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CONSTITUTION AND BY-LAWS OF
ST. LOUIS ALUMNI
ASSOCIATION INCORPORATED
(Revised 2006)
This Association was organized on January 7, 1940, and incorporated under
Chapter 50
of the
revised Statues of the State of Maine on December 20, 1946.
CONSTITUTION
Article I - Title
The name of the Corporation
shall be the St. Louis Alumni Association Incorporated.
Article II - Aim
The primary aim of this
Association shall be to promote the social welfare of the youth of the area
through the establishment and maintenance of athletic programs.
(revised 1980,1984,1995)
Article III - Membership
The membership of this Association shall be
limited to: Male graduates of St. Louis High School
and Regional High School. Selected Associate Members and Honorary Members.
Article IV - Board of Directors
The Board of Directors of this Association shall number twelve (12), with
each Director serving a
two(2) year term. Six (6) Directors will be elected each year at the General
Meeting. The
Chairman, Secretary and Treasurer will be selected from and by the newly elected
Board at a
meeting to be held at the conclusion of the General Meeting.
(revised 1997)
Article V - Meetings
The meetings of this
Association shall be: Annual, Special and Regular.
Article VI - Amendments
This Constitution may be amended by two-thirds (2/3) vote of all members
present at any annual
or special meeting of the
Association. Provided such amendment has been proposed and entered
into the minutes, together with the name of the member proposing it, at
the previous Annual or
Special meeting.
BY LAWS
Article I - Location
Section I
The St. Louis
Alumni Association Incorporated shall have its principal office at
Alumni Hall, Route 1, Biddeford, Maine.
(revised 1995)
Section II
For special
occasions, the Board of Directors or a committee chosen by them or
the general body, at a previous Annual or Special meeting, may determine the
site of the meeting.
(revised 1997)
Article II - Aim
Section I
To promote the social
welfare of the youth of the area through the establishment
and maintenance of athletic programs.
Section II
This shared purpose will serve to strengthen the bonds of friendship
among the
members of the St. Louis Alumni Association, Inc.
Article III - Membership
Section I
To meet the requirements of becoming a Graduate Member, one must be:
a.
A male graduate of St. Louis High School or
Regional High School,
b.
A male student in attendance at St. Louis
Regional High School at the time
of its termination, (or)
c.
A male person who attended schools of St.
Joseph's Parish prior to July 1, 1970.
Section II
To meet the requirements of becoming a Select Associate Member, one must
be:
a.
A person who has displayed an interest in the
activities of this Association,
b.
A person who wishes to display interest and
participate in the activities of the
Association.
c.
This membership shall be left to the discretion of
the Committee on
Applications and the Board of Directors. A majority vote by the Board of
Directors shall be required to approve. (revised 1984, 1997)
Section III
To meet the requirements of becoming an Honorary Member, one must be:
a.
A former Teacher or Coach of St. Louis High or
Regional High School, (or)
b.
Any person may be given Honorary membership
through recognition of
service to this Association. The general body or the Board of Directors
shall
give this membership for life. (revised 1997)
c.
This membership shall be left to the discretion of
the Committee on
Applications and the Board of Directors. A majority vote by the Board of
Directors shall be required to approve. (Revised 1984, 1997)
Section IV
Application for membership must be accompanied by their dues. The Dues
Collector shall issue a membership card in such form as the Board of
Directors
may determine.
(revised 1997)
Section V
Any member who has not paid his dues forfeits his membership in this
Association.
Section VI
Renewal of forfeited membership, shall be left to the discretion of the
Committee on Applications.
(revised 1984)
Section VII
Causes that shall be
considered as reason for suspension or termination of
membership:
Improper behavior of any member of this Association.
Section VIII
a. Suspension or Termination of a
membership shall be by 2/3 vote of
the Board of Directors.
b. Terminated members may be reinstated by the Grievance Committee and
2/3
vote of the Board of Directors.
(Revised 1984, 1997)
Article IV - Board of Directors and Trustees
Section I The Officers of this Association shall hold office for one (1) year or
until their
successors are elected.
Section II
The Officers of this Association shall be members of the Board of
Directors.
(revised 1997)
Section III
There shall be
three (3) Trustees of this Association, one of whom shall be
elected in each year by the General Assembly from its membership at its Annual
meeting to serve for a term of three (3) years or until his successor shall be
elected and qualified. The Trustees shall receive all money, securities,
bequests,
and donations intended as an investment, keep the same safely invested
and pay
over income to the Treasurer. Such trust funds shall be at all times the
property of
the Association. They shall keep proper books of account and a list of all bonds
and other securities in their possession and make a report of same at the Annual
Meeting. They shall give bond, with sufficient surety or sureties for the
security
of all money in, or coming into their possession when required by the Board of
Directors and in such sum as they require. The Trustees may buy or sell up to
$10,000.00 of the Association's trust fund securities without prior approval of
the
Board of Directors, and shall report any such transactions at the next Board of
Director's meeting. The Trustees are expected to obtain professional advice
regarding the investment of funds belonging to the Association.
