ARTICLE II - OFFICERS

The Officers of the NCPOA shall be fourteen (14) in number as follows: President, Vice-President, Secretary, Treasurer, Chaplain, Master-at-Arms, and eight (8) Directors holding four (4) year terms in overlapping sequence.

Section 1 - President:

The President shall be the Chief Executive Officer of the organization, supervising all meetings and functions. He/she shall be the presiding officer and Chairman of the Executive Committee and the Board of Directors, and an ex-officio member of all committees except the Audit and Nominating Committees.

Section 2 - Vice-President:

The Vice-President shall act in accordance with Article II, Section 1, in the absence of the President at any meetings or functions, or in the event of the inability of the President to act.

Section 3 - Secretary:

A. The Secretary shall be responsible for all official correspondence, issue all notices of meetings as defined in Article I, Section 7, maintain custody of all records and official correspondence, take and record minutes of the Annual Business Meetings with audio tapes as back-up, keep the rolls of all members, and discharge such other duties as may be assigned by the President.

B. After the completion of his/her duties, turn over all records to his/her successor.

C. May appoint assistants to help in performing assigned duties, but these assistants hold no legal status.

Section 4 - Treasurer:

A. The Treasurer shall have custody of all funds and properties of the organization. He/she will submit quarterly financial reports showing cash flow and balances on hand to the Officers and Directors.

B. Prepare an annual report (with back-up books and records on all financial transactions) for the twelve (12) months prior to the Annual Convention to submit to the Audit committee for their review and approval. This twelve-month audited report will be presented by the Treasurer as his/her report at the regularly scheduled Annual Business Meeting.

C. The completed annual report shall be included in the first Newsletter published following the Annual Convention.

D. The Treasurer shall deposit all funds in the name of the National Chief Petty Officers' Association in a bank in the city in which the Treasurer resides.

E. After the completion of his/her duties, the Treasurer shall turn over all records and funds to the newly elected Treasurer.

F. May appoint assistants to help in performing assigned duties, but these assistants hold no legal status.

Section 5 - Chaplain:

A. The Chaplain shall open and close all meetings with a prayer. Prayers may be offered by the Chaplain at other functions (i.e. dinners, etc.) when the President considers the action to be appropriate.

B. The Chaplain shall offer condolences and spiritual assistance to the next of kin when notified of the death of a member.

C. The Chaplain shall administer to the spiritual needs of the association, its members and their immediate families when requested.

D. The Chaplain is appointed by the President.

Section 6 - Master-at-Arms:

A. The Master-at-Arms shall maintain order at all meetings and discharge all other duties assigned by the President. He/she shall verify that only members in good standing are present.

B. The Master-at-Arms shall see that the colors are posted for all business meetings.

C. The Master-at-Arms is appointed by the President.

Section 7 - Parliamentarian:

A. The Parliamentarian shall assist the President in the conduction of the Annual Business Meeting and any other meeting requiring parliamentary guidance.

B. The Parliamentarian is appointed by the President.

Section 8 - Past President:

The immediate Past President shall be invited to attend meetings of the Board of Directors and Executive Committee and shall provide assistance to the President as needed.

Section 9 - Executive Committee:

The President shall be the Chairman of the Executive Committee. The Executive Committee shall include the four (4) elected Officers, the eight (8) elected Directors and the immediate Past President, and all living Past Presidents. The Executive Committee functions in the areas of direction and development of the NCPOA.

Section 10 - Board of Directors:

The Board of Directors functions to review and ratify all actions taken by the Executive Committee. There shall be eight members of the Board, of which two are elected at each Annual Convention.

ARTICLE III - ELECTIONS

Section 1 - Procedure:

The election of Officers and Directors shall be effected at the Annual Business Meeting prior to the annual Banquet, and the installation of such officers will be conducted at the Banquet.

A. Voting at business meetings shall be by voice vote (viva voce), or hand vote, or rising vote, or blank ballot.

B. Voting will be by majority vote unless otherwise described in By-Laws.

C. The President shall nominate three (3) members in good standing who are not Officers or Directors subject to the approval by members present at the annual Business Meeting, such members to act as Tellers/Counters to supervise the elections and count/tally the votes cast. A blackboard shall be provided for listing the candidates and tallies totals, to be clearly seen by all members present.

