BY-LAWS
of the
FIFTEENTH ALABAMA VOLUNTEER INFANTRY REGIMENT
COMPANY G
Revised January 2010
ARTICLE I
Company Name
I. The name of the corporation shall be Fifteenth Alabama Volunteer Infantry Regiment, Co. G.
II. The purpose of this corporation shall be as outlined in Title 13‑B, Maine Non‑Profit Corporation Act.
III. The corporate seal shall be a circle and include the words, “Fifteenth Alabama Volunteer Regiment, Company G” and the year “1996".
ARTICLE II
I. Membership and Duration
A. Membership to the corporation is open to any interested individual and to his/her family. There is no age limit on who can join the company; however a member must be at least 16 years old in order to carry a black powder weapon. Members under the age of 16 must have written parental consent allowing them to participate in company events; parents are responsible for the safety and conduct of their children at company events. Parents must accompany reenactors under the age of 16 onto the field of any event where firearms are being used. Members must authentically portray a soldier of the Fifteenth Alabama Volunteer Regiment, Company G from the years 1861‑1865, or a civilian of the period.
B. For the 15th Alabama, the definition of “family” shall be any immediate family member including a spouse, child, or significant other. A significant other may be any heterosexual or same sex couple who live together in a mutually supporting relationship.
C. The Treasurer shall update the active list of members as membership changes. Active members are those whose annual dues are paid in full. Members who have not paid dues by January 31 may not vote in elections until dues are paid for the year.
D. New recruits shall be given two (2) calendar years to outfit themselves in proper authentic uniform that shall consist of the following articles of clothing, accessories and weapons:
· Fatigue Jacket (five button Regimental Coat) or Frock Coat or Shell Jacket,
· Wool or period cotton trousers
· Forage cap, Kepi, Slouch Hat, or period Civilian hat
· Issue shirt or authentic period shirt
· Brogans or similar period shoes
· Cartridge box
· Canteen (wood, tin, or stainless steel if covered)
· Cap pouch
· Slings
· Infantry waist belt
· A period cap lock military firearm
It is highly recommended that the recruit purchase a Three Band Enfield, Three Band Springfield, or a CS Richmond Musket due to safety reasons and restrictions of firearms at certain events. The use of flintlock weapons will not be allowed at any event.
E. New recruits are expected to have a complete uniform by the end of their first calendar year of membership with the leather goods, weaponry and other accouterments by the end of their second calendar year of membership.
F. After having obtained the required gear, a member may obtain extra items for his/her impression such as gaiters, great coats, knapsacks, vests, tin cups, plates, etc.
G. Probationary period for new members:
1. New members, both military and civilian, will be given a “probationary period” lasting six months from the date they join the company. This period is to allow the candidate time to see if he or she can:
· Adapt to the rules and regulations that guide the company
· Learn, understand and portray the military or civilian roles expected
· Attend functions
· Decide whether he or she can afford to purchase the equipment and clothing necessary to participate
2. At the end of the probationary period, the company will ask the candidate if he or she wishes to become a full member. At the same time, the company will hold a vote to see if they concur that the candidate should be accepted as a full member.
3. If the candidate wishes to remain with the company, and the company votes to accept the candidate, then the candidate will be accepted as a full member with all privileges and rights granted with membership.
4. If a candidate is not accepted by the company, then the candidate’s dues will be refunded in full and the candidate will be informed that he/she did not meet the criteria required for joining.
5. Prior to company vote, active members may speak for or against the candidate. Voting will be done by written ballot. A two thirds (2/3) majority is required for a vote to pass.
6. Voting is final. There will be no appeals or arguments after the result of the vote is announced.
II. Dues
A. Dues are required from the members at the following rates: TWENTY DOLLARS per person over the age of eighteen per year.
B. Payment is due no later than January 31. Payment may be deferred to a later date on a case-by-case basis, with the permission of the Board of Directors. However, as previously stated, unpaid members may not vote in company elections or events until dues are paid.
C. If a deferment of payment has not been allowed by the Board of Directors, members in arrears of their annual dues cannot participate in company events until dues are paid in full.
