By-Laws

BY-LAWS

118TH NY VOLUNTEER INFANTRY COMPANY F; USV

HISTORICAL RE-ENACTING UNIT

1/26/2008

(Revised & Updated 1/30/2011)

                                                           

                                                           

 

ARTICLE I

 

The name of this organization shall be the 118th New York Volunteer Infantry, Company F. Hereafter, called “the Company”. This shall also include a sub organization hereby known as the 118th NY Volunteer Civilian Auxiliary. This organization, by choice, maintains affiliation the USV (United States Volunteers) http://usvolunteers.org/

 

ARTICLE II

                                                  

OUR  MISSION

 

 118th NY Volunteer Infantry Company F is a safety minded and authentic historical organization with the goal to portray and educate the public on the lifestyle of the soldiers and civilians during the period in American History known as the Civil War or the War Between the States. The  Company  endeavors to accomplish this purpose through an accurate portrayal and impression primarily through the view of typical Civil War Era (1861-1865) soldiers and their families. The Company does not condone or endorse emphatically any policy or practice of hatred, racism, or bigotry. The 118th NY Co. F Vol. Inf. maintains a website for the benefit of its members & for the general public to openly view. (118thny.org)

 

ARTICLE III

 

SECTION A

MEMBERSHIP

 

The Company  is open for membership to all those who are 18 years of age and over. All potential members must submit a Membership Application which includes full name, address, city, state, zip code, age, gender, phone numbers, e-mail address, desired impression, medical information and any other pertinent information which the Company deems necessary to conduct normal business and correspondence. Those 13 to 17 years of age may apply for membership with the signed permission of their parent under certain conditions to be decided by the Company upon application. Members who wish to carry a firearm (musket) and actively participate in field skirmishes and battles must be at least 16 years of age with proof of a valid Hunter=s Safety Certificate. Younger members may participate in non-combatant roles such as runner, flag bearer, and musician. All members must satisfactorily communicate a thorough understanding of proper safety practices and procedures as detailed in the Training Manual. The Company reserves the right to evaluate any applicant & may refuse membership to the applicant upon review, if deemed unsuitable, for any reason what-so-ever.

 

Membership is open to all regardless of race, religious beliefs, national origin, gender, and political beliefs.

 


All fees and dues must be current and paid in order for a member to be considered active and in good standing.  A member will be responsible for the payment of all dues and insurances voted on by membership. Dues & Insurance fees may vary depending on the financial needs of the unit & the insurance requirements. All dues & insurance requirements will be addressed, as needed, at the Annual Meeting.

 

Members are liable for their own equipment and completing their kit impression no later than the end of their first year of membership. The kit impression must be patterned along the guidelines of a historically accurate Civil War Era Soldier or Civilian of the period as defined in the Company Guidelines and Training Manual. All new members must complete a full 1 year probationary period. At the completion of that probationary year the membership will determine, in a sanctioned company meeting, if that person(s) has met the guidelines and terms of full membership. A probationary member may be dismissed at anytime during the 1 year probationary term with a 2/3 vote of the attending members during a company sanctioned disciplinary meeting.

 

SECTION  B

                                 

DENIAL, REVOCATION, OR  RESIGNATION OF MEMBERSHIP

 

Revocation of membership can be applied by a 2/3 vote of the Company Membership attending a disciplinary meeting, when such a cause for revocation is clear and apparent. A 30 day advance notice, of a disciplinary meeting, will be given to all members. Cause for revocation shall include engaging in dangerous or unlawful acts such as mishandling or unlawful use of firearms or other weapons, unlawful substance abuse, violent, threatening, reckless behavior, malicious behavior causing or attempting to cause injury to another person(s) or failure to follow the Company=s safety rules as specified in the Training Manual.

 

Cause for revocation shall also include behavior deemed by other Company members as contrary to the spirit and mission of the Company. This shall also include any other behavior deemed as inappropriate or disrespectful to event organizational members as well as destructive behavior harmful to historical artifacts and property.

 

When such identifiable terms as above exist a special meeting shall be called by the Company Leadership and the 2/3 Company membership vote applied. Such a meeting may be held in a specific location or electronic submission. Results shall be able to be viewed by Company members and held on file by the Company Adjutant.

 

Any member may resign from the Company through either a written notice or other such communication as to be effective.

 

Any dues or fees previously paid to the Company shall be deemed forfeit upon resignation or revocation.

 

 

 


SECTION C

MEMBER RIGHTS and RESPONSIBILITIES

 

A member of the Company shall be considered in good standing if the dues are paid in full for the current year. A member in good standing shall have the following rights and responsibilities:

 

* Right to view any and all company financial information within 10 business days, with a 

   written request from the concerned member(s).

