Bylaws. of the. National American Legion Press Association

CONSTITUTION And Bylaws of the National American Legion Press Association AUGUST 30, 2015

CONSTITUTION OF THE NATIONAL AMERICAN LEGION PRESS ASSOCIATION Article I -- Name Section 1. The name of this organization shall be The National American Legion Press Association; also referred to as NALPA or N.A.L.P.A. Section 2. The Headquarters of this Association shall be the National Headquarters of The American Legion, Indianapolis, Indiana. Article II -- Purpose and Objectives Section 1. The purpose of this Association shall be to foster publications and advance the standards and practices of communication within all levels of The American Legion Family. Section 2. The purposes of this Association shall be carried out through the following Objectives: a. Promote the exchange of communication ideas, examples, and best practices within our Association; b. Promote the development, understanding, and application of existing and future media communication technology; c. Demonstrate the practical value of effective communication and public relations throughout our Legion Families, local communities, and commercial media outlets.; d. Promote training and development of our members e. Provide state-of-the-art publications and media resources to assist our members in producing quality publications and other media content. f. Provide an Annual Media Awards Contest to highlight media communications excellence and best practices. g. Encourage and assist the development of Department Press Associations and Department Press Relations Offices; Page 2 of 10

h. Promote the purposes and programs of The American Legion; and i. Act as the voice of the Association membership before The American Legion National Organization. Article III -- Membership Eligibility Membership in the National American Legion Press Association(NALPA) shall be open to Public Relation Officers, staff members of publications of The American Legion Family and other persons closely allied with public relations programs, publications and news services of The American Legion, as authorized in the NALPA By-Laws; provided that no person shall be eligible unless they are a member in good standing of The American Legion Family. Article IV -- Annual meeting and Voting Representation Section 1. The legislative body of the National American Legion Press Association shall be the Annual Business Meeting that is convened in the city in which the Annual National Convention of The American Legion is held, and at a time immediately prior to, during, or following such American Legion National Convention. Section 2. Each member in good standing, present and registered at the Annual Business Meeting, shall be entitled to one (1) vote. Article V -- Officers and Executive Board Section 1. At the Annual Business Meeting that is held during the Annual American Legion National Convention, the membership shall elect a President, four area Vice Presidents (one from each area as designated in the Bylaws), and one Director from each designated area. The president shall appoint counselors to Department Press Associations, a chaplain, a judge advocate, a sergeant-at-arms, and other officers as necessary, all subject to the approval of the Executive Board. The term of these officers shall be one year, commencing immediately after the Convention and serving until the next annual National Convention of The American Legion. Section 2. During the Annual Business Meeting of the NALPA Executive Board held at the annual American Legion National Convention, the Executive Board will appoint an Executive Director for the National American Legion Press Association. The term of the Executive Director shall be three (3) years. At the end of the Executive Director's term, the Executive Board shall either re-certify an additional term for the current Executive Director or elect a replacement at this time. This position will be announced in the preceding NALPA Newsletter. Interested candidates for this position shall send their resumes to the President no later than 30 days before the Convention. The President shall forward all resumes received to each member of the Executive Board for their review. Section 3. No person's name shall be accepted in nomination for any elective or appointed office until annual dues are paid and accepted for the year of the term for which such person is Page 3 of 10

nominated. A letter of intent to become a candidate should be filed with the executive director 30 days prior to the Annual Business Meeting. Section 4. No elected or appointed officer shall be elected or appointed to more than two consecutive terms of office. Section 5. The office of National President shall be rotated among the areas in numerical sequence, commencing with Area 1 in 1991. If no qualified candidate is available from the designated area, the next area in sequence will assume the responsibility. With a special vote of the Executive Board, the National President may be elected to one (1) additional term if there are no candidates from the Areas. Section 6. The NALPA Executive Board shall be composed of the President, Executive Director, Chaplain, Judge Advocate, Sergeant-at-Arms, the four Area Vice Presidents,.the four Area Directors, a member representing The American Legion Marketing, Media & Communications Division, and all past Presidents. Authority between the Annual Meetings shall rest in the Executive Board. The Area Vice Presidents shall represent the interests of their respective Area (and inclusive Department Press Associations) when business is transacted by the Executive Board. Area Vice Presidents shall communicate Executive Committee decisions with their respective Departments and inclusive Department Press Associations to keep the NALPA membership informed. Article VI -- Finances Section 1. The annual dues shall be set at the Annual Business Meeting and shall remain at the figure set until changed by membership vote at a subsequent Annual Business Meeting. Section 2. Other income may include any profit from the sale of patches, pins, or other items offered by The Association for the use and benefit of its members. Section 3. A registration fee may be collected at the Annual Business Meeting for the purposes of covering expenses in connection with holding such meeting. The registration fee shall be in an amount approved by the Executive Board. Article VII -- Discipline Section 1. The Executive Board shall be the arbiter in any differences of opinion concerning the eligibility of an applicant for membership. Section 2. The Executive Board is empowered to suspend or cancel the membership of any member for cause, by a majority vote of the Board. Page 4 of 10