(revised 1984, 1997)
Section IV
The Chairman of the Board shall be ex-officio a member of all
committees
except the Nominating Committee.
(revised 1997)
Section
V
The Chairman of
the Board shall
appoint all committees except the
Nominating Committee.
(revised 1997)
Section
VI If the
Chairman
of
the Board is
absent, or there is a vacancy in the office due to
death, the Board members will select a replacement to serve during the meeting,
or if required, the unexpired term.
(revised 1997)
Section
VII The duties of the Secretary shall
be to keep all records of the Association, and the
minutes of all meetings. He shall notify officers, committees and the membership
of their appointments and furnish all with whatever is referred to them.
He should
also keep one book in which the Constitution and By-Laws, rules of order, and
the
standing rules should be written.
Section
VIII The direction of this Association
and the control of its property shall be vested in
the Board of Directors of twelve (12) members. Six (6) members shall
be elected
in alternating years, and will serve a two (2) year term.
(revised 1984, 1997)
Section
IX
The Board of Directors shall be the highest governing body
between meetings of
the Association and shall exercise general supervision over its affairs.
It shall be
the duty of the Board of Directors to cause the provisions of the Constitution
and
By-Laws, rules and regulations of this Association to be faithfully executed and
to preserve, assist, promote and safeguard the best interest and general
welfare of
this Association and its members. They shall authorize all expenditures of the
Association and of any Committee or group.
(revised 1997)
Section X The Board of
Directors may adopt such rules and regulations not in conflict with
the Constitution and By-Laws, as it may deem necessary and advisable.
Section XI In case a vacancy shall
occur for any cause in the Board of Directors, the
remaining Board members shall appoint a replacement for such vacancy. In
the
case of any Board member elected for two (2) years, the appointee shall serve
until the next general election.
(revised 1984, 1995, 1997)
Section XII Any member of the Board of
Directors is eligible for re-election for the position
he has just held or for any other position.
(revised 1997)
Section XIII
Should a Board of Directors member miss
three (3) meetings during the course of
an
Association year, July to June, unexcused by not notifying either the Secretary
or the Chairman of his impending absence, the Board of Directors shall view this
as "cause", and employ Section XI, to replace him.
(added 1995, revised 1997)
Article V - Meetings
Section I
"The regular meeting in June shall be known as the Annual Meeting,
and shall be
for the purpose of electing officers, receiving reports of the offers and committees,
and for any other business that may arise." The time and place of the meeting shall
be determined by the Board of Directors, and the Secretary shall notify the
membership in writing seven (7) days prior to the meeting. (revised 1997)
Section II An
Annual or Special Meeting of this Association shall require a quorum of
fourteen (14) members.
Section III
A Regular Meeting of the Board of Directors shall be held monthly. The
Chairman may call a Regular Meeting of the Board at any time, provided that he
or the Secretary notify each Board member, at least one (1) day prior to the
meeting, either orally or in writing. Upon written request of two (2) members of
the Board of Directors, the Chairman or the Secretary shall call a Regular
Meeting within three (3) days.
(Revised 1997)
Section IV A
Regular Meeting of the Board of Directors shall require a quorum of seven (7)
members and the majority vote shall apply.
(revised 1997)
Section V
The Chairman or Secretary shall notify the membership of the date and
time, the
Regular Monthly Meeting will beheld.
(revised 1997)
Section VI At
the written request of ten (10) members of the Association, the Chairman shall
call a Special Meeting, within thirty (30) days. The Secretary shall notify the
membership in writing seven (7) days prior to the meeting, and state the purpose
of the meeting.
(revised 1997)
Section VII
The Chairman, or a majority of the Board of Directors, may call a Special
Meeting.
(revised 1997)
Section VIII An Annual Meeting
has all the rights and authority granted the Board of
Directors in executing Association business brought before it.
(revised 1997)
Section
IX
At an Annual or Special Meeting, the majority rule shall apply at all
times,
except on the voting of an amendment to the Constitution and By-Laws.
Section
X Each
Meeting shall be opened and closed by a prayer.
Section
XI Meetings
shall be conducted according to "Roberts Rules of Order."
Article VI - Dues
Section
I
The dues of this Association shall be
set by an Annual or Special Meeting and
payable at the June Meeting.
Article
VII - Audit
Section I The books
and accounts of the Treasurer shall be audited yearly. Three (3)
auditors shall be designated by the Board of Directors, their report must be
made
in writing and kept in the archives of the Association.
(revised 1997)
Article
VIII - Funds
Section
I
All proposed
expenditures and all estimated expenses of any committee, sub-
committee or group authorized by the
Board of
Directors shall be paid by the
Association Treasurer.
