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John M Miller

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                                                         BYLAWS

ARTICLE 1 – NAME:

 The name of this non-profit organization shall be known as “Ye Notorious Krewe of the Peg Leg Pirate, Inc.,” hereinafter referred to as “the Krewe.”

 
ARTICLE 2 – PURPOSE:

Through Social networking and action, provide support for persons receiving prosthetic devices.  This support may include assistance to families, organizations and persons who meet these criteria.  The Krewe shall also provide the opportunity for participation in parades, festivals and civic events.

ARTICLE 3 – MEMBERSHIP:

Section 1:  Eligibility for Membership: 

Membership shall be composed of those persons twenty-one (21) years of age or older, dedicated to the accomplishment of the purpose of the Krewe. Associate Membership shall be comprised of individuals, age fifteen (15) through twenty (20) who are children of adult Krewe Members.

 Section 2:  Admission.

• Invitation Only:  Admission to Membership in the Krewe shall be by invitation only.

•   b) Applicant Recommendation:  A prospective Member shall be recommended by a current Krewe Member who is in good standing and who knows the candidate personally. An application form shall be completed by the prospective Member, signed by the endorser and presented to the Krewe Membership Committee.

c) Submission Materials:  All applications must be accompanied by a check for the current dues and a copy of the candidate’s valid driver’s license or State ID. Applications will not be considered if incomplete.

d) Board Recommendation:  The Krewe Membership Committee shall submit all nominations to the Board of Directors with recommendation. All applications shall be considered without prejudice or discrimination.

e) Election to Membership:  Shall require a majority vote of the Board of Directors

f) Acceptance Notification:  Upon Acceptance, the Secretary of the Krewe shall notify the applicant of the decision of the Board. Membership committee will be copied and will send out the Krewe packet at once via Priority Mail.

•  Membership Denial:  A candidate denied Membership will have the Initiation fee refunded.

 Section 3:  Membership Status Defined:

A “Member in Good Standing” is one who is current in his/her dues and assessments, follows the Articles of Piracy and is not up before the Board of Directors for disciplinary actions.  A new member who has paid the initiation fee and has been approved for membership but who opts to make incremental payments, is immediately considered to be a Member in Good Standing. 

Section 4:  Duties and Benefits of Membership

a)  Acceptance of By Laws and Articles of Piracy:   Each person, by accepting Membership in the Krewe, shall agree to conform to and abide by the Bylaws and Articles of Piracy in effect at the time of such acceptance, or thereafter effective.

b). Participation at Krewe Events:  Members are encouraged to participate in all activities that are sanctioned by the Krewe.

• c). “Members in Good Standing” are invited to all meetings and social functions of the Krewe, receive all e-mail information, are invited to participate in parades, are eligible to vote in all elections, and can stand for elective office.

Section 5:  Membership Limit: 

The Board of Directors shall select the number of Members eligible for Membership each year until a maximum of 100 active Members is achieved.

Section 6: Resignation:

Any Member desiring to resign from the Krewe shall present the resignation in writing to the Krewe’s Board of Directors either through US Postal Service or e-mail.

Section 7: Reinstatements: 

A Member who resigned in good standing may be reinstated upon approval of the Board of Directors and the payment of the current dues. A Member who is dropped for non-payment of dues shall be reinstated providing the past due amount, current dues and the late fees are collected at the time of the application.

Section 8: Member Conduct: 

All Krewe members will conduct themselves in accordance with the Krewe’s By-Laws and Articles of Piracy. Failure of any Krewe member to comply with these provisions will result in one of the following disciplinary actions:

• A reminder by a member of the Board of Directors that the action is inappropriate.
• A suspension by the Board of Directors of the member from participating in Krewe activities for a specified period of time.

• A careful review of pertinent information by the Board of Directors resulting in a vote to either continue or terminate the membership.

• ARTICLE 4 –  DUES, FEES AND ASSESSMENTS:
  
  Section 1:  Payment and Increases: 

Current dues shall be paid at the time of application (checks or money orders only). Dues shall be increased by the Board of Directors based upon budgetary requirements.  The Board of Directors may increase such dues from time to time, but not more than once per twelve (12) month period.
 

Section 2: Renewal Date

Renewal Date:  Dues shall be payable annually between May 1st and August 31 of each year. The Purser shall mail statements by May 1 with a reminder being sent mid-August.

Section 3: Payment of Dues:

a) Dues may be paid in installments of $100 if preferred, but due August 31^st.

b) A Member whose dues and other charges are not paid in full is considered delinquent as of September 1st, and will be notified by the Purser by U.S. Mail and e-mail that they will be suspended from Membership if payment is not made by September 30.    Any Member delinquent in dues or any other charges shall not receive an invitation to, nor participate in any event until the balance has been paid in full plus a $50 late fee. Any Member not current in their dues shall be ineligible to hold office or vote during elections.
           

c) The Purser shall present to the Board of Directors a list of outstanding dues at the October Board Meeting. If these Members are still delinquent, they shall be automatically dropped from Membership effective immediately with no vote necessary.

d) Any Member making a reservation for any function that the Krewe must advance funds for or will be obligated to remit funds for, and the Member does not show, then that Member will be charged for the function and will be so billed by the Purser.

 e) Failure of any Member to participate in any of the Krewe’s activities shall not entitle a Member to any refund of any portion of the annual dues or initiation fee.