Article VIII -- By-Laws Section 1. By-Laws for the National American Legion Press Association may be adopted or amended for the government and administration of the activities of the Association, provided that such By-Laws are not in conflict with the provisions of this Constitution. Section 2. Approval of such By-Laws and Amendments shall be: a. By the membership in attendance at the Annual Business Meeting with an affirmative majority vote, i.e., 51% or more of the members voting; or b. By the Executive Board, either at the Annual Executive Board Meeting or through electronic means (email or telephone) with an affirmative vote of two-thirds (2/3) of the Executive Board members voting. Vote of the Executive Board will be documented and ratified by the membership at the next Annual Business meeting. Article IX -- Amendments This Constitution may be amended at any Annual Business Meeting of the National American Legion Press Association by the affirmative vote of two-thirds (2/3) of the total members present, provided that any proposed amendment shall have been submitted to the Executive Director in writing and shall have been forwarded by the Executive Director to all Executive Board members, published prominently on the NALPA Internet website, and announced on other NALPA social media outlets not less than thirty (30) days prior to the opening of the Annual Business Meeting. Article X -- Repeal and Saving This revised Constitution was adopted at the 2015 Annual Business Meeting of the National American Legion Press Association held in Baltimore, Maryland on August 30th, 2015. Any previously dated Constitution is therefore declared null and void. Michael W. Moses, Sr. NALPA President Patrick R. Rourk NALPA Executive Director Page 5 of 10

By-Laws of The National American Legion Press Association Article I -- Membership Section 1. Membership in the National American Legion Press Association (NALPA) shall be open to all persons in accordance with Article III of the NALPA Constitution and who remit the appropriate annual dues for the membership year which shall be the period from one Annual Business Meeting to the next Annual Business Meeting, as defined in the NALPA Constitution. Section 2. Membership shall be automatically forfeited if renewal dues have not been paid within sixty (60) days following the Annual Business meeting that such dues are due and payable. The mailing list may be cleared of the names of such non-paid members on the first day of January following the Annual Business meeting, provided such notice to the member has been issued. Section 3. Life membership may be conferred upon members of the Association at such times and under such terms as the membership shall determine. Section 4. Life membership shall be awarded to each NALPA President upon the completion of their term in office, formally recognizing the individual's volunteer service to the organization. Article II -- Officers and Executive Board Section 1. As provided for in the NALPA Constitution, Article V Section 1, the membership shall elect a President, four area Vice Presidents (one from each area as designated in the Bylaws), and one Director from each designated area. The President shall appoint counselors to Department Press Associations, a Chaplain, a Judge Advocate, a Sergeant-at-Arms, and other officers as necessary, all subject to the approval of the Executive Board. The term of these officers shall be one year, commencing immediately after the Convention and serving until the next annual National Convention of The American Legion. Section 2. President a. The President shall be the executive head of the counsel and Association and may call upon the Executive Board for assistance. The President shall have the authority to appoint committees to carry out the policies and programs of the Association. The President shall make an official report at the Annual Business Meeting and shall preside at all sessions of the Annual Business Meeting and the Executive Board. b. The President shall appoint a committee of three (3) persons to select qualified candidates for all elective offices. Nominations also may be made from the floor of the Annual Business Meeting. Page 6 of 10

c. The President is NALPA's liaison with the Executive Director. The President shall communicate with the Area Vice Presidents and Area Directors to make sure responsibilities are being fulfilled and to communicate important developments and decisions made in between meetings of the Executive Board. d. The President and the Executive Director are NALPA's representatives with The American Legion's Marketing, Media and Communications Division. As such, they will work together with the Media and Communications staff to promote the success of the Association and attend National meetings when required to do so. e. In the event of a vacancy in the office of President, the Executive Board shall name one of the Vice Presidents to assume the office of President until the next Annual Meeting; and in such event, the replacement shall be designated as the Acting President. Section 3. Area Vice Presidents and Area Directors a. Area Vice Presidents shall assist the President in carrying out the programs of the Association, will preside at meetings in the absence of the President, and shall assume leadership of the Association in the area from which elected. b. The Area Vice Presidents are NALPA s liaison between the President and their individual Departments and the Area Directors. The Vice Presidents shall present an activity and Area press association status report at the Annual Meeting. c. Area Directors shall be the Liaison with the sanctioned department-level press associations. Ideally, the Area Directors communicate with the Department Press Association Presidents to update contact information; encourage membership recruitment, retention and chapter revitalization; receive and report news and activities from the Department Press Associations; and offer advice and/or assistance as needed. The Area Directors shall present an activity report to the Area Vice President one month prior to the Annual Meeting. Section 4. Historian -- The Historian shall compile and maintain a history of the National American Legion Pres Association. They may collect and preserve for the use of and as the property of the Association such correspondence, photographs, documents, printed articles or memoranda, and historical items as may be collected by or entrusted to the care of the Historian. Section 5. Vacancies -- A vacancy in any of the aforementioned offices other than that of the President shall be filled by appointment by the President, subject to the approval of the Executive Board. Section 6. Executive Director -- As provided for in the NALPA Constitution, Article V Section 2, the NALPA Executive Board shall appoint an Executive Director for the National American Legion Press Association. The term of the Executive Director shall be three (3) years. Page 7 of 10