(revised 1997)
Section II All revenues,
collected or obtained by any committee, sub-committee or group
for any activity shall be turned over to the Association or Treasurer, and shall
become funds of the Association.
Article
IX - Property
Section I Any
article or goods purchased by the Association shall become and remain the
property of the Association.
Section
II
Any major article or equipment with value in the excess of $1,000.00,
purchased
by the authority of the Board of Directors and paid for by the Association,
may be
disposed of only by a plurality vote of an Annual or Special Meeting except in the
case of the dissolution of the Association.
a.
Any real estate to be
dissolved will be by a plurality vote of an
Annual or Special Meeting.
(revised 1997)
Article
X - Voting
Section I
All members have a voting right.
Section
II
Voting shall be done orally. However, the Chairman may request a show
of
hands or a rising vote, or a written ballot.
(revised 1984)
Article XI - Elections
Section
I Elections shall be conducted
under the "Roberts Rules of Order."
Section II At least fourteen
(14) days before the Annual June Meeting, the Board of
Directors shall appoint a Nominating
Committee of three (3) members, and shall
designate the Chairman. The Nominating Committee shall nominate at least one
(1) candidate for each of the open Board positions. The Nominating
Committee
shall make a report of such nominations at the June Meeting. Members of the
Nominating Committee may also be candidates.
(revised 1997)
Section
III After the nominations of the Nominating Committee have been placed
before the
members, the Chairman shall call for nominations from the floor.
Section
IV For elections, a Chairman chosen by the members shall monitor
and supervise
the elections.
Section V Three (3) tellers shall be appointed by
the Chairman to count the votes.
Section VI Elections shall take place at the General Meeting in June
and all elected Board
members shall immediately assume office.
(revised 1997)
Section
VII Elective offices shall be elected by a
plurality vote of the members present.
Section VIII Voting shall be conducted by secret ballot.
Article
XII - Dissolution
Section
I I.
This Association may be dissolved only at a "Special Meeting".
The
Secretary shall notify all members of record in writing of the date, time,
and place of the meeting. A plurality vote shall be required of the
Members present at the "Special Meeting" for dissolvement.
II. In the case of dissolution of the Association,
all assets of the
Association, (real estate, goods, and funds) shall be held in trust
by the current
duly elected Board of Directors at the time of
dissolution and such assets dissolved in the following manner:
1.
The assets contained in the St.
Louis Alumni Association
and the Brother Richard Hebert Memorial Scholarship accounts
shall remain in those accounts.
2.
All other assets, (real estate and goods) shall be liquidated at
fair market value. These funds shall be used to pay all
legitimate outstanding debts of the Association.
3.
All remaining funds shall be allocated in the following manner:
A.
One half of the remaining funds shall be divided equally
between the St. Louis Alumni Association Scholarship
Fund and the Brother Richard
Hebert Memorial Scholarship
Fund, and deposited into the respective accounts.
B.
One half of the remaining funds shall be divided equally
and deposited into two (2) trust accounts, one (1) for St.
James Catholic School and one (1) for Notre Dame Catholic
School. The interest derived shall be used at the discretion
of the respective school's
administration.
i.
Should either school cease to operate or be
consolidated, that school's trust account will
be combined with the
surviving school.
ii.
Should both schools cease to operate, the funds
within the trust account(s) will be divided equally
between the scholarship accounts as cited in
Section II, 1.
III
The Board of Directors at the time of dissolution shall establish a three (3)
person
committee to oversee:
1.
The awarding of all annual scholarships,
2.
The invested scholarship accounts.
IV
All archival records of St. Louis High School and the St. Louis Alumni
Association will be donated to a museum or a library. However, all financial
records shall remain with the Committee. (See Paragraph III)
(Revised 1984, 1997, 2006)
Article XIII Amendment
Section
I
These By-Laws may be amended by a two thirds (2/3) vote of all members
present
at any two (2) consecutive Annual or Special Meetings of the Association,
provided
members were notified that the amendments to the By-Laws are to be voted on at
the
meetings.
Article
XIV Spiritual Advantages
His
Holiness Leo XIII on July 4, 1899, bestowed a plenary indulgence to each and
every student
of the Brothers of Christian Instructions, wherever they reside who attend
annual reunions. The
Holy Sacrifice of the Mass will be celebrated in the month of December for
intentions of living
members. A solemn requiem service will be conducted each November for deceased
members.
(revised 1984)
RULES OF ORDER
04/11/2000
The Board of Directors
ordered that all funds from "in memory of" donations, all dues paid by
life members, excess funds from the Battle of
the Bridge Banquet and Annual Golf Tournament
will be directed to the Trustees for deposit into the "Scholarship
Investment Accounts".
07/13/05
The Board of Directors of St. Louis Alumni Association has ordered that all
excess funds from
the St. Louis Alumni Association Annual Golf
Tournament will be directed to the Trustees for
deposit into the `Scholarship Investment Account(s)'.
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