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VETERANS OF FOREIGN WARS WASHINGTON ELM POST NO. OF ESTABLISHED THE UNITED STATES VETERANS OF FOREIGN WARS OF THE U.S. FOUNDED CLIFF STREET HO-HO-KUS, NJ 0 TAX EXEMPT NJ CHARITY REG. NO. N.J.S.A. :B-(b)() 0 IRC 0c() FED IDENT: -00 BY-LAWS Of the Department of New Jersey District Two Washington Elm Post VETERANS OF FOREIGN WARS OF THE UNITED STATES, Inc. Ho-Ho-Kus, NJ 0 * * * * * * * * * * * * * * * * * * * * POST BY-LAWS ARTICLE I NAME, LOCATION, AND PURPOSE Section Name: By virtue of charter granted, the Washington Elm Post, Inc. shall be known as VFW Post (hereinafter, Post), of the Veterans of Foreign Wars of the United States (hereinafter, VFW). Section Location: The location of the Post shall be in Ho-Ho-Kus, New Jersey 0. For mailing purposes the address is Cliff Street, Ho-Ho-Kus, New Jersey 0. Section Purpose: The purpose of the Post shall be as set forth in Section 0 of the Congressional Charter of the VFW and as enlarged in the Incorporation By-Laws Section entitled Purposes For Which Formed as proved by the State of New Jersey and amended as required. ARTICLE II SUBORDINATION 0 Section Subordination: The supreme power of this association is vested in the National Convention, and the Post shall be governed at all times by the Congressional Charter and By-Laws of the VFW, By-Laws of the Department of New Jersey (hereinafter, Department) and orders issued by authority of the National Convention, National Council of Administration, Commander-in-Chief, Department Convention, Department Council of Administration, and Department Commander. Resolutions adopted by National or Department Conventions are held to be lawful orders. In addition, the corporation By-Laws as proved 0ctober, and as amended January,, and in the future as required, provide the legal basis in the State of New Jersey for the Post to act as an incorporated entity under the laws of New Jersey and are included herein by reference. Page of

0 0 ARTICLE III MEETINGS Section Place: The regular meeting place of the Post shall be at the Post House located at the principal location of Cliff Street, Ho-Ho-Kus, NJ 0. The Post may change its chartered location and/or meeting place in accordance with the provisions of Section of the National By-Laws and Manual of Procedure. Section Time: The regular meeting of the Post shall be held on the nd Wednesday of each month at : p.m. The Post may, after at least fourteen () days notice via electronic communications with written backup to the Department Commander and members of the Post, change the meeting place, appointed day or time upon majority vote of the members at a regular or special meeting. Section Special Meeting: A special meeting may be called in accordance with Section of the National By-Laws and Manual of Procedure. Section Quorum: Five () members in good standing shall constitute a quorum for the transaction of business at a regular or special meeting. Section Rules of Order: The rules of order governing the conduct of business during meetings shall be in accordance with the provisions of Section 0, 0, and 0 of the National Manual of Procedure; the Ritual of the VFW; and Demeter s Manual of Parliamentary Law and Procedure. Section Guests: With approval of the Commander/Committee Chairperson, in accordance with Post By-Laws, any visiting member or guest may attend a Post/Committee meeting. Such visiting member or guest shall have no voice unless recognized by the Commander/Committee Chairperson, and shall have no voting privileges. Section Minutes: The Post Adjutant shall maintain record copies of all Post and Post Committee meeting minutes in the Office of the Post. Minutes of all meetings shall be available for quick reference during meetings and/or in the absence of the Post Adjutant. Section Headgear: As prescribed in the VFW Ritual, only regulation caps shall be worn at meetings. Baseball caps are not permitted. Section Offensive Language: Offensive, vulgar, abusive, or profane language is not permitted during a meeting. Section Beverages and Smoking: No alcoholic beverages are permitted to be in the meeting place during the meeting. All such beverages must remain in the canteen. According to New Jersey State law and National directive(s), there shall be no smoking in the Post at any time. All smoking must be done outside the Post in designated areas and the residue placed into appropriate containers. ARTICLE IV MEMBERSHIP Section 0 Membership: All matters concerning membership in the Post, including eligibility, application, acquisition and maintenance, loss, and discipline, shall be in accordance with the National By-Laws and Manual of Procedure. Section 0 Admission Fee: The admission fee for new annual members of this Post shall be as prescribed by Department and National By-Laws. Page of

