RETIRED MEN’S ASSOCIATION OF GREENWICH

CONSTITUTION AND BY-LAWS
As of May 22, 1998

CONSTITUTION

PREAMBLE: On March 10, 1954 a group of retired men who had formed friendships through mutual interests in the Young Men’s Christian Association, Greenwich, Conneticut, organised the “Coffee Hour Club” under the leadership of Alfred Lorenz, a staff member of the Young Men’s Christian Association. On October 31, 1954, the “Club” was formally organised as the “Retired Men’s Association”.

ARTICLE 1 - EFFECTIVE DATE

Section 1 - The Constitution and By-Laws of the Retired Men’s Association adopted on February 12, 1997 and all amendments thereto are repealed and the following substituted in their stead to take effect May 22, 1998, with changes noted in italics.

ARTICLE 2 - NAME AND SPONSOR

Section 1 - The name of this organisation shall be “Retired Men’s Association of Greenwich” (hereinafter referred to as RMA). It shall be sponsored by the Young Men’s Christian Association of Greenwich, Connecticut (hereinafter referred to as the YMCA), which shall provide facilities for a meeting place and offer such aid and advice in the operation of the RMA as shall be required.

ARTICLE 3 - PURPOSE

Section 1 - The purpose of this organization is to provide the means for the friend1y association of men who have retired from their regular profession or trade, and who have interests in Volunteerism, Fellowship and Service. The RMA shall be non-partisan, non- sectarian, not-for-profit and shall honor our flag and our country, supporting all efforts to achieve good government.

ARTICLE 4 - MEMBERSHIP

Scction l - There shall be four classes of membership, namely: Active, Sustaining, Non-Resident and Honorary.

Section 2 - An Active Memberihip candidate must be sponsored by two members, be 55 years of age or over, and be a resident of the Town of Greenwich. He must be retired from his normal occupation and must attend at least three meetings, not necessarily in succession, before becoming eligible for induction. His name must be published in the Cigar Box Bulletin prior to admission. Any questions as to the qualifications of a candidate should be presented to the President by the Membership Committee Chairman or by any Member for such action as the President deems appropriate. After induction the candidate becomes an Active Member contingent upon his continuously maintaining at least a Social Membership in the YMCA.

Sectión 3 - Sustaining Membership is for a Member who resides in the Town of Greenwich but is unable to regularly attend meetings. Non-Resident Membership is for a Member who has moved from the Town of Greenwich and is unable to regularly attend meetings.

An Active Member who is absent for ten or more consecutive meetings without satisfactory reason shall first be contacted by the Membership Committee advising him of his status. If such member does not give an explanation satisfactory to the Membership Committee, he shall thereafter be classified as a Sustaining or a Non-Resident Member depending on his residence.

Sustaining and Non-Resident Members are not eligible for voting privileges. The Membership Rosters shall be reviewed annually. At that time a letter shall be written to each such Member from whom no word has been received. If there is a lack of interest or no response, such member shall be dropped from the roster.

Sustaining and Non-Resident Members may return to Active Membership upon application and satisfactory assurance to the Membership Committee of compliance with the standards for Active Membership.

Section 4 - Honorary Membership may be conferred, at the recommendation of the Board of Directors and the approval of the Membership, to a non-member who has rendered outstanding seryice to the RMA. Such Membership does not provide for votiñg privileges and shall continue at the discretion of the Board of Directors.

Section 5 - Other than maintaining membership in the YMCA, as provided in Section 2 above, no dues shall be required for RMA Membership. The RMA operates on voluntary contributions.

ARTICLE 5 - BOARD OF DIRECTORS

Section 1 - The Board of Directors shall be comprised of the seven officers, the five most recent Past Presidents of the RMA who have continued as Active Members, and six Active Members elected from the Membership at large, two of whom shall be elected each year to serve terms of three years each. Others may be invited to attend Board Meetings only with the concurrence of the President or Acting President.

ARTICLE 6 - OFFICERS

Section 1 - The Officers shall be Active Members and shall consist of a President, a First Vice-President, a Second Vice-President, a Third Vice-President, a Recording Secretary, a Corresponding Secretary and a Treasurer. The Treasurer shall, with the concurrence of the President, appoint one Assistant Treasurer and the two Secretaries shall appoint one or more Assistants. All such appointments shall be Active Members but shall not be Officers.

ARTICLE 7 - COMMITTEES

Section 1 - The activities of the RMA shall be channelled through Standing, Appointed and Ad Hoc Committees.

