By Laws

Article I - Name

Section 1 - The name of this organization shall be the National Guard Bureau Alumni Association, hereinafter referred to as the Association.

Article II - Purpose

Section 1 - The purposes of the association shall be to promote camaraderie, assist the National Guard Bureau where appropriate, information sharing and foster fraternal relations among active, retired and former members of the National Guard Bureau, to include Army and Air National Guard members, civilian, and Army and Air Force active duty members.

Article III - Status

Section 1 - The association shall be a non-profit organization, operated exclusively for the purposes specified in Article II above.

Section 2 - Officers, directors and appointed officials shall not receive any stated compensation for their services, but the Executive council may authorize reimbursement of expenses incurred in the performance of association duties.

Section 3 - Nothing herein shall constitute members of the association as partners for any purpose. No member, officer or agent of the association shall be liable for acts or failures to act on the part of any other member, officer or agent. Nor shall any member, officer or agent be liable for acts or failures to act under these bylaws.

Section 4 - The association shall use its funds only to accomplish the purposes specified in Article II above, and no part of said funds shall inure or be distributed to members.

Section 5 - In the event of dissolution of the association and after the discharge of all its liabilities, the remaining assets shall be given to a non-profit organization whose purposes and objectives are similar to those of this association, such organization to be designated by a majority vote of the executive council.

Article IV - Membership

Section 1 - The membership of the association shall be composed of men and women who are currently or who have served with the National Guard Bureau or any of its Army or Air National Guard Operating Activities. These personnel may have served as officer, warrant officer, enlisted or civilian with either the Army or Air National Guard; or any current, retired or former member of the active component of the Army or Air Force who has served with the National Guard Bureau. (includes widows and widowers of any deceased individuals who would, if living, be eligible for membership).

Section 2 - Subject to the provisions of Section 1 above, membership shall be of five categories: regular, auxiliary, honorary, life and associate members.

1. Regular Members - Those eligible for membership, as prescribed in Section 1 of this Article, who apply for membership and pay the prescribed annual dues.
2. Auxiliary Members - Widows and widowers of deceased members or of any deceased individual who would have been eligible for membership. Auxiliary Members shall not be entitled to vote or required to pay dues.
3. Honorary Members - Individuals, whether or not eligible for regular membership as set forth in Section 1 of this Article, and who have rendered exemplary service to the National Guard Bureau, may, on the initiative of the Executive Council, be elected Honorary Members of the Association. The Executive Council shall have the authority to terminate an honorary membership. Honorary Members shall not be entitled to vote or required to pay dues.
4. Life Members- Those Regular Members in good standing who apply for Life Membership and pay the prescribed dues.
5. Associate Members - Any person or organization who subscribes to the purposes, goals and objectives of the National Guard Bureau Alumni Association may be associate members. Associate members shall pay dues, as prescribed by the Board of Directors, and shall be entitled to vote, but may not hold office in the association.

Section 3 - Applications for regular, auxiliary, life or associate membership shall be submitted in writing to the Executive Council. Recommendations for honorary membership shall be submitted in writing to the Executive Council by regular, life, associate and auxiliary members. The Executive Council shall be empowered to accept or reject any application or recommendation for membership.

Section 4 - The Executive Council may drop any member for good and sufficient cause after that member has been given an opportunity to be heard.

Section 5 - Regular and auxiliary members are encouraged to hold and maintain membership in the National Guard Association of the United States or the Enlisted Association of the National Guard of the United States and the National Guard Association of a State of their choice.

Article V - Voting

Section 1 - Except as otherwise provided in these bylaws, all questions coming before the membership shall be decided by a majority vote.

Section 2 - Only regular members in good standing present, or providing a proxy vote, at a meeting of the association shall be entitled to vote.

Section 3 - Proxy voting shall be permitted at any meeting of the association.

Article VI - Dues

Section 1 - The annual dues for each member for the next calendar year shall be determined by the membership at the annual meeting, after receiving the Executive Councils' recommendation on the matter.

Section 2 - The annual dues for a calendar year shall become due on January 1 of that year.

Section 3 - Any member who fails to pay dues within 60 days from the time they become due shall be notified of delinquency by the secretary. If the member fails to make payment within the next 60 days, the Executive Council may, without further notice and without hearing, drop the member from the roll. The member shall thereupon forfeit all rights and privileges of membership.

Section 4 - Any member who has been dropped for non-payment of dues may be reinstated upon reapplication for membership and payment of the annual dues for the current year.

Article VII - Meetings

Section 1 - There shall be an annual meeting of the association during the first quarter of the calendar year for the receipt of annual reports, the determination of annual dues for the next calendar year, the election of officers and Council members and the transaction of other business. Notice of the meeting shall be made so as to notify each member at least 30 days in advance. (Note: advance notice must also conform to state law).

Section 2 - Regular meetings of the association shall be held as called by the Executive Council. Notice of each such meeting shall be made so as to notify each member at least 30 days in advance.

Article VIII - Executive Council

Section 1 - The Executive Council shall be composed of the elected officers (President, Vice President-Army, Vice President-Air, Vice President-Civilians, Secretary, and Treasurer, the immediate past President and the appointed directors of the standing committees (Membership, Activities, Publicity, Historical and Nominations).

Section 2 - The elected officers shall be elected by the membership at the annual meeting occurring in odd numbered years. Each elected officer shall take office immediately following election and shall serve for a term of two years and until a successor is duly elected and installed. He or she may not succeed themselves more than once in the same office.