III. Appearance
A. Members shall present themselves to the public in a manner consistent with what is known to have been the social, political, religious, and military views and experiences of the period between 1861 and 1865.
B. At all times, members shall be respectful to the viewing public and aware of the cultural and social differences that exist between the nineteenth century and today.
1. No member of the Fifteenth Alabama, Company G, shall engage any member of the public in an open argument or controversial discussion pertaining to race, religion, or politics if the discussion cannot be kept civil or with the understanding by both parties that differences did exist between the period represented and modern social-political views and that said differences are not the current beliefs and views held by the current members.
ARTICLE III
Administration
I. Board of Directors
A. The administration of the corporation shall be vested on a Board of Directors and shall be composed of the officers of the corporation including:
· President
· Secretary
· Treasurer
· Historian
· Captain
B. The term for all directors shall be for one (1) calendar year or until his/her successors are elected at the annual meetings.
C. The office of Captain is a MILITARY rank and will be held for a minimum of two (2) calendar years.
D. Any vacancy on the Board that may occur during an elective term of office shall be filled by a majority vote of the remaining Directors present at any meeting of the Board, but only for the remaining portion of the term so vacated.
E. No one may serve on the Board of Directors unless he/she shall have been a member of the corporation at least one calendar year.
F. The Board of Directors is responsible for all affairs and property of the corporation. The Board may inspect all records, books, and accounts of the corporation whenever it deems necessary.
G. It shall transact all business for and on behalf of the corporation and its decision shall in all cases, be final unless an appeal is made and sustained by a majority of the active voting membership present at any special or annual meeting of the corporation.
H. It may employ such personnel and reimburse them for expenses as it deems necessary or expedient from time to time and it may, by formal action, delegate specific authority of the Board to such personnel or to committees as provided under Title 13‑B M.R.S.A. 709 as amended.
I. In addition to all of the powers granted and conferred upon by the Board of Directors, the Board shall have the power to accept for and on behalf of the corporation, any contributions, appropriations or grants‑in‑aid, from whatever source that may be tendered in
monies, goods, real or property or services for the work of the corporation.
J. The Board may pledge the faith of the corporation, with or without security, if occasion should arise in the pursuance of its work.
K. No member of the board should hold more than ONE office, i.e. the Captain should not be the Treasurer etc. However, if members do not wish to run for offices, then it is possible that more than one office will be held by a single member.
ARTICLE IV
Corporate Officers
I. Corporate Officers
A. The corporate officers shall be the President, Secretary, Treasurer, and Historian; each of whom shall be elected at the annual meeting of the corporation.
B. They shall serve in such office until the close of business of the meeting at which their successors may be elected. Corporate officers will have no field status as officers or Non-Commissioned Officers (NCO's) unless so elected by the membership.
C. Any vacancy in an elective office may be filled by the Board of Directors at meeting, but only for the remainder of the term so vacated.
D. In the absence of any officer from a meeting at which his/her presence is necessary for an orderly conduct of the business there of, the chairperson may appoint a temporary substitute.
II. President
A. Unless otherwise designated by the Board, the President shall be the Executive Officer of the corporation. The President shall:
1. Preside as Chairperson at all meetings of the corporation, the Board of Directors and shall be an ex‑officer of any committees.
2. Be a co‑signer with the Treasurer of all notes, mortgages or upon the direction of the Board of Directors, execute any and. all legal instruments given on behalf of the corporation and shall, if required by the Board, give such surety bond as may be required at the expense of the corporation.
3. Have the power to call meetings of the Board of Directors and shall make a full and complete report of the work of the corporation and the actions of the Board of Directors at each annual meeting of the corporation. The President shall be authorized to sign checks along with the Treasurer.
4. Be responsible for setting the agenda.
5. In order to preserve the integrity of the company and to insure that proper communications are kept concerning company business and attendance at events, the President or Captain shall be the ONLY authorized persons to speak to other organizations, including the 6th Regiment, on behalf of the 15th Alabama, Company G and they shall keep each other informed of any such communications. In the event that the President or Captain is unable or does not wish to speak to the media or public events, he/she may appoint another person as spokesperson. Members of the company wishing to discuss business with other parties that direct affects the company MUST confer FIRST with the president or captain to insure that the best interests of the company are upheld. Any unauthorized commitments, plans, or agreements made without the knowledge of the President and the Board of Directors will not be considered valid or binding to the Company.
