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ARTICLE ONE - ORGANIZATION

1. The name of this organization shall be The Light Brigade Ltd.
2. The organization shall have a seal which will be as appears below

Light Brigade Crest

3. The organization may at its pleasure by a vote of the membership body change its name.

ARTICLE TWO - PURPOSES

The following are the purposes for which the association has been organized:  Said Corporation is organized exclusively for recreational and educational purposes within the meaning of Section 501 (c) (3) of the Internal Revenue Code of 1954, as amended, including for such purposes as the making of distributions to organizations described in I.R.C. Section 501 (c) (3) and exempt from Federal Taxation under I.R.C. Section 501 (a).

ARTICLE THREE - MEMBERSHIP

Membership in this organization shall be open to all who are members in good standing as of April 1st of each year.  Minimum age for membership shall generally be 21 years old.  Persons between the ages of 18 and 21 years old may apply for membership.  Each such application will be reviewed for approval, on an exception basis, by the Board of Directors.

Disciplinary action, including revocation of membership, may be taken by the Board of Directors when sufficient cause exists for such action.  A member shall be represented by counsel upon any disciplinary hearing.  The Board of Directors shall adopt such rules as it may in its discretion consider necessary for the best interests of the organization, for this hearing.

ARTICLE FOUR - MEETINGS

The annual membership meeting of this organization shall be held on or about the 2nd Saturday of October each and every year except if such day be a legal holiday then in that event the Board of Directors shall fix the day but it shall not be more than two weeks from the date fixed by these By-Laws.  The secretary shall cause to be mailed to every member in good standing at his or her address as it appears in the membership roll book of this organization a notice telling the time and place of such annual meeting.

The presence of not less than 20 members shall constitute a quorum and shall be necessary to conduct the business of this organization; but a lesser number may adjourn the meeting for a period of not more than 4 weeks from the date scheduled by these By-Laws and the secretary shall cause a notice of this scheduled meeting to be sent to all those members who were not present at the meeting originally called.  A quorum as herein before set forth shall be required at any adjourned meeting.

ARTICLE FIVE A - ELECTION OF OFFICERS AND DIRECTORS

At all votes by ballot, the chairman of such meeting shall immediately prior to the commencement of balloting appoint a committee of three who shall act as "Inspectors of Election" and who shall at the conclusion of such balloting certify in writing to the chairperson the results and the certified copy shall be physically affixed to the minutes of the meeting.

No inspector of elections shall be a candidate for office or shall be personally interested in the question voted upon.

For the election of officers and directors, ballots shall be provided and there shall not appear any place on such ballot any mark or marking that might tend to indicate the person who cast such ballot.

A general meeting for nominations of officers and directors shall be held no less than one (1) month prior to the election of the officers and directors.  All nominees must be present to accept their nomination or have presented by proxy an acceptance in writing of their nomination.  Absentee ballots for the election of officers and directors may be requested no less than twenty one (21) days prior to the election of officers and directors.  Absentee ballots must be received no less than 24 hours prior to the election of officers and directors.

In case of a tie for the position of officer or director, a special run-off election involving only those tied, shall be held immediately.

ARTICLE SIX - ORDER OF BUSINESS

1 - Roll Call.
2 - Reading of the minutes of the preceding meeting.
3 - Reports of committees.
4 - Reports of officers.
5 - Old and unfinished business.
6 - New Business.
7 - Good and welfare.
8 - Adjournment.

ARTICLE SEVEN - BOARD OF DIRECTORS

The business of this organization shall be managed by a Board of Directors consisting of 5 members together with the officers of this organization.

The directors chosen for the ensuing year shall be chosen at the annual meeting of this organization in the same manner and style as the officers of this organization and shall serve for a term of 1 year from January 1st through December 31st.

The Board of Directors shall have the control and management of the affairs and business of this organization.  Such Board of Directors shall only act in the name of the organization when it shall be regularly convened by its chairman after due notice to all the directors of such meeting.

Five (5) of the members of the Board of Directors shall constitute a quorum and the meetings of the Board of Directors shall be held regularly, at a frequency to be determined by the Board of Directors, but no less than once each calendar quarter.

Each director shall have one vote and such voting may not be done by proxy.

The Board of Directors may make such rules and regulations covering its meetings as it may in its discretion determine necessary.

Vacancies in the Board of Directors shall be filled by a vote of the majority of the remaining members of the Board of Directors for the balance of the year.

The president of the organization by virtue of the office shall be chairperson of the Board of Directors.  The Board of Directors shall select from one of their number a secretary.

A director my be removed when sufficient cause exists for such removal.   A director may be represented by counsel upon any removal hearing.  The Board of Directors shall adopt such rules as it may in its discretion consider necessary for the best interests of the organization, for this hearing.