Section 3 - The Executive Council shall have supervision, control and direction of the affairs of the association, shall determine its policies or changes therein within the limits of the bylaws, shall actively prosecute its purposes and shall have discretion in the disbursement of its funds. It may adopt such rules and regulations for the conduct of its business as may be deemed advisable and may, in the execution of the powers granted, appoint such agents as it may consider necessary. The Executive Council may appoint and form ad hoc committees or task forces as deemed necessary to draw upon the expertise of the association membership to assist the efforts of NGB, NGAUS or any other similar organization. The secretary performs all coordination and operational requirements in support of the Executive Council.

Section 4 - The Executive Council shall not be authorized to adopt resolutions or to establish positions in the name of the association.

Section 5 - The council shall meet upon call of the President at such times and places as he or she may designate and shall be called to meet upon demand of 2/3 of a majority of its members. The Council shall meet at least monthly. Notice of each meeting of the Executive Council shall be made so as to be received by each member of the council at least 10 days in advance.

Section 6 - A majority of the entire Council shall constitute a quorum at any meeting of the Council.

Section 7 - All questions coming before the Council shall be decided by a majority vote, with each member of the board present being entitled to one vote. Proxy voting shall be permitted.

Article IX - Officers

Section 1 - The elected officers shall be a President, Vice President-Army, Vice President-Air, Vice President-Civilians, Secretary, and Treasurer, each of whom shall be a regular or life members of the association.

Section 2 - The elected officers shall be elected by the membership at the annual meeting occurring in odd numbered years. Each elected officer shall take office immediately following election and shall serve for a term of two years and until a successor is duly elected and installed.

Section 3 - No member shall be eligible to serve more than two consecutive two-year terms as an elected member of the Executive Council.

Section 4 - A vacancy in the office of the President shall be filled immediately by the vice president from the opposite service of the former president. Vacancies in other offices shall be filled as the Executive Council may decide for the remainder of the unexpired term.

Section 5 - The President shall be the chief elected officer of the association, shall preside at meetings of the association and of the Executive Council, and shall be a member ex-officio, with right to vote, of all committees except the nominating committee. The president shall also, at the annual meeting and at such other times as might be deemed proper, communicate to the association or to the Executive Council information or proposals to help in achieving the purposes of the association. Further, the President shall perform such other duties as are necessary incident to the office of the President.

Section 6 - In the event of the President's temporary disability or absence, the Vice President from the opposite service of the President shall perform the duties of the President. In the event of the temporary disability of both the President and the Vice President of the opposite service, the remaining Vice President shall perform the duties of the President. The Vice Presidents shall perform other duties such as the President may assign.

Section 7 - The Secretary shall provide timely written notification of all meetings of the association and of the Executive Council and shall maintain a record of all proceedings. The Secretary shall also carry out these duties: prepare required correspondence, maintain the associations correspondence files and safeguard all important records, documents and valuable equipment belonging to the association. Further, the secretary shall perform such other duties as are commensurate with the office or as might be assigned by the Executive Council or by the president.

Section 8 - The Treasurer shall maintain a record of all sums received and expended by the association, make such disbursements as are authorized by the association or the council, deposit all sums received in a financial institution approved by the Executive Council and make a final report at the annual meeting or when called upon by the President. Funds may be drawn from the account in the financial institution only upon the signature of the Treasurer. The funds, books and vouchers in the custody of the Treasurer shall at all times be subject to inspection and verification by the Executive Council.

Article X - Directors and Committees

Section 1 - The President, subject to the approval of the Executive Council, shall annually appoint directors of standing and special committees such as might be required by the bylaws or might be advisable.

Section 2 - The standing committees of the association shall include, membership, activities, publicity, historical and nominations.

Section 3 - The director of the membership committee shall be responsible for maintaining membership records and collecting annual dues. The director of the activities committee recommends and coordinates dates, places and times of general membership meetings and activities.

Section 4 - The publicity committee shall be responsible for all matters pertaining to publicity and media/community relations.

Section 5 - The historical committee shall maintain all historical documents of the association.

Section 6 - The nominating committee will consist of the director and four other members (who do not hold any elective or appointive office) to nominate candidates for the elective offices. The committee shall notify the secretary in writing at least 45 days prior to the annual meeting, of its proposed slate of elected officers for the next calendar year, and the secretary shall mail a copy thereof to each regular member at least 30 days before the annual meeting.

Article XI - Parliamentary Authority

Section 1 - The rules contained in the current edition of Robert's Rules of Order Newly Revised shall govern the Association in all cases to which they are applicable and in which they are not inconsistent with these bylaws and any special rules of order the Association may adopt.

Article XII - Amendments

Section 1 - These bylaws may be amended, repealed or altered in whole or in part by a two-thirds vote of members present at any duly organized meeting of the association, provided that a copy of any amendment proposed for consideration has been made so as to notify each regular member at least 30 days before the meeting.

Section 2 - The Executive Council shall have the power to make, alter or repeal from time to time, By-Laws of the Corporation, except that the Council may not amend or repeal any By-Law in which control is vested exclusively in the members. If any By-Law regulating an impending election of officer’s is adopted, amended or repealed by the Executive Council, there shall be set forth in the notice of the next meeting of members for the election of officers, the By-Laws so made, amended or repealed, together with a concise statement of the changes made.

Article XIII - The Flag

Section 1 - The American flag shall be displayed and honored at all meetings of the Association.

This is to certify that these bylaws were approved and adopted at the October 14, 1994 meeting of the National Guard Bureau Alumni Association conducted at The Army National Guard Readiness Center, 111 South George Mason Drive, Arlington, VA 22204.

signed... Donald Wellen, President

signed... Bettie Helterbran, Secretary