III. Secretary
A. The Secretary shall:
1. Make every attempt to attend all meetings of the Board of Directors and shall keep accurate records of all business transactions at such meetings.
2. Be responsible for publishing the newsletter and the distribution of the newsletter in a timely fashion.
3. Keep an accurate record of the membership of the corporation, and give adequate notice to all members in advance of the annual meeting of the corporation.
4. Make a full report of the membership status of the corporation at each annual meeting.
5. At the request of the President and as otherwise provided herein, the Secretary shall give adequate notice of all meetings of the Board of Directors.
B. For the purposes set forth herein, adequate notice shall mean at least sufficient time to reach the place of business from the person's place of business or residence under normal conditions, unless otherwise agreed or waived.
IV. Treasurer
A. The treasurer shall:
1. Be the custodian of all corporate funds. He/she shall receive all corporate funds, depositing the same in the name of the corporation in such bank or trust company as may be designated by the Board of Directors, and keep an accurate record of all receipts and disbursements.
2. Be a co‑signer with the President or a designated member of the Board on all notes, mortgages or upon the discretion of the Board of Directors, execute all of the legal instruments given on behalf of the corporation and shall, if required by the Board, give such surety bond as may be required at the expense of the corporation.
3. Give a full report of the financial status of the corporation at each annual meeting and upon request at any meeting of the Board of Directors.
4. Be able to issue checks for the corporation.
V. Historian
A. The Historian shall help keep a written and/or visual record of the achievements by the company.
B. He/she shall be reimbursed for purchases of film, scrapbooks, albums, and other necessary items for keeping the historical record.
1. To be reimbursed, the Historian must submit receipts for all expenses to the board.
2. No purchases in excess of $50.00 will be allowed unless first approved by the Board of Directors. The Board of Directors shall not be required
to refund excess expenses if permission was not first obtained.
C. The Historian must provide his/her own camera or video recording equipment.
D. If the Company purchases a camera or video recorder, it may be kept in the custody of the Historian.
1. The historian is responsible for the safekeeping of Company equipment in his/her possession. He/she must return the equipment to the Board of Directors on demand or at the end of his/her term.
VI. Quartermaster
A. The Quartermaster is not a corporate or military rank and is a voluntary position. The Quartermaster is the custodian of all company property, responsible for transporting it to and from events as needed. The company may elect to reimburse the Quartermaster for gasoline or rental costs if a trailer or other equipment is necessary. However, the Quartermaster must communicate the need for rental equipment BEFORE the event so the company can decide whether the expense is worth renting the equipment.
ARTICLE V
Additional Officers and Voting
I. The Board of Directors may establish such other personnel, as it may deem necessary for the orderly operation of the corporation.
II. A voting member shall be one who is 16 years of age or older and who has his/her dues paid to date and is an active member in good standing.
ARTICLE VI
I. Military Officers
A. Depending on the number of soldiers in the company as defined in Hardee’s Rifle and Light Infantry Tactics, the company military officers may include:
· Captain
· First Lieutenant
· Second Lieutenant
· First Sergeant
· Three Sergeants
· Four Corporals
· Color Bearer (or Color Corporal)
B. Officers are nominated and elected by the members of the company and the Term of Office shall be two calendar years.
C. In the event that the Company shall fail to elect any officer after three ballots, then the Board of Directors shall have the power to appoint a member to such officer(s).
II. Company Commander
A. The highest-ranking Military Officer present at function shall be the Company Commander and shall exercise that leadership in all matters relating to drill, tactics and other non‑business affairs.
B. The Company Commander exercises the duties of his/her rank in all things pertaining to the military branch of the Organization. All military members are expected to respect the rank of the Company Commander and the officers and NCO’s in the chain of command during military exercises and presentations.
III. Lieutenants
A. The First Lieutenant is the second in command of the military branch.
B. Unlike the Company Commander, Lieutenants and below are not members of the Board of Directors and their authority is strictly limited to that expected of a Lieutenant in the Confederate Army and is exercised as such during all drills, living history presentations, or other field demonstrations.