 

* Right to hold any office within the Company.

 

* Right to vote on all organizational matters of the Company.

 

* Right of liability & accidental insurance coverage at all official events.

 

* Responsible for maintaining an accurate historical impression in accordance with the Company

   Guidelines.

 

* Responsible for maintaining all Safety Guidelines and Training Manuals assigned to the 

  Company.

 

 

SECTION D

MEMBER ATTENDANCE

 

A member must attend one (1) scheduled event or function, in its entirety, per year to retain an active membership status. If a member does not attend one (1) scheduled event or function for its entirety within a one (1) calendar year (Jan.-Dec) period, the member(s) will be placed on an in-active probationary status, by membership, for a one (1) year period. After that year has been completed, the member(s) will be reviewed once again by membership for re-instatement to active status, continuance of probation, or termination. This will be determined and acted upon at the Annual Meeting by membership attending, with a majority vote needed for action to be taken. Extenuating circumstances will be reviewed and taken into consideration in rendering a decision. The member(s) in question, have the right to appeal any decision rendered by the membership and must place, in writing, their rebuttal or explanation of defense for the appeal to the Company Board. The appeal must be submitted to the Adjutant no later than ten (10) days from the Annual meeting date. The Company Board will review the member(s) appeal and render a decision within ten (10) days of the submitting of the appeal. All decisions from this point are final. The Adjutant/Treasurer will maintain proper and accurate attendance records for all events on our completed schedule of events listing and a copy of this record will be made available at the Annual Meeting. It will be the responsibility of the membership to advise and review the Adjutant of the accuracy of this record, pertaining to the member(s), by reviewing it at the Annual Meeting.

 

 

ARTICLE IV

 

COMPANY LEADERSHIP and COMMAND

 

It is the responsibility of the company command structure to oversee all administrative functions to ensure compliance of existing company policies and to contribute services in such a way as to provide a smooth, efficient, and harmonious operation of the company. All positions of the Company Command are for a period of 1 year and secured through a general company election at the Annual Meeting.

 

 

The Company leadership shall be divided into two categories; the Company Board and the Company Administration to include the following positions:

 

Company Board

 

* Company Commander

 

* Adjutant/Treasurer

 

* Civilian Liaison

 

 

 


Company Administration

 

* Company Adjutant / Treasurer

 

* Second Sergeant

 

* First Corporal

 

* Second Corporal

 

* Company Secretary

 

* Public Information Officer

 

* Ordinance Officer

 

* Quartermaster

 

The Company Board is responsible for all activities within and involving the Company. Each member of the Company Board shall have 1 vote to be applied within a Board vote on any way, company expenditure greater than petty cash, and any proposed amendment to the Company By-Laws. A 2/3 vote is required to bring forward for a company vote to the general company membership. Company members shall have the right to veto any board decision by a simple 2/3 majority vote.

 

A member may only hold one(1) Board position at a time.

 

Members who hold office in the Company Administration shall be responsible for the performance of any and such duties as required by the specific nature of the office held. The Company Administration shall assist the Company Board in any and all company organizational matters.

 

SECTION B

 

OFFICE RESPONSIBILITIES

 

COMPANY BOARD

 

Company Commander:

 

* Shall hold rank no greater than Captain.

 

* Shall be a member in the Company Board.

 

* Must be held by an active member in good standing.


* Directly responsible for all activity within the Company in or out of military camp.

 

* Shall preside over all company meetings within military period camp.

 

* Shall work closely with the Civilian Liaison in the performance of duties during a scheduled

   event.

 

* Shall work closely with the Civilian Liaison to maintain adherence to a proper period impression.

 

* Will strive to maintain a harmonious atmosphere within the Company.

 

* Will enforce all company policies regarding safety and historical accuracies.

 

* Will enforce all company policies as specified in the By- Laws and Training Manual.

 

* Shall have access to any and all company financial information as deemed necessary.

 

* Shall assign military duties as necessary and for the duration particular to an event.

 

* Shall lead the company on the field in a proper military fashion.

 

* Shall be responsible to the Company Board for presenting any and all issues that may require

   a general company vote.

 

* Shall submit an After Action Report after an event.

 

* Shall insure that the Company is well drilled and schooled for all field events.

 

Civilian Liaison:

 

* Shall preside over any and all activities within the Civilian Auxiliary.

 

* Shall work closely with the Company Commander to insure proper period impression within

   a military camp.

 

* Shall have access to any and all company financial information as deemed necessary.

 

* Shall preside over all meetings outside of a military camp

 

* Shall be responsible to the Company Board for presenting any and all issues that may require

   a general company vote.

