ARTICLE (1) - NAME

Section 1. - The name of this organization shall be the 9th Engineer Battalion Association - USMC, hereinafter referred to as the "the Ninth Engineer Battalion Association-USMC.

ARTICLE (2) - PURPOSES

Section 1. - The purposes of the Association shall be to further fraternal relations among retired, active and former Marines and Corpsman who served or are serving in the 9th Engineer Support Battalion - USMC.

ARTICLE (3) - STATUS

Section 1. - The association shall be a nonprofit organization, operated exclusively for the purposes specified in Article 2 above.

Section 2. - Any officers, directors, and for appointed officials shall not receive any stated Compensation for their services.

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 the acts or failures to act on the part of any member, officer, or agent. Nor shall any member, officer, or agent be liable for acts or failures to act under these bylaws, excepting only acts of failures to act arising out of willful malfeasance or misfeasance.

Section 4 - The Association shall use it funds only to accomplish the purposes specified in Article 2 above, and no part of said funds shall insure or be distributed to members.

Section 5. - In the event of dissolution of the Association and after the discharge of all liabilities, the remaining assets shall be given to a nonprofit military organization whose purposes and objectives are similar to those of the Association, and such organization to be designated by a majority vote of the board of directors.

ARTICLE (4) MEMBERSHIP

Section 1. - The membership of the Association shall be composed of men and women who are serving or have served on active duty with the 9th Engineer Battalion Fleet Marine Force. It may also include 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 two classes, regular, or honorary.

Section 3. - Application for regular membership shall be submitted in writing to the board of directors. Recommendations for honorary membership shall be submitted and approved by the membership at large.

ARTICLE (5) - VOTING

Section 1. - Except as otherwise provided in these bylaws. All questions coming before the membership shall be decided by a majority vote of those in attendance.

ARTICLE (6) - DUES

Section 1. - The annual dues for each member for the next calendar year shall be determined by the membership at the annual meeting.

Section 2, - The annual dues of $20.00 for a calendar year shall become due on January 1 of that year.

ARTICLE (7) - MEETINGS

Section 1, - There shall be an annual meeting of the Association, dates to be announced to officers and or board of directors. During the annual meeting the determination of annual dues for the next calendar year, the election of officers and or directors and the transaction of other business must be discussed. Notice of the meeting shall be mailed or computer e-mailed at least 10 days in advance.

ARTICLE (8) - BOARD OF DIRECTORS

Section 1. - The board of directors shall be composed of the elected officers (president, vice president, secretary, treasurer) the immediate past president and three elected directors.

Section 2, - The elected officers or directors shall be elected annually or biannually by the membership at the annual meeting. Each elected officer or director shall take office at the first regular or special meeting in the calendar year following election and shall served for a term of one year or, if elected, biannually, for a two year period.

Section 3, - All questions coming before the board shall be decided by a majority vote with each member of the board being entitled to one vote. Proxy voting shall not be permitted. An internet chat room meeting or documented e-mail correspondence shall constitute a legal meeting.

ARTICLE (9), - OFFICERS

Section 1. - The elected officers shall be a president, vice president, secretary and a treasurer, each of whom shall be a regular member of the Association.

Section 2. - The elected officers shall be elected annually or biannually by the membership at the annual meeting. Each elected officer shall take office at the first regular special meeting in the calendar year following election and shall serve for a term of one or two years or until a successor is duly elected and installed.

Section 3 - No member shall be eligible to serve more than tow consecutive one year terms as president or two consecutive two year terms, if elected bi-annually

Section 4 - A vacancy in the office of the president shall be filled automatically by the vice president. A vacancy in the office of the vice president shall be appointed by the president. Vacancies in other offices shall be filled as the board of directors may decide.

Section 5 - The president shall be the chief elected officer of the Association, shall preside at meetings of the Association and the board of directors, and shall be a member ex-officio, with the right to vote, of all committees except the nomination committee. The president shall also, at the annual meeting and at such other times as might be deemed proper, communicate to the Association or the board of director's information or proposals to help in achieving the purposes of the Association. Further the president shall perform such duties as are necessasarily incident to the office of the president.

Section 6 - In the event of the president's temporary disability or absence, the vice president shall perform the duties of president. In the event of the temporary disability or absence of president and vice president the board of directors shall perform the duties until such time as a special election can be held to elect new officers.

Section 7 - The secretary shall provide timely written notification of all meetings of the Association and of the board of directors and shall maintain a record of all proceedings. The secretary shall also carry out these duties, maintain the membership records, prepare such correspondence as might be required, maintain the Association 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 board of directors or president.

Section 8 - The treasurer shall maintain a record of all sums received and expended by the Association, collect the members' annual dues, make such disbursements as are authorized by the Association or the board of directors, deposit all sums received in a financial institution approved by the board of directors, and make a financial report at the annual meeting or when called upon to do so 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 an audit committee appointed by the president or the board of directors.

ARTICLE (10) - COMMITTEES

Section 1. - The president, Subject t the approval of the board of directors, shall annually appoint standing and special committees such as might be required by the bylaws to carry out the purposes and functions of the Association.

ARTICLE (11) - AMMENDMENTS

Section 1. - The bylaws maybe amended, or altered in whole or in part by a two thirds vote of the membership present at any duly organized meeting of the Association.

ARTICLE (12) - 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 organizing meeting of the 9th Engineer Battalion Association at St. Charles Missouri on June 12th 1998.