C. In the absence of the Company Commander, the senior ranking lieutenant present in the field represents the Fifteenth Alabama as the acting company commander.
D. He/she shall conduct him/herself in the proper decorum and manner expected of an officer of the Confederate Army and shall follow the tactics as prescribed in Hardee’s Rifle and Light Infantry Tactics.
IV. Sergeants
A. The First Sergeant is the second in command of the military branch in the absence of any other elected officers.
B. In the absence of the First Sergeant, the next ranking sergeant will be in charge of the military branch, and so on.
C. The primary duties of the Sergeants are as outlined in Hardee’s Rifle and Light Infantry Tactics.
D. Sergeants shall present a proper military appearance and attitude expected of the rank at all drills, living history presentation, or other field demonstrations.
V. Corporals
A. In the absence of any officer or sergeant, the senior ranking Corporal is in charge of the military branch of the Company.
B. The primary duties of the Corporals are as outlined in Hardee’s Rifle and Light Infantry Tactics.
C. Corporals shall present a proper military appearance and attitude expected of the rank at all drills, living history presentation, or other field demonstrations.
VI. Color Bearer (or Color Corporal)
A. The Color Bearer shall hold the rank of Corporal and be assigned as a Staff Non-Commissioned Officer.
B. He shall be responsible for keeping, maintaining and preserving the 15th Alabama’s battle flag.
C. He shall ensure that the flag is present at ALL Company meetings and functions.
D. The Color Bearer shall carry the flag at all parades and battle reenactments. He will be familiar with the proper ceremonies and procedures for carrying, flying, and displaying the Confederate National Flag and Battle Flags.
E. He will be familiar with the history and progression of all National and Battle Flags of the Confederacy and be able to answer questions to the public regarding their history.
F. He should have a library of reference information available concerning the various flags flown by the Confederacy to ensure accuracy.
G. The Color Bearer may have to field questions regarding the politics of the South, or be presented with statements regarding the use of the Confederate Battle Flag by political and racist organizations. He should be able to answer these questions and statements in a calm and intelligent manner that will maintain the honor and integrity of the reenacting hobby as a whole and the 15th Alabama, Company C in particular.
VII. Military Promotions
A. The following criteria will be used to determine Military Promotions.
1. The candidate must have a working knowledge of Hardee’s Rifle and Light Infantry Tactics.
2. The candidate must reflect the needs of the regiment.
3. The candidate must be a member of the Fifteenth Alabama, Company G for at least one (1) calendar year prior to appointment.
4. The candidate must have the support of the members.
5. The candidate must attend at least 75% of meetings and events.
6. The candidate must have the ability to incur the cost of the promotion.
7. The candidate must demonstrate proof of knowledge of the Civil War period and that promotion's role in particular.
8. The candidate should inspire the company by action and example.
9. The candidate should show some initiative, as become actively involved in company affairs, i.e. seek ways to better the company
ARTICLE VII
I. Conduct of all Members
A. Members of the Fifteenth Alabama, Company G portray the lifestyles of soldiers and civilians between the years 1861 and 1865. As such, they shall strive to present themselves to the public with as much authenticity as possible.
B. The obligation of each member is to teach the public, through First Person demonstration and lecture, what it was like to live during that significant historical period. To use the Company as a platform to present their own personal political, social or religious agenda will not be tolerated.
C. Therefore, no member shall:
· Act on behalf of the Company to display any flags, banners, pennants, weapons or accessories, uniforms in the company that are in violation of the bylaws of the Company.
· Represent the Fifteenth Alabama, Company G if he/she wishes to distribute, in uniform, literature or printed matter of a controversial political, religious, or social nature or distribute or advertise any other literature or printed matter without the authority of the Company.
· Openly solicit from within the company, other members to join any other groups that are of a controversial political, religious, or social nature. He/she may not use any official gathering of the Company to distribute controversial literature or speak of his/her involvement in said groups or organizations.
· Represent the Fifteenth Alabama, Company G, in any conviction, parade, muster, rifle shoot or activity without the authority of the Company.