Special meetings of this organization may be called by the president when he deems it for the best interest of the organization.  Notices of such meetings shall be mailed to all members at their addresses as they appear in the membership book at least 14 days before the scheduled date set for such special meeting.  Such notice shall state the reasons that such meeting has been called, the business to be transacted at such meeting and by whom called.

At the request of  members of the Board of Directors or 15 members of the organization, the president shall cause a special meeting to be called, but such request must be made in writing at least 21 days before the requested scheduled date.

No other business but that specified in the notice may be transacted at such special meeting without the unanimous consent if all present at such meeting.

ARTICLE EIGHT - OFFICERS

The officers of the organization shall be as follows:

  • President
  • Vice-President
  • Secretary
  • Treasurer

The President shall by virtue of the office preside at all membership meetings, be chairperson of the Board of Directors, present at each annual meeting of the organization an annual report of the work of the organization, see that all books, reports and certificates as required by law are properly kept or filed, be one of the officers who may sign the checks or drafts of the organization, and have such powers as may be reasonably construed as belonging to the chief executive of any organization.

The Vice-President shall in the event of the absence or inability of the president to exercise his or her office become acting president of the organization with all the rights, privileges and powers as if he or she had been duly elected president.

The Secretary shall keep the minutes and records of the organization in appropriate books, file any certificate required by any statute, federal or state, give and serve all notices to members of the organization, be the official custodian of the records and seal of the organization, be one of the officers required to sign the checks and drafts of the organization, present to the membership at any meetings any communication addressed to the secretary of the organization, attend to all correspondence of the organization and exercise all duties incident to the office of secretary.

All drafts or checks shall be signed by the Treasurer and one other officer so designated by the Board and no check or draft in excess of One Thousand ($1,000.00) dollars shall be authorized without the approval of the Board.

The Treasurer shall have the care and custody of all moneys belonging to the organization, be solely responsible for such moneys or securities of the organization and be one of the officers who shall sign checks or drafts of the organization.

No special fund may be set aside that shall make it unnecessary for the Treasurer to sign the checks issued upon it.

The Treasurer shall be bonded at the expense of the Association.  The Treasurer shall render at all meetings of the Directors, a written account of the finances of the organization and such report shall be physically affixed to the minutes of the Board of Directors of such meeting and shall exercise all duties incident to the office of Treasurer.

Officers shall by virtue of their office be members of the Board of Directors.

No officer or director shall for reason of the office be entitled to receive any salary or compensation, but nothing herein shall be construed to prevent an officer or director receiving any compensation from the organization for duties other than as a director or officer.

ARTICLE NINE - MANAGER

The office of Manager of the Light Brigade Ltd. Drum and Bugle Corps shall be appointed by the Board of Directors.  This office shall be held by at least one, but no more than three persons.  The Manager shall serve a term of one year or less if the manger is removed  from office, for just case, by a vote of the Board of Directors.

By virtue of the office, the Manager shall be a non-voting member of the Board of Directors, report to the Board of Directors on all relevant The Light Brigade Ltd. Drum and Bugle Corps activities, be responsible for the day to day activities of The Light Brigade Ltd. Drum and Bugle Corps, including but not limited to, selection of instructional and support staffs, negotiation of all performance commitments and fees, procurement and distribution of equipment, scheduling and logistics of practices and performances.  Fitness of an Alumni member to participate in The Light Brigade Ltd. Drum and Bugle Corps will be at the discretion of the Manager and the instructional staff.   This decision may be appealed and is subject to reversal by the Board of Directors.

All actions of the Manager relating to The Light Brigade Ltd. Drum and Bugle Corps are subject to review at the meetings of the Board of Directors.

ARTICLE TEN - SALARIES

The Board of Directors shall hire and fix the compensation of any and all employees which they in their discretion may determine to be necessary in the conduct of business of the organization.

ARTICLE ELEVEN - COMMITTEES

All committees of this organization shall be appointed by the President and confirmed by the Board of Directors and their term of office shall be for a period of 1 year, or less, if sooner terminated by the action of the President or Directors.

ARTICLE TWELVE - DUES

The dues of this organization shall be $25.00 per person; $35.00 per family and shall be due each year by the first of January.

ARTICLE THIRTEEN - AMENDMENTS

These By-Laws may be altered, amended, repealed or added to by means of a two thirds majority vote by at least one third of the total membership present.

ARTICLE FOURTEEN - ASSETS

Upon dissolution of the Corporation, the Directors shall, after payment or making provisions for payment of all of the liabilities of the Corporation, contribute the remaining assets to an organization which is qualified as an exempt organization under Section 501 (c) (3) of the Internal Revenue Code as amended

ARTICLE SIXTEEN - ACCEPTANCE

These ARTICLES are accepted as the By-Laws of the The Light Brigade Ltd.

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