ARTICLE 5 – OFFICERS:

Section 1.   Officers:

The Officers shall be a President/Admiral, a Vice President/Captain, a Secretary and a Treasurer.
 
Section 2.   Term of Office: 

The Term of Office shall be one year.

ARTICLE 6 – DUTIES OF OFFICERS:

All Officers shall perform the duties described in these Bylaws.

Section 1:   The President/Admiral shall:

• preside over meetings of the Krewe and the Board of Directors;
• sign official documents;
• co-sign checks; 
• submit, for Board approval, the proposed budget for the upcoming calendar year which begins January 1, at the November meeting;
• e) represent the Krewe at  public/fundraising functions;  and

• f) perform any other duties as may be assigned to this office.
   

Section 2.   The Vice President/Captain shall:

• a) perform all duties assigned to the Admiral during an absence, or in the event of the
• temporary absence, of the Admiral;
  b) carry out all special assignments by the Admiral;
  c) co-sign checks when necessary;
  d) attend public/fundraising functions; and

• e) perform any other duties as may be assigned to this office.
  
  Section 3.   The Secretary shall:

• a) record the proceedings of all general membership and Board  meetings of the Krewe; minutes of these meetings will be distributed to the general membership;
  b) provide the Minutes of all general meetings to the Members in a timely manner;
  c) keep the Corporate Seal, a copy the Articles of Incorporation, the Bylaws and other papers assigned to this office;
  d) maintain the Minutes of all general membership  Krewe and Board of Directors’ meetings in the corporate book;
  e) conduct any correspondence that shall be requested by the Admiral or the Board of Directors;
  f) keep a file of correspondence received by the Krewe and copies of correspondence sent by the Krewe; and

• g) perform any other duties as may be assigned to this office.
  
  Section 4.  The Treasurer/Purser shall:

• a) be responsible for the collection of the assessments and the placing of the funds in a           bank approved by the Board of Directors;
  b) be custodian of all funds and keep an itemized account of all receipts and disbursements;
  c) disburse money only at the authorization of the Board of Directors, either by specific action or by adoption of a budget.  Any disbursement over $250 must be considered and approved by the Board of Directors, whether budgeted or not;
  d) prepare all checks for payment and pay bills promptly;
  e) send a statement of assessments to each Member, sixty (60) days prior to                      the annual meeting;
  f) notify Members whose assessments are delinquent; send a report to the Board of Directors of the Members whose assessments are delinquent and considered in arrears;
  g) make a financial report to the Board of Directors and the Krewe at every meeting and when otherwise requested by the Admiral or Board of  Directors;
  h) file any necessary forms with the Internal Revenue Service and State of Florida; and,
  i) perform any other duties as may be assigned to this office.
              

• ARTICLE 7 – STANDING COMMITTEES
  
   Section 1:  Parade Committee:

The Parade Committee shall coordinate, design and orchestrate the Krewe’s participation all parades. Duties include such activities as preparation of all Parade Application as will as compliance with Parade rules.

Section 2:  Social Committee: 

The Social Committee shall coordinate, plan and host social events.

Section 3:  Public Relations Committee:

The Public Relations Committee shall distribute information, newsletters and announce on upcoming events through various media outlets as well as maintain the publicity file of the Krewe’s events.

Section 4:  Membership Committee: 

The Membership Committee shall make available and collect applications for Membership and is responsible for new Member presentation and orientation. Duties shall include mailing Krewe welcome packets to new member in a timely fashion and maintain the official roster of the names, addresses, phone numbers and e-mail addresses of the members of the Krewe.

Section 5:  Booty Committee: 

The Booty Committee shall be responsible for product presentation of the Krewe mascot and Krewe apparel, such as booty, beads, medallions, coins, shirts, tattoos or any other item approved by the Board of Directors.

Section 6:  Float Committee:

The Float Committee shall be responsible for the design, construction, and maintenance and supplying as well as arranging for the transportation of the Krewe Float.

Section 7:  Fund Raising Committee:

The Fundraising Committee shall have the responsibility to plan and carry out all fundraising activities.

Section 8: Assistants to the Committee Chairs:

Each Committee Chair may have an assistant whose duty is to become familiar with the workings of that Office and be prepared to step into that office should they be elected by the general membership at the conclusion of the one year of service, or in the event that the current Committee Chair becomes unable to fulfill the duties of the office. Such a determination of inability to fulfill the duties shall be made by the Board of Directors upon recommendation by an Officer.

Section 9:  Other Committees: 

Such other Committees, Standing or Special, shall be appointed by the Admiral and approved by the Board, as deemed necessary to carry out the affairs of the Krewe, with the exception of the Nominating Committee.
 
ARTICLE 8 – BOARD OF DIRECTORS:

       Section 1: Composition: 

a) The Board of Directors shall consist of the current Officers and the Chairperson of each Standing Committee, and shall always be uneven number of participants.

            b) Regarding Holding Multiple Board Positions:  Whenever possible a Board member shall hold only one Board position, either as an Officer, (Admiral, Captain, Purser or Secretary), or as the Chairperson of one of the Krewe’s Standing Committees. 