D. Any member acting in a manner that brings public discredit, embarrassment, or controversy to the Fifteenth Alabama, Company G, may have their membership revoked following a two-thirds majority vote of the active members of the company.
ARTICLE VII
Committees
A. The Board of Directors shall have the right to establish such committees, as it deems necessary for the operation of the corporation.
ARTICLE VIII
Meetings
I. Regular Meetings
A. Meetings are routinely held monthly. At least a minimum of one meeting per quarter of the corporation shall be held in a suitable location on the second Sunday of the month. At the discretion of the voting members, meetings may be held more often, but must be agreed upon by a two-thirds majority.
B. Notice of the place, time and date of such meeting shall be appointed by the Board of Directors and notice shall be sent to all members who has his/her dues paid to date and are active members in good standing.
C. The Secretary shall mail the notices to members’ last known address.
II. Special Meetings
A. If circumstances require, a special meeting may be called for by any member of the Board of Directors.
B. Special meetings may be of short notice so consideration must be given to travel time and work schedules of the Directors.
C. All members of the Board should make a maximum effort to be present for a special meeting. If one of the Directors is unable to attend, the outcome of the meeting cannot be determined until the absent member is fully informed of the content of the meeting. The absent member shall be given the opportunity to review the subject of the meeting and be allowed to vote if a vote is required.
D. Special meetings can be called for items of immediate interest and affect on the Company. Such items include, but are not limited to:
1. Violations of any articles of these bylaws.
2. Suggested changes to the bylaws.
3. Financial emergencies.
4. Purchases of last-minute necessary equipment.
5. Replacement of members of the Board of Directors in the event of an unexpected loss of said member.
6. Favorable or unfavorable publicity relating to the Fifteenth Alabama, Company G.
III. Voting
A. Absentee votes may be sent in by members who are unable to attend election meetings for military and company officers. Absentee ballots may be sent by regular mail or email to the President and / or Captain of the company. Ballots must be sent in BEFORE elections are held. Ballots received after the election will not count.
B. Voting members are members at least 16 years of age and whose dues have been paid in full by the day of the election.
IV. Quorum
A Quorum shall be as defined under Title 13‑8, Maine Non‑Profit Corporation Act.
V. Robert's Rules of Order
Robert's Rules of Order shall govern the conduct of all meetings.
ARTICLE IX
I. Amendments
A. These bylaws may be replaced or amended at any meeting of the voting members of the corporation by two‑thirds (2/3) vote of those present and eligible to vote provided notice of the proposed action setting forth the substance thereof has been given to all voting members with the call of the meeting.
B. Whenever the Board of Directors or two‑thirds (2/3) or more active voting members of the corporation recommends in writing that the bylaws be amended, the President shall direct the Secretary to send out notice of the proposed action.
ARTICLE X
I. Removal or Demotion of Members
A. The Company Commander (Senior Military Officer) with Board of Directors shall have the authority to remove or suspend any member(s) from the Roll of the Company at any time after hearing both sides of a reputed safety or bylaw violation.
B. The order to remove or suspend from the Official Roll of the company shall be by a two‑third (2/3) vote of all members of the Board.
C. A vote of the Board of Directors with the Company Commander on such a matter may be appealed to the Company as a whole
D. The Board may decide on one or more of the following actions:
1.Removal from the company with a prorated refund of remaining dues.
2.Suspension from Military portrayal for a period.
3.Suspension from Civilian portrayal for a period.
4.Probation for a period of time, with review of conduct and final determination.
5.Written or verbal warnings
E. The accused must make every effort to be present to present his/her defense and may present witnesses either in person or by signed written statements.
F. If the accused refuses to attend, and every reasonable attempt has been made to accommodate the accused, the Board may elect to continue in his/her absence.
G. The Board’s decision may be appealed to the entire company for a final vote. If the company rules against the Board by a two-thirds majority, then the Board’s decision may be revoked.
ARTICLE XI
Dissolution of Corporation
On the event of either voluntary or involuntary dissolution of the Corporation, the assets of the corporation shall not be distributed to its members or shareholders but shall be distributed for one or more exempt purposes, said historical society or another reenactment for a public purpose or government. The manner of distribution shall be made by a majority of voting members or by Order of Court.