Section 2 - The Standing Committees of the RMA shall be chaired by persons elected by the Membership. Committee members shall be selected by each Committee Chairman. These Committees shall consist of the following: Audit, Budget, Cigar Box Bulletin, Constitution and By-Laws, Membership, Program, and Volunteer.

Section 3 - The Appointed Committees of the RMA shall be chaired by persons appointed by the President and they shall serve during his term and at his pleasure.

Section 4 - Any Ad Hoc Committee of the RMA shall be established by the President for his term, chaired by a member appointed by the President, and to serve at his pleasure. Committee members shall be selected by the Chairman after review with the President.

ARTICLE 8 - RESPONSIBILITIES

Section 1 - Neither the RMA nor its officers, directors or members shall be liable for the loss of personal property, injury or accident sustained in connection with any meeting or other functions. This includes any trips or group attendance at places for whatever purpose. No insurance is provided.

Section 2 - No member shall state opinions or give commitments purporting to have the support of the RMA except the duly elected officers or the designated Committee Chaimen when specifically authiorised by the Board of Directors.

Section 3 - No member shall invite any outside person or persons to appear before the RMA without prior approval of the President or the one serving in that that capacity during his absence. The selections of program speakers shall remain in the handsa of the Program Committee working with the President.

Section 4 - No person shall be paid any salary or other compensation, except that any person that renders unusual or special service may be paid special compensation appropriate to the value of such service, if recommended by the Board of Directors and approved by the RMA Members.

Section 5 - The RMA, it’s Directors, Officers, Committee members or other persons shall not be permitted gain or profit from the operation of the RMA.

Section 6 - No Director, Officer or Member shall take any action on behalf of the RMA not permitted to be carried on by an organisation which is tax-exempt under the provisions of the Internal Reveiiue Act and its regulations as they now exist or as they may be amended.

Section 7 - Upon any dissolution of the RMA, all its net assets, after settlement of its debts and obligations, shall be transferred to any organisation which is tax-exempt under IRS regulations.

ARTICLE 9 - NOMINATIONS AND ELECTIONS

Section 1 - The Nominating Council shall consist of five members none of whom is an Officer. It shall be the duty of the most recent Past President who, is still Active, to be a member of and to Chair the Council. At the end of his year as Council Chairman, he will serve the following year as a member of the Council provided he is still Active. Each year the Nominating Council will nominate one new member to serve three years, to be elected by the Membership.

Section 2 - The Council shall present the nominees for Officers, Directors, Standing Committee Chairmen and Nominating Council to the Membership at the next to last regular meeting in March. Nominations may be made from the floor and shall receive equal consideration. All nominees shall be Active members.

Section 3 - The Nominating Council shall operate independently from any Officer or group within the RMA. It is an entity unto itself and accountable only to the Membership.

Section 4 - The Annual Election by the RMA Membership Shall be the last regular meeting in March. The elected persons and the appointed Chairmen shall assume office on May first.

ARTICLE 10 - VACANCIES

Section 1 — All vacancies of elected personnel Shall be filled by action of the Nominating Council and election by the Membership.

Section 2 - No vacancies shall be filled by automatic succession.

Section 3 - All vacancies shall be filled as soon as possible.

Section 4 - Any vacancies within a committee may be filled by the Chairman of that committee.

ARTICLE 11 - MEETINGS

Section 1 - Regular Membership meetings, unless otherwise agreed upon by the RMA, shall be held at the YMCA on Wednesday each week at 10:00 AM. The Annual Meeting shall be held on the last Wednesday in April for the installation of those elected and for the presentation of Annual Reports. Robert’s Rules of Order shall prevail. The Treasurer’s report for the year cannot be completed until after the Annual Meeting and shall therefore be given at the next or following regular meeting. Fifty (50) members shall constitute a quorum for a regular or Annual meeting.

Section 2 - The Board of Directors shall meet the first Wednesday of each month at 9:00 AM. Special meetings of the Board may be called by the President. A majority of Directors shall constitute a quorum at Board meetings.

ARTICLE 12 - AMENDMENTS TO THE CONSTITUTION

Section 1 - Proposal for amendments to the Constitution must be presented to the President in writing for consideration of the Board of Directors and its recommendations. Such recommended amendments shall be announced to Members at a regular meeting, notification published in the Cigar Box Bulletin, and voted on at the next regular meeting.


BY-LAWS

PROLOGUE: The By-Laws supplement the Constitution and are instruments of great value to all Officers, Directors, and Committee Chairmen. By following these regulations, their assignments on behalf of the RMA will become more effective in the accomplishments of the RMA. Further, anyone in the RMA would benefit greatly by referemice to the Policies and Procedures Manual.