D. Any member in good standing may run for any elective office. Such member should notify the Secretary ninety (90) days prior to the business meeting, identifying the office they are seeking and providing a short resume of their background qualifications. These will be turned over to the Nominating Committee identified in Article IV, Section 2(A) for review and inclusion in election procedures as appropriate. When possible, this information should be included in the Newsletter published before the Annual Business Meeting.

E. The Term of office for the officers identified in Article II, Sections 1 through 4, shall be for two (2) years for President and Vice President, and for three (3) years for Secretary and Treasurer.

F. At the initial organizational business meeting in 1989, eight (8) Directors were elected, two each to a four (4), three (3), two (2) and one (1) year term. At each annual election thereafter, two (2) Directors shall be elected for a four (4) year term.

G. All Officers and Directors have voting rights, and these votes shall be non-cumulative, one vote per member for each office.

H. Honorary members do not have a vote due to having appointed position (status).

I. Nominations may be made from the floor at the Annual Business Meeting by an accredited member.

ARTICLE IV - COMMITTEES

Section 1 - Standing Committees:

A. Audit Committee

1. The Audit Committee shall consist of three (3) members appointed by the President.

2. The Audit Committee shall review the books and accounts of the organization prior to the Annual Business Meeting and make their report thereon at the meeting through their Chairman selected from among its members.

3. Unless otherwise requested, the committee is dissolved thereafter.

B. Convention Committee

1. The Convention Committee shall be appointed by the President each year at the Annual Business Meeting to coordinate the activities and meetings for the convention the following year.

2. Such meeting activities and financing shall be subject to the approval of the President.

3. Prepare literature on meeting date, time, place, cost, etc., for distribution on or about March 1. Arrange meeting rooms, space for selling Ship's Store items, Hospitality Room, special equipment such as podium, flags, screen for showing film, etc.

4. Provide a blackboard for listing the candidates and tally total.

5. Maintain liaison with hotel to ensure compliance with state and local laws.

C. Newsletter Committee

1. The Newsletter staff of "The Chiefs" shall consist of an Editor appointed by the President.

2. The Editor may select members to assist as reporters, contributors, and support staff as deemed necessary.

3. Prepare the official publication of the association, "The Chiefs," and mail to membership on a quarterly basis. (November, February, May and August) Include special notices such as that under the Nominating Committee and articles requested by the President or Executive Committee. Articles shall be in furtherance of the purposes of NCPOA.

4. Issue notices of national meetings, conventions or mini-conventions in the official publication, "The Chiefs."

D. Budget Committee

1. The Committee shall consist of three (3) members appointed by the President with the Treasurer as an advisor.

2. Obtain from Officers and Committee Chairmen their estimate of reproduction and postage costs to carry out functions of their committee.

3. Prepare a budget, listing estimated income and expenses and submit to the Executive Committee for approval.

4. Receive approved budget from Executive Committee and distribute to affected personnel. Expenditures may not exceed the budget without authority of the Budget Committee/Executive Committee.

E. Membership Committee

1. Appointed by the President with the National Vice-President as Chairman.

2. The primary duty of this committee is to devise ways and means of increasing and retaining NCPOA membership.

3. Publicize the aims and purposes of NCPOA among eligible potential members.

4. Arrange publicity in all available news media.

F. By-Laws Committee

1. Appointed by the President.

2. Receive input from the membership of proposed changes to the Standard Procedures and By-Laws. (See Article VIII, Section 2.) Review Standard Procedures and By-Laws and submit amendments as appropriate to the membership at the Annual Business Meeting.

3. Ensure that any proposed changes to the By-Laws or Standard Procedures are not in conflict with NCPOA Articles of Incorporation.

G. Hospitality Committee

1. Be a sub-committee under the Convention Committee. Arrange for procurement of supplies to carry out the needs of hosting the convention.

2. Keep the Convention Committee Chairman informed of their progress and operate the Hospitality Room during the convention.

Section 2 - Other Committees:

A. Nominating Committee

1. The Nominating Committee shall consist of three (3) members nominated by the President and approved by the members at the Annual Business Meeting.

2. The committee shall solicit nominees for the following year's election. The committee will submit its report immediately prior to voting and shall resign immediately thereafter. They, or any member thereof, may be reappointed.

3. Provide the Newsletter Editor wording on an article for the Newsletter seeking candidates for various offices. Such notice should normally appear in an issue near the second quarter of the calendar year.

4. The article shall include the requirements for nominating and for being nominated. The nominees must follow up their nomination with a letter of acceptance and a short resume of their qualifications.