 

* Shall conduct meetings as necessary within the Civilian Auxiliary.

 


* Shall only be held by a civilian member in good standing.

 

* Shall be responsible for all civilian members in complying with all company policies and

   guidelines.

 

* Shall report to the Company Commander any such issues which may affect the smooth,

   efficient, and harmonious operation of the company.

 

* In the absence of the Civilian Liaison another Board Member shall preside over all meetings

   or another designee.

 

 

First Sergeant:

 

* Shall assist the Company Commander in the enforcement of all company policies and

   guidelines.

 

* Shall assume company leadership in the absence of the Company Commander at an event.

 

* Shall work closely with the Company Commander & Civilian Liaison to insure a harmonious

   atmosphere within the company.

 

* Shall be responsible to the Company Board for presenting any and all matters that might

   require a general company vote.

 

* Shall conduct company drill as necessary.

 

* Shall assist the Company Commander in all matters regarding safety and such guidelines

   as specified in the Training Manual.

 

SECTION C

COMPANY ADMINISTRATION

 

Company Adjutant / Treasurer:

 

* Shall be an active member in good standing.

 

* Shall maintain proper membership contact listings.

 

* Shall provide and maintain an accurate event listing including participation requirements, 

   deadlines, and fee information.

 

* Shall insure that members register for events in a timely manner.

 

* Shall maintain proper insurance records.


* Shall maintain accurate and complete company funds and accounts.

 

* Shall disperse company funds as directed by the Company Board.

 

* Shall have the authority to dispense company funds in the form of petty cash as necessary but

   not to exceed $100.

 

* Shall maintain a record of all receipts and company purchases.

 

* Shall provide any and all company financial information as requested by a member of the

   Company Board.

 

* Shall provide an annual treasurer=s report during the company annual meeting.

 

Second Sergeant:

 

* Shall be an active member in good standing.

 

* Shall assume all duties and responsibilities of the Company in the absence of both the

   Company Commander and the 1st Sgt.

 

* Shall assist the Company Commander & 1st Sgt. In military protocol, drill, and any other

   relevant functions at an event.

 

* Shall assist in the enforcement of company policies regarding safety and as specified in the

   Training Manual.

 

First and Second Corporals

 

* Shall be active members in good standing.

 

* Shall be responsible for all activity of the company within a period military camp in the

   absence of a higher rank.

 

* In the absence of a higher rank the 1st and 2nd Corporals will assist and cooperate with the

   Civilian Liaison in the enforcement of all matters regarding safety and as specified in the

   Training Manual.

 

* Shall be responsible for company drill in the absence of a higher rank.

 

Company Secretary

 

* Shall be an active member in good standing.

 

* Shall maintain a record of all meeting minutes both in and out of military camp.


* Shall make available a report on meeting minutes in a timely fashion not to exceed two weeks

   after such meeting.

 

* Shall assist the Company Commander & Civilian Liaison on the enforcement of any matters

   regarding safety and as specified in the Training Manual.

 

* Shall maintain the Company Membership Packet.

 

* Shall assist the Company Adjutant / Treasurer as necessary.

 

Public Information Officer

 

* Shall be an active member in good standing.

 

* Shall administer the Company web-page.

 

* Shall assist the Company Board in the dissimilation of all information to the public.

 

* Shall assist in the creation of administering of all press releases, flyers, recruiting posters,

   newsletters, and brochures.

 

Ordinance Officer

 

* Shall be an active member in good standing.

 

* Shall be responsible for the enforcement of any matters regarding safety and as specified in the

   Training Manual.

 

* Shall insure that all weapons are in good working order and compliant with Company,

   Battalion, and ANV safety policies.

 

* Shall instruct all members as to the proper care and maintenance of all company weaponry.

 

* Shall insure the proper weaponry training for all new members.

 

* Shall have the authority to ban the use of any weapon deemed unsafe.

 

* The ruling of the ordinance officer is final on all matters regarding safety.

 

Quartermaster

 

* Shall be an active member in good standing.

 

* Shall maintain an accurate and updated list of all company equipment.

 


* Shall insure the proper maintenance of any and all company equipment.

 

* Shall maintain a proper and accurate record of any and all company equipment lent to a

   company member.

 

* Shall assist the Company Commander in insuring a proper military impression for all company

   members.

 

* Shall insure that any company equipment used at events is period accurate.

 

SECTION D

ELECTION OF OFFICERS

 

Any company member may nominate any member in good standing within the Company.

Nominations may be submitted in writing to the Company Adjutant / Treasurer before the

Annual Meeting will be listed on that annual election meeting=s slate. Nominations may also

be made by a seconded motion on the floor at the Annual Meeting.