a. The Executive Director shall serve as the Secretary/Treasurer of the Association and shall maintain the administrative headquarters of the organization. b. The Executive Director shall maintain the membership and financial records of the Association; shall handle the correspondence of the Association; shall keep the President and the Executive Board advised of the membership and financial standing of the Association with periodic reports; and, shall make periodic reports to the membership on the activities of the Association.. c. The Executive Director is responsible for the coordination, evaluation and recording the Annual Media Awards Contest. This consists of keeping accurate records of paper, editorial, and media submissions and notifying those that have submitted materials that they have been received. The Executive Director shall enlist the assistance of two or more professional and or academic professionals to evaluate submissions, ranking those submissions by category and submitting the data base rankings to the President. The Executive Director shall notify each Media Contest winner and procure necessary awards. d. In consultation with The American Legion Marketing, Media and Communications Division, the Executive Director shall edit and publish a quarterly publication to all members. The Executive Director shall contact the President, elected Area officers, and other communication professionals as he/she views as pertinent to request content for this publication. e. The term of the Executive Director shall be three (3) years. e. The Executive Director shall be bonded in an amount to be set by the Executive Board and the premium of such fidelity bond to be paid by the Association. f. The Executive Director, when authorized to do so by the President, may employ any necessary clerical help needed to fulfill his duties. Section 5. Assistant Executive Director a. The NALPA Executive Board may appoint an Assistant Executive Director to assist the Executive Director in his duties. Consideration for this position shall be given to recommendations from the Executive Director and current NALPA President. b. The appointed Assistant Executive Director may be the preceding Executive Director so that essential transition between officers exists upon rotation of the Executive Directors position between eligible candidates, if the Executive Board deems this to be a priority. c. The term of the Assistant Executive Director shall be three (3) years. Page 8 of 10

Section 7. Authority between annual meetings of the National American Legion Press Association (NALPA) shall rest in the Executive Board, the membership of which is defined in Article V, Section 6, of the NALPA Constitution. Article III -- Membership Areas The National American Legion Press Association shall be comprised of four (4) representative areas, each with a Vice President in charge of each area and an Area Director to assist the Vice President. The four areas are as follows: Area 1: Connecticut, Delaware, Maine, Massachusetts, New Hampshire, New Jersey, New York, Ohio, Pennsylvania, Rhode Island, Vermont, and France. Area 2: Alabama, Washington DC, Florida, Georgia, Kentucky, Maryland, Mississippi, North Carolina, South Carolina, Tennessee, Virginia, West Virginia, and Puerto Rico. Area 3: Arkansas, Indiana, Illinois, Iowa, Kansas, Louisiana, Michigan, Minnesota, Missouri, Nebraska, North Dakota, South Dakota, Wisconsin, and Mexico. Area 4: Alaska, Arizona, California, Colorado, Hawaii, Idaho, Montana, Nevada, New Mexico, Oklahoma, Oregon, Texas, Utah, Washington, Wyoming, and Philippines. Article IV -- Finances Section 1. Annual dues of membership in the National American Legion Press Association shall be $15.00. The membership year will start at the conclusion of each Annual Business Meeting. Section 2. The Executive Board shall approve a reputable bank that is suggested by the Executive Director for matters of convenience as the official depository of all NALPA funds. The bank will be in compliance with all FDIC regulations. Section 3. The Executive Director shall be empowered to draw checks against the Association to meet Association expenses, as approved by the Executive Committee and/or Association membership. Section 4. The financial records of the Association shall be audited on an annual basis. The audit report shall be submitted by the Executive Director to the Executive Board for review and approval. Article V -- Past Presidents Club An organization comprised of Past National Presidents is hereby recognized, the officers of which shall be deemed as necessary by the members. Page 9 of 10

Article VI -- Rules of Order All proceedings of this Association shall be conducted under and pursuant to Robert's Rules of Order, current edition, except as otherwise provided for in the approved NALPA Constitution or herein provided. Article VII -- Repeal and Saving This revised Constitution was adopted at the 2015 Annual Business Meeting of the National American Legion Press Association held in Baltimore, Maryland on August 30th, 2015. Any previously dated Constitution is therefore declared null and void. Michael W. Moses, Sr. NALPA President Patrick R. Rourk NALPA Executive Director Page 10 of 10