5. Any member in good standing may nominate a member for office including him/herself.

B. Cemetery Headstone Engraving Committee

1. This committee is formed to aggressively pursue the engraving of headstones in National Cemeteries (specifically Punchbowl and others) to include the date, engagement, place, ship or station, of any naval person killed in combat.

C. Other Committees

Other committees, such as publicity, may be advisable, and may be appointed by the President. The purpose and period of time shall be established by the President at the time of appointment, and they shall be dissolved at each year end, subject to re-appointment by the President.

ARTICLE V - BUSINESS

Section 1 - Officers' Responsibilities:

The Officers shall handle the routine business affairs of the Association, as their responsibilities are outlined under Article II. The Directors, with the President as Chairman, have responsibility for identifying policy, approving non-routine decisions, and generally managing the total affairs of the Association.

Section 2 - Replacement of Officers:

Should any Officer resign or be unable to complete his/her term of office, the Board of Directors shall appoint a member to serve out the period until the next Annual Business Meeting at which time a successor will be elected to serve out the remainder of the Officers term.

Section 3 - Exceeding Authority:

Should any Officer exceed his/her authority as defined in Article II, or any member violate his/her rights as defined in Article I Section 4(B), or responsibilities as would be governed by common decency, the Board of Directors shall take immediate steps to correct the problem. If circumstances justify it, such corrective action may include their request for resignation from office and/or removal from office or membership as circumstances dictate, but final approval of removal from membership must be submitted to vote at the next Annual Business Meeting.

ARTICLE VI - DEATHS

Section 1 - Acknowledgement:

Upon notification of the death of any member in good standing, the Secretary and Chaplain shall forward a letter of condolence as soon as possible to the next of kin, if known, and such shall be sent on behalf of the membership.

ARTICLE VII - CHIEF'S QUARTERS

Section 1 - Establishing a Chief's Quarters:

A. Application to form a Chief's Quarters may be made by a group of not less than ten (10) eligible members in the Association who are members of the National Body and subscribe to and accept the By-Laws of the NCPOA. If the application is approved by the Executive Committee a charter will be issued bearing the signatures of the President and Secretary.

B. No Chief's Quarters shall be organized or chartered on board any U. S. Navy or Coast Guard vessel.

C. After the Executive Committee has authorized the issuance of a charter for a new Chief's Quarters of the NCPOA, the President shall deliver said charter to the organizer. The organizer shall arrange for the institution, and if the President cannot be the Instituting Officer, he/she may request that a National Officer, a Past National Officer, a Past Chief's Quarters President or some other competent member be the Instituting Officer who shall present the installed Chief's Quarters President with the charter and a copy of the By-Laws and shall instruct the Officers in the duties of their office.

D. The Executive Committee shall have the authority to suspend or revoke the charter of any Chief's Quarters of the NCPOA for any of the following reasons:

1. When the membership of the Chief's Quarters decreases to less than ten (10) members in good standing.

2. If a Chief's quarters willfully violates or refuses to comply with the By-Laws or the directives of the Executive committee.

3. If a Chief's Quarters engages in unlawful acts or practices which tend to bring discredit to the good name of the NCPOA.

E. When a Chief's Quarters charter has been suspended or revoked, as provided for in (D), the Chief's Quarters Executive Committee may appeal the decision to the first Annual Convention following such suspension or revocation. Such appeal shall be in writing and shall be delivered to the President at least ten (10) days prior to the said Annual Convention.

F. When a Chief's Quarters is under suspension, no meeting shall be held in the name of the Chief's Quarters or the NCPOA except for the sole purpose of the discussion of the cause, effect or removal of the penalty. Except for the existing legal obligations, no funds of the Chief's Quarters shall be expended, and no additional obligations shall be incurred during and while the order of suspension is in force and effect, nor shall the Chief's Quarters be entitled to any representation in the affairs of the NCPOA.

G. If a Chief's Quarters is declared defunct, its charter revoked or voluntarily surrendered, the Executive Committee shall assume control of all books, records, properties and monies, keeping them in trust until a vote of the members in good standing, at the time the charter was relinquished, decides as the final disposition of same, provided at no time shall the assets of the Chief's Quarters be distributed among the individual members thereof, but they may be donated to charity, another Chief's Quarters of the NCPOA, the Treasury of the NCPOA, or to some other worthy nonprofit organization.