Section 2:  Duties of the Board of Directors:

The Board of Directors shall be the governing body of the corporation and shall:

• a) determine all matters of policy for the Krewe, including making standing rules as may be required from time to time or as may be appropriate;
  b) approve all contracts, agreements, programs, plans and developments of the Krewe;
  c) perform any other duties assigned to it; and
  d) declare a vacancy in any office or Committee.

Section 3: Meetings: 

The Admiral shall convene the Board of Directors at such time during the year as may be required. In any event, the Board of Directors shall meet at least four (4) times every year. Meetings shall be held October, November, January, and February.  Board meeting will be open to all Krewe members. The Secretary will notify the Krewe of the time and place of the Board Meeting no later than one week prior to the meeting date.

Section 4: Term of Office – Board of Directors: 

The term of office shall be one (1) year.
                  
ARTICLE 9 – FINANCES:

Section 1:  Operating Funds:

The Purser shall maintain Krewe funds in an interest-bearing account.

Section 2:  Minimum Balance: 

The Krewe shall maintain a minimum of $500 in its General Operating Account.  If this amount falls below $500, the Purser will notify the Board of Directors and an immediate hold will be placed on all Krewe expenditures until funds are available.  

Section 3:  Use of Funds:

All activities, events and charitable donations to be recommended by the appropriate committee and approved by the Board of Directors in accordance with the Krewe’s purpose and the requirements of the Krewe’s 501(c)(3) IRS designation. 

Section 4:   Expenditure Approval: 

All expenditures over the committee’s budget, must be authorized by a majority vote of the Board of Directors.

Section 5:  Accounting Year.

The calendar year shall be from January 1 to December 31.

Section 6:  Accounts and Review:

The financial books of the Krewe shall be kept in accordance with sound accounting practices.

ARTICLE 10 - ELECTION PROCEDURES:

Section 1:   Annual Meeting: 

An Annual Meeting of the Krewe shall take place in May.  The date is to be set by the Board of Directors and transmitted to the membership by the Secretary.  All Members are expected to attend.  The Annual Meeting shall be for the purpose of the election of officers and Board of Directors.  Newly elected Officers and Board Members shall take office immediately after the vote. All Past Board Members will turn over any Krewe material such as patches, papers, Krewe beads, corporate book, etc.

Section 2:  Nomination Committee:

At the Krewe’s March General Meeting, a Nominating Committee will be selected from volunteers in attendance from the floor.  The Nominating Committee is charged with putting forward a slate of officers. 

Section 3:   Voting Eligibility: 

The Nominating Committee will be furnished a list of all Members.  At the meeting in April, the Nominating Committee will present its proposed slate to the Membership. Nominations will also be accepted from the general membership at that time. 

Section 4:  Voting – General Election:  

A ballot will be sent via US Mail two weeks prior to the May Annual Meeting.  Members who are not able to attend the Annual Meeting may return an “absentee” ballot which must be so marked, and received by the Chair of the Nominating Committee no later than one week before the Annual Meeting.  Tabulation of votes will be the responsibility of the Nominating Committee.  In the case of a tie vote, the tied nominees will be placed in a runoff.  New ballots will be given to those Members present at the Annual Meeting and the vote will be held immediately after the initial election.

Section 6:   Installation of New Officers:  

Newly elected Officers and Board Members shall take office in immediately after the Annual meeting.

Section 7:  Filling a Vacancy: 

If a vacancy arises among the members of the Board of Directors, the position will be filled by a member of the specific committee or appointed by the remaining Board of Directors. 

ARTICLE 11:  MEETINGS:   

Section 1: Board of Directors’ Meetings: 

The Admiral shall convene the Board of Directors at such time during the year as may be required. In any event, the Board of Directors shall meet at least four (4) times every year (October, November, January and February). Meetings are open to the general Krewe membership.

Section 2:  General Membership Meetings:  

Meetings shall be held monthly, or at the discretion of the Board of Directors, at a time and place designated by the Board.  Such meetings shall be for the purpose of conducting Krewe business. 

Section 4:  Quorum:

a) General Meeting:  For regular voting at a General Meeting, a quorum of the Krewe shall consist of one third (1/3) of the Membership.  Election is by majority vote.

b)  Board of Directors:  For voting at a Board of Director’s Meeting, a quorum of the Board will consist of 2/3 of the membership of the Board.  Election is by majority vote.

ARTICLE 12 – AMENDMENTS:

The Bylaws of the Krewe may be amended by a majority vote of the Membership, provided notice of the proposed amendment has been e-mailed or mailed via US Postal Service to each member with two weeks prior notice.  If voting is in favor of the amendment, it shall be included in the Bylaws immediately.
 
ARTICLE 12 – DISSOLUTION:

In case this Corporation wishes to dissolve and by due process of law shall dissolve, all assets of whatever nature, or their equivalent in value, which remain after the just debts and liabilities of this Corporation have been satisfied, shall be contributed to a licensed provider of prosthetics.