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)'.