H. If a Chief's Quarters desires to change its name, the members of said Chief's Quarters shall petition the Executive Committee for such authority. No Chief's Quarters shall be named for any living person; however, Chief's Quarters shall be named for a Chief Petty Officer who was awarded the Medal of Honor, or after a deceased CPO is recommended by the members of that Chief's Quarters. Said members of the Chief's Quarters are to forward a biography of the deceased CPO with the application requesting a charter.

I. A Chief's Quarters desiring to surrender its charter voluntarily, shall give notice to all members in good standing of that Chief's Quarters, not less than ten (10) days prior to the regular stated meeting that a vote on voluntarily surrendering the Chief's Quarters charter will be taken at the meeting. If such action receives a two-thirds (_) vote, the Chief's Quarters shall then petition the Executive Committee for authority to surrender voluntarily the Chief's Quarters charter. When such authority has been received, the provision of (G) will be carried out.

J. Each Chief's Quarters of the NCPOA may adopt By-Laws for the governing of the affairs of the Chief's Quarters, provided that nothing therein shall conflict with the By-Laws of the NCPOA.

K. Each Chief's Quarters of the NCPOA shall be required to hold meetings at lease once a year, elect officers and directors, forward copies of the minutes and a list of members to the NCPOA Secretary. All correspondence must include the member's number.

Section 2 - Chief's Quarters Officers:

The following officers shall constitute the Executive Committee of a Chief's Quarters:

A. President

B. Vice-President

C. Secretary

D. Treasurer (The duties of the Secretary and Treasurer may be combined and held by one officer.)

E. Three (3) Directors

ARTICLE VIII - MISCELLANEOUS

Section 1 - Donations:

Donations in increments of $100.00 or more may be accepted by the Association as a gift from those wishing to make individual monetary contributions. A donation certificate shall be issued to such contributors.

Section 2 - By-Laws and Amendments:

A: Procedures, debates, and business conducted at the Annual Business Meeting shall be in accordance with these By-Laws.

B. Roberts Rules of Order Newly Revised shall be the parliamentary authority of NCPOA and may be referred to as a guideline but shall not be the controlling factor without the specific approval of the members in attendance at each Annual Business Meeting.

C. These By-Laws may be amended or changed by a two-thirds (_) vote of the members present, attending, and voting at any regularly scheduled Annual Business Meeting at the convention.

D. The initial By-Laws were prepared by the By-Laws Committee and approved by the initial Incorporators. They were submitted for approval of the membership at the first business meeting.

E. All amendments to the By-Laws shall be dated, signed by the Secretary and mailed to the following. The Secretary shall notify the National President when the mailings have been completed.

California Franchise Tax Board
P. O. Box 1286
Rancho Cordova, CA 95741-1286

Internal Revenue Service
District Director
P. O. Box 2350, Room 5127 Attn. E. O.
Los Angeles, CA 90053-2350

State of California
Office of the Secretary of State
1230 J Street No. 209
Sacramento, CA 95814

Attorney General
State of California
1515 K Street, No. 511
Sacramento, CA 95814

Section 3 - NCPOA Roster:

Membership rosters shall not be sold or provided to any "nonprofit" firm(s) or to any person(s) not entitled to same.

Section 4 - Finances:

Committees are to maintain records of expenditures for stamps, supplies and miscellaneous items. Periodically they shall apply to the Treasurer for reimbursement, submitting a voucher or detailed statement to back up the request.

ARTICLE IX - INDEMNITY

The NCPOA shall indemnify each person who was or is a Director or Officer of the Corporation and who was or is a party to any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative or investigative by reason of fact that he/she is or was a Director or Officer of the Corporation or is or was serving at the request of the Corporation as a director, officer, employee or agent of another corporation, partnership, joint venture, trust or other enterprise, against expenses (including, but not limited to, attorney's fees), judgements, fines, and amounts paid in settlement actually and reasonably incurred by him/her in connection with such action, suit or proceeding if he/she acted in good faith and in a manner he/she reasonably believed to be in or not opposed to the best interest of the Corporation and, with respect to any criminal action or proceeding, had no reason to believe his/her conduct was unlawful. The foregoing shall not apply to matters as to which any such person shall be adjudged by a court of competent jurisdiction in such action, suit or proceeding to be liable for gross negligence or reckless or willful misconduct, whether by act of omission, in the performance of duty.

ARTICLE X - ACTIVITIES, USE OF ASSETS AND DISSOLUTION

A. No substantial part of the activities of this Corporation shall consist of carrying on propaganda, or otherwise attempting to influence legislation, and the Corporation shall not participate or intervene in any political campaign (including the publishing or distribution of statements on behalf of any candidate for public office).

