundation- Patuxent River Chapter
An affiliate, chartered chapter of the US Navy Supply Corps Foundation, Inc.
Article One: Name and Location
The chapter shall conduct its business and operations under the name Navy Supply Corps Foundation- Patuxent River Chapter (NSCF-PRC). The initial principal office of the chapter shall be located in Patuxent River, Maryland, or at such other location as may be determined from time to time by the governing board of directors.
Article Two: Authority
The chapter is granted identification as Supply Corps related by the authority of the Chief of the US Navy Supply Corps, and operates exclusively as a nonprofit organization as a chartered affiliate of the US Navy Supply Corps Foundation. This affiliation defines the chapter as a nonprofit organization under Section 501(c)(3) of the Federal Tax Code, and gifts to the chapter are tax deductible to donors under Section 170 of the Code. The Foundation and its associated Chapters are officially classified as private, unofficial organizations (i.e., non-federal entities).
Article Three: Purpose
The chapter exists to engage its members in professional development, community involvement, charitable endeavors, and social interaction. In so doing, the chapter strives to promote “esprit de corps” and camaraderie among and between Supply Corps professionals within Patuxent River, Maryland.
Article Four: Fiscal Year
The fiscal year of the chapter is defined as January 1 through December 31.
Note: The fiscal year as defined here is the same as that of the NSC Foundation.
Article Five: Membership
All Supply Corps officers, current or otherwise honorably discharged, of the US Navy Supply Corps, either on station or otherwise residing within the defined scope of operations of the NSCF-PRC are by definition members of the chapter.
Article Six: Governance
The chapter is governed by the executive leadership board which consists of the following members: President, Vice President, Secretary, Treasurer, a board of directors selected from the membership. The president may not be assigned because of his or her position. Commanding Officers of NAVSUP activities that hold contracting authority shall not be eligible to serve as Chapter presidents. The results of the election shall be reported promptly to the Foundation. A copy of the Chapter by-laws shall be signed by the new president and submitted to the Foundation. The board of directors shall exercise all the powers of the chapter including the control of chapter property and approval of the standards under which the affairs of the chapter will be conducted. Directors shall not be fewer in number than 7 nor greater in number than 15. Directors and officers of the board will serve for a period of one year, subject to election or reelection by the incumbent board (or membership) at the designated annual meeting of the chapter. For purposes of conducting the business of the chapter a simple majority of seated board members shall constitute a quorum. The board of directors reserves the right to name from time to time nonvoting “honorary directors,” which may include the Chief of the Navy Supply Corps and the Chair of the Board of the US Navy Supply Corps Foundation.
Article Seven: Officers
The chapter shall have a president, a vice president, a secretary, and a treasurer, and any other officers it deems prudent and necessary for the conduct of chapter business.
The president shall preside over all meetings of the chapter membership. The president shall also validate the fiscal operations of the chapter, including but not limited to the receipt of gifts and contributions, the management of funds on hand, and the distribution of funds for the stipulated purposes of the chapter. The president shall be responsible for strict compliance with ethics regulations, and is encouraged to use the vice president to aid in this effort. If funds are raised for a particular purpose (example: NSCF Memorial Scholarship Fund) then the Chapter should ensure those funds are proactively managed and forwarded to the Foundation for that purpose
The vice president shall preside at meetings in the absence of the president, and otherwise assist the president as required.
The secretary is responsible for the preparation, publishing, and distribution of all meeting agendas, and for the preparation and distribution of the minutes of all board meetings. The secretary shall also serve as the oversight person for chapter compliance with its adopted bylaws.
The treasurer shall receive, deposit, invest, and distribute funds realized for the specified purposes of the chapter. The treasurer shall also prepare and keep an accurate accounting of all financial transactions, and shall prepare reports as required on such transactions for review and approval of the chapter board.
Article Eight: Indemnification
Any and all officers of the chapter having access to chapter funds shall be required to give surety bond or otherwise be bonded conditioned on the faithful performance of their respective duties. The level of such bond shall be determined from time to time by the board of directors. Additionally, the chapter shall indemnify its directors and other volunteers to the extent permitted by the state of Maryland.
Article Nine: Meetings
The board of directors shall meet at least monthly with one meeting designated as the “annual meeting” for the purpose of electing board members and officers, disclosing and reviewing the financial activities of the chapter, and the announcement of any plans or goals for the ensuing fiscal year. Special meetings may be called by the president or any three members of the board.
Article Ten: Committees
The president of the chapter shall appoint ahead of the annual meeting a nominating committee and charge it with proposing persons to fill vacant board positions, and to nominate officers of the chapter for the ensuing year. The board of directors may also create additional standing and ad hoc committees as deemed necessary to fulfill the programmatic goals of the chapter.
Article Eleven: Bylaws Amendment
These articles may be amended by two-thirds supporting vote by members of the board of directors at any regular or special meeting called by the board of directors. Proposed amendments must be made known to the directors at least 30 days prior to related board action.
Article Twelve: Dissolution
Upon the dissolution of the Navy Supply Corps Foundation- Patuxent River Chapter, the remaining assets of the chapter shall be transferred to the US Navy Supply Corps Foundation or to another qualified nonprofit organization that most closely represents the spirit and purposes of the chapter. Such determination shall be made by a quorum of directors at the time of dissolution.
Ratification: We the undersigned hereby certify that these bylaws of the Navy Supply Corps Foundation- Patuxent River Chapter were adopted on 5 March 2014 at Patuxent River, Maryland at which a quorum of the chapter executive leadership board was present and voting.
Attest: ________________________, President; _______________________, Secretary;
Todd Wanack, CAPT, SC, USN Arthur Nelson-Williams, LCDR, SC, USN