 

Elections shall be by written ballot at the Annual Meeting. A chair for the election of the company offices will be chosen by a simple majority of the company membership quorum shortly before the election is to commence. The chosen chair shall be a member in good standing and one not nominated for any office within the company. The chair for the election shall count all ballots in the presence of the company membership. The election of company offices shall be decided upon by a simple majority of member votes. In the case where there is only one person nominated for an office, the nominee shall be elected to the office by acclamation. Any absentee ballots will be accessible through the Company Adjutant / Treasurer and Company Secretary must be returned prior to the date of the Annual Meeting.

 

ARTICLE V

QUALIFICATION, REMOVAL, RESIGNATION, COMPENSATION, AND

INDEMNIFICATION OF OFFICERS

 

SECTION A

QUALIFICATION OF COMPANY BOARD AND COMPANY ADMINISTRATION

 

Any member of the Company in good standing may hold office within the organization.

 

SECTION B

REMOVAL OR  RESIGNATION OF OFFICERS

 

An officer shall be removed from office when cause exists for removal. Cause shall be any action sufficient for removal of membership, as well as failure to perform the required duties of office and any breach of the Company By-Laws. Removal shall be by the same process as revocation of membership. In voting upon removal is also intended as revocation of membership

 


Any officer may resign from office upon written notice to the Company Board. Unless circumstances render adequate notice to be an undue hardship, officers shall provide at least one month=s prior notice of resignation, and shall be responsible for fulfilling their duties under these by-laws in the time prior to their resignation.

 

SECTION C

COMPENSATION OF OFFICERS

 

No officer shall receive any compensation or stipend for the performance of the duties in conducting the business of the organization.

 

ARTICLE VI

 

FINANCIAL TRANSACTIONS

 

The Company Commander, Civilian Liaison, and Company Adjutant / Treasurer shall be the only people within the company authorized to engage in all financial transactions, provided however that they do not reside in the same household. The bank account shall be held at any banking institution convenient for the Company Adjutant / Treasurer=s access. The Company Adjutant / Treasurer=s signature shall appear on all checks issued by the company.

 

The Company Adjutant / Treasurer shall have the authority to dispense checks for the payment of previously budgeted items as agreed upon by the Company Membership. Expenditures outside of budgeted items must be approved by the Company Membership. The Company Adjutant / Treasurer shall have the authority to dispense petty funds in an amount not to exceed $100 in any situation deemed necessary by the amount, to whom payable, and for what purpose. This information must be made available upon any request by any member of the Company Board as well as included in the annual Company Treasurer=s report. The Company Adjutant / Treasurer shall provide a Company Ledger report monthly to members of the Company Board.

 

All requests for reimbursements on payments must be submitted in writing to the Company Adjutant /  Treasurer along with receipts before the end of the current fiscal year. Such requests must include amount, to whom payable, and for what purpose the payment was made.

 

ARTICLE VII

SECTION A

 

COMMITTEES

 

The Company Board may create such standing and Temporary Committees as are deemed necessary and appropriate for the functioning of the Company. Any three or more members of the Company may petition the Company Board in writing for the creation of a committee. Such a petition may be approved by a simple majority of the Company Board.

 

 


All committee activities shall be attributed to the Company and a timely report of such activities shall be maintained and provided to any member of the Company Board as necessary.

 

There shall be at all times a Safety Committee, Chaired by the Ordinance Office, which shall be responsible for the overall safety of the Company at all events and for drafting safety policies.

 

ARTICLE VIII

 

NON-MILITARY IMPRESSION AND CHILDREN

 

SECTION A

NON-MILITARY IMPRESSION

 

 

Non-military impressions are a functional and important aspect of the Company. Non-military impressions greatly enhance the education and understanding of the public and members of the Company. Members who participate in a non-military impression will comprise the Civilian Auxiliary of the Company and will be expected to maintain a reasonable level of authenticity. The Civilian Liaison or designee will be responsible for proper set-up of the civilian camp area, authenticity levels and general operations of the camp area. Whenever possible, the Civilian Auxiliary may camp adjacent to the military component of the Company. In all other situations the Civilian Auxiliary will be required to camp in an appropriately designated non-military camp.

 

 

SECTION B

CHILDREN

 

Children will be encouraged to participate in all Company functions as long as the following conditions are met:

 

* A parent, legal guardian or adult over the age of 18 assumes legal responsibility for that minor individual and his/her conduct.

 

* They are dressed in an appropriate period impression during public hours at an event or function.

 

* They conduct themselves appropriately at all times.