B. The property of the Corporation is irrevocably dedicated to charitable purposes and no part of the net income or assets of this Corporation shall ever inure to the benefit of any director, officer, or member thereof or to the benefit of any private person. Upon winding up or dissolution of the Corporation, its assets remaining after payment, or provision for payment of all debts and liabilities of this Corporation, shall be distributed to a non-profit fund, foundation, or corporation which is organized and operated exclusively for charitable purposes and which has established its tax exempt status under Section 501(c)(19) of the Internal Revenue Code.

ARTICLE XI - ADOPTION

This document was originally adopted at the convention held in San Diego, CA, 06 October 1989 and revised at the following conventions:

 REVISED                       DATE        SECRETARY Biloxi, Mississippi           10/12/91    John Berlier Clearwater Beach, Florida     10/07/92    Erminia Tucker Millbrae, California          10/11/97    Charles Claybourn 

The above revisions and/or amendments represent the actions taken by the two-thirds (_) majority of the voting members of the National Chief Petty Officers' Association sitting in Convention Business Meetings October 9-13, 1991 and on October 7, 1992. Additional revisions/corrections were suggested at the Las Vegas Convention in 1993, at the Milwaukee Convention in 1994, at the Pittsburgh Convention in 1995 and at the Virginia Beach Convention in 1996 but were not voted upon by the membership.

NCPOA STANDING RULES

Standing Rules of the National Chief Petty Officers Association (NCPOA) are previously adopted motions which have continuing effect. They are amendable, suspendable, and rescindable by two-thirds (_) vote at the Annual Convention. Between Conventions, the Executive Committee is empowered to adopt, amend, or rescind any Standing Rule, subject to ratification, amendment or rescission by the next Convention.

STANDING RULE 1

DUES AND FEES:

A. Registration Fee

1. Active and Associate Members shall be assessed a one-time registration fee of five dollars.

2. Honorary Members shall not be assessed the registration fee.

B. Annual Dues

1. Annual dues for each Active Member and Associate Member shall be fifteen dollars ($15.00) per annum, to be paid to the Membership Chairman during the first quarter of the calendar year. Although dues shall be considered to be delinquent after the first quarter of each calendar year, reinstatement will be effected when payment of dues is made before the end of the second quarter of the calendar year.

2. Prior to the beginning of the third quarter of each calendar year, the Membership Chairman shall make specific contact with the delinquent member to identify the nature of the problem. The Board of Directors may specifically waive the dues for that year for financial, medical, or similar hardship. If reinstatement does not occur, the member shall be dropped from membership.

3. Honorary members shall not be assessed any dues.

C. Life Membership Dues

Dues are per the table below.

Age	Dues
25-29	$335.00
30-34	$307.50
35-39	$228.50
40-44	$252.50
45-49	$225.00
50-54	$197.00
55-59	$170.00
60-64	$142.50
65-69	$115.00
70-74	$87.50
75 & up	$60.00

Funds collected from lifetime members shall be maintained in a separate reserve money market savings account (or similar safe/liquid account). The fund will be amortized by the Treasurer in February of each year by transferring an amount arrived at by using the formula below. This amount will be transferred to the general fund to meet current expenses related to the lifetime members. The fund shall not be used for other purposes unless approved by two-thirds (_) of the lifetime membership.

Total interest earned by the lifetime reserve account proceeding year_____________

Amount on hand in the above 13 age group brackets divided by 85 less the lower age in each bracket. (e.g. 25-29 bracket would be 85 minus 25 or 60; divide funds on hand in that bracket by 60 to determine amount to be amortized each year until the balance in the specific year group is completely expended. EXAMPLE: In year 1990, 20 members in the 25-29 age bracket pay lifetime dues of $6700.00 divided by 60 = $111.67. This same amount will be tranferred to the general fund for the next 60 years. Those in that age group who pay lifetime dues in 1991 will be entered on a separate record and the same formula applies. EXAMPLE: For age bracket 80-84; In 1990, 10 members pay lifetime dues of $350.00 divided by 5 = $65.00. That amount will be transferred to the general fund for the next five years. ________

Total to be transferred to general fund ________

There will be no refund of any non-amortized funds to the estate of a lifetime member who passes away. Such non-amortized amounts will be retained in the lifetime reserve account and expended as outlined in the above formula.