ARTICLE 1 - DUTIES OF OFFICERS AND DIRECTORS

Section 1 - The Board of Directors shall consider policies, procedures and programs and make recommendations to the Membership for its action at regular meetings.

Section 2 - The President shall preside at all Membership and Board meetings and perform the other duties usually pertaining to his office. He shall designate the Chairmen of Appointed and Ad Hoc Committees. In case the President is not available, the ranking Vice-President shall assume the duties of President.

Section 3 - The First Vice-President shall be the Chairman of the Annual Dinner and coordinator of the Standing Committees.

The Second Vice-President shall serve as Vice-Chairman of the Annual Dinner Committee and as Coordinator of List Number 1 of the Appointed Committees, as designated by the President.

The Third Vice-President shall serve as Chairman of the Annual Picnic and as Coordinator of List Number 2 of the Appointed Committees as designated by the President.

All Vice-Presidents shall make themselves available for any special assignments the President may wish to delegate.

Section 4 - The Recording Secretary shall record the minutes of all Board of Director meetings and the highlights of all Membership meetings and report to each body as required. He is responsible for reviewing the contents of all Cigar Box Bulletins, the official record of Membership meetings, for accuracy and make corrections as needed. He shall keep on file an official copy of the Constitution and By-Laws and the Policies and Procedures Manual. He is also responsible for preparing and publishing the official list of Officers, Directors, Committee Chairmen and personnel.

The President may approve unbudgeted requests up to and including $300.00 yearly and must report them to the Board. Both Board and Membership approval are required beyond $300.00. The Treasurer shall maintain any necessary accounts in an established Greenwich bank. A brief statement of receipts, expenditures, and balance of funds shall be presented to the Membership and Board as required. The President, Treasurer, and Assistant Treasurer shall qualify for signing checks.

ARTICLE 2 - DUTIES OF STANDING COMMITTEES

Section 1 - The Program Committee - shall be responsible for providing the program for the second hour at all regular meetings.

Section 2 - The Membership Coimamittee - shall at each weekly meeting provide and distribute identification badges, report the number present, birthdays for the ensuing week, and introduce candidates and guests. The Committee shall maintain attendance records and from them determine the status of Active members for the continuance of their Active Membership. It is responsible for all records and procedures pertaining to the induction of candidates into Membership. An up-to-date file of applications for Membership must be maintained.

A roster of the Membership is to be prepared and issued at the beginning of each fiscal year and distributed to the Membership as soon as possible. Each September and January a supplement to the roster will be issued covering changes. The roster is not only to be kept up-to-date, but changes in the mailing list shall be made on the date they occur. The roster and/or mailing list must be used only for RMA activities.

Section 3 - The Cigar Box Bulletin Committee - publishes the Cigar Box Bulletin (CBB), which is the official record of all matters covered at each regular meeting. It includes official notices, matters voted on, or to be voted on by the Membership, and a schedule of future events. Each CBB should be promptly prepared and sent to all Active, Sustaining and Honorary members, Candidates, Non-Resident members so requesting, and others designated by the Board of Directors. At least one copy of the CBB is to be filed with the Historian and maintained by his office as the official record of regular meetings. The CBB Committee is responsible for the production, mailing and control of costs of the Bulletin.

Section 4 - The Constitution and By-Laws Committee shall be on call to review any changes to the documents. Any member may propose an amendment by submitting it in writing to the President for consideration.

Section 5 - The Volunteer Committee - shall report at each regular meeting details of volunteer services. It shall acknowledge and encourage the participation of all members in the activities of the agencies serving the community. It shall maintain records to determine the members contributing the greatest number of hours in a year.

Section 6 - The Audit Committee - shall audit the financial records at the end of each fiscal year and report its findings to the Membership as soon as possible.

Section 7. — The Budget Committee - shall prepare an annual budget based uppn previous history of expenditures and anticipated income during the coming year. The budget shall be presented to the Board of Directors for review in June and shall be acted on at the next Board meeting in July. After such action, the proposed budget shall be presented to a regular meeting of the Membership for approval by vote.

ARTICLE 3 - DUTIES OF APPOINTED COMMITTEES

Section 1 - Thc names and listing of the Appointed committees, along with their duties and responsibilities, may be found in the Policies and Procedures Manual.

Section 2 - The Advisory Committee - is composed of the Past Presidents who are available to serve and whose experience and council may be called upon by any of the operations in the RMA.

ARTICLE 4 - AMENDMENTS

Section 1 - Proposed amendments to the By-Laws must be presented in the same manner as proposed amendments to the Constitution - Article 12.