 

* They must have plausible military or civilian purpose for accompanying the Company in camp as well as the military component of the Company onto the field. On field presence may be restricted due to safety or age limits.

 

* If the individual will be carrying a firearm, he/she must be familiar with the proper maintenance and handling of that firearm in a safe manner. All individuals will be subject to the Safety/Ordinance Officer=s approval before that individual is allowed to carry said firearm.


ARTICLE IX

                                                       

SECTION A

RULES OF MEETINGS

 

An Annual Meeting shall be conducted at a minimum of once a year on a date and location as specified by the Company Board. Notification of the company membership shall be in a timely manner and may include mailings, e-mails, and phone calls. The Company Board shall produce an agenda which shall be made available to the company membership. The agenda shall be approved by a 2/3 vote of the Company Board. The Annual Meeting must follow the order of business as specified in the agenda. Any changes to the agenda must be approved by a 2/3 vote of the Company Board. The Annual Meeting shall include a general Annual Election of Company Offices with procedures to follow as specified under Article IV Section D.

 

The order of business for all meetings of the company shall be as follows:

 

* Roll call and establishment of quorum

*Make available previous meeting minutes

*Company Adjutant/Treasurer=s Report

* Reports of Officers

* Reports of Committees

*Old and Unfinished Business

* New Business

* Adjournment

 

SECTION B

SPECIAL MEETINGS

 

The Company Board may call special meetings when it is determined to be in the best interest of the Company. A fair and timely notice of the meeting shall be provided to the company membership at least two (2) weeks prior to the special meeting. The notice shall state the location, time, and purpose of the special meeting.

 

A special meeting may also be called by a 20% vote of the company membership. A successful 20% vote of the company membership will be communicated to the Company Board whereby it will be the Company Board=s responsibility to inform the Company membership of the Special Meeting.

 

The Company Adjutant/Treasurer may request the Company Board to call a special meeting if it is deemed necessary to the operations of company business in the area of conflict between available funds and the company budget.

 

 

 

 


SECTION C

VOTING, POSTAL BALLOT, AND QUORUM

 

At all meetings except when stated within the Company By-Laws a written ballot must be used. Each individual membership will be granted (1) vote and each family membership will be granted (2) votes.

 

A quorum of 2/3rds of the Company Membership is required for a binding vote of all company business. If there is less than a quorum present at a company meeting, all motions proposed and seconded will be decided by a postal or e-mail ballot except for amendments to the by-laws.

 

Postal Ballots and e-mail ballots will be handled by the Company Adjutant/Treasurer.

Ballots will be mailed or e-mailed to members as specified on the Company Roster. Members receiving such ballots shall have forty-five (45) days to return the ballots back to the Company Adjutant/Treasurer. All non-returned ballots will be counted in favor to the vote of the majority of the Company Board and Membership. Ballots shall be counted and recorded by the Company Adjutant/Treasurer. Results of such voting shall be made public to the Company Membership.

 

SECTION C

PARLIAMENTARY AUTHORITY

 

The rules contained in the current edition of Robert Rules of Order Newly Revised shall govern the meeting of the company to the extent they are not inconsistent with Company By-Laws.

 

ARTICLE X

 

AMENDMENTS TO THE COMPANY BY-LAWS

 

These By-Laws may be altered, amended, or repealed by an affirmative vote or not less than two-thirds (2/3) of the company membership attending at the time of the vote. Any proposed change to these by-laws must be submitted in writing, stating the language and reason for the proposed change, to the Company Board at least one month before the Annual or Special By-Law Meeting. The proposed change(s) shall be mailed together with the Notice of Annual or Special Meetings.

 

Any changes to these by-laws must be attached to the original copy of the by-laws on file with the Company Adjutant/Treasurer and Company Secretary.

 

Copies of these by-laws shall be made available to any company member upon request. Each member shall be given a copy of the most recently approved by-laws upon becoming a member.

 

 

 

 

 


ARTICLE XI

ORGANIZATION DISSOLVEMENT

 

In the event that the 118th NY Co. F and attached Civilian Auxiliary ceases to function as an organization, or in the event that the Company Membership votes all in agreement to dissolve the organization, the remaining members shall cause all of the Company assets to be liquidated after paying, from company monies, any outstanding bills including those incurred in the process of dissolving the company. Should any liquidated assets remain after payment of bills, they shall be donated in the Company=s name to one or more non-profit historical organization(s), the purpose of which is consistent with the purposes of the Company, that the remaining members deem would be best benefited by said donation.

 

ARTICLE XII

 

These By-Laws shall super-cede all previous By-Laws ratified by the 118TH New York Volunteer Infantry, Company F.

 

 

 

 

 

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