0 0 Section 0 Annual Dues: The dues of the Post shall not be less than the amount required to cover District, Department, and National assessments. The Post members shall determine Post dues or changes thereof by a / vote of the members present and in good standing at a regular meeting and the Post Quartermaster shall report within five () business days after the vote, the results to National on the Election Report or other such form as required. Section 0 Members in Good Standing: Pursuant to Section of the National By-Laws and Manual of Procedure, members who have paid their current annual dues up to December are in good standing, and cease to be in good standing on January immediately following the year for which they paid their dues. If members pay their annual dues within one year of being delinquent, they shall be considered in good standing. Members whose dues are unpaid for more than one year may reinstate their membership as prescribed in Section of the National By-Laws and Manual of Procedure. Article I, Section III of the National By-Laws and mandates, shall govern dues Payable by Life Members. Annual dues expire on each December. Section 0 Membership Eligibility: Eligibility for membership in this Post shall be as provided for in Article I, Section of the National By-Laws of the VFW as now existing or hereafter amended. This Post may admit or reject any applicant for any reason satisfactory to the Post, provided, however, that all applicants admitted to membership must be eligible for membership under the provisions of Article, Section of the National By-Laws and Manual of Procedure. Section 0 Membership Classes: There shall be no form or class of membership except an active membership as herein provided. Honorary, Associate, "Stand-by", and other similar memberships are prohibited. Section 0 Membership Year: The fiscal year shall commence on July and expire at midnight on the following June th. Membership shall be on a calendar year basis from January through December. Section 0 Membership Transfer: A membership transfer may be made from another Post to this Post, by the petitioning member presenting his or her application and membership card to this Post, and upon the acceptance by this Post of his or her application and a signed Declaration. Department and National Headquarters shall be notified immediately of said member s acceptance and transfer, as provided for in Article I, Section of the National By-Laws and Manual of Procedure. Section 0 Membership Financial and Property Rights: No member shall by virtue of his or her membership, acquire any property rights or any present or existing right in or to the property which this Post may now have, or hereafter acquire. Each member agrees that he or she shall not be entitled to any refund on dues or other payment upon resignation, transfer, or expulsion, or other termination of his or her membership; upon voluntary dissolution of this Post; or upon revocation of its Charter as provided in the National By-Laws of the VFW. Each member agrees that he or she shall not receive any money or other things of value because of any services rendered or to be rendered the Post, as a member, officer, or otherwise, unless the same is expressly authorized by this Post in accordance with National and/or Department By-Laws, if applicable. Section Membership Incentive Policy: Post members will be authorized certain incentives as approved and delineated in the Membership and Meeting Incentives Policy approved by the Post in 0 and Article VIII, Section 0 Expense Account of these By-Laws. Page of

0 0 ARTICLE V OFFICERS Section 0 Elected and Appointed: Eligibility, nomination, election or appointment, installation, and term of office shall be in accordance with the provisions of Sections,,, and 0 of the National By-Laws and Manual of Procedure. Section 0 Duties: The duties of Post officers shall be as prescribed by the National and Department By-Laws and Manual of Procedure; lawful orders of this Post; and these By-Laws. Section 0 Report of Elections: The Quartermaster shall complete the multi-copy Report of Elections within thirty () days after Post elections in April, and send the designated copies to National, Department, and District. Changes to the Post Commander or Quartermaster positions, or to Post dues, shall be reported to National on the prescribed form. Section 0 General Orders: This Post may at its discretion publish General Orders as necessary. If published, then, General Order One shall list all elected and appointed officers, as well as other information for the ensuing year. The published date shown on the General Order shall be the date the Department Commander is installed and shall be the date that all Post officers assume their duties. General Order One and later revisions shall be sent to the Department and District Adjutants and to all Post officers/committee chairpersons. Section 0 Removal of Elected Officers: The removal of elected Post officers shall be as prescribed by National and Department By-Laws; lawful orders of the Post; and these By-Laws. ARTICLE VI COMMITTEES AND DUTIES Section 0 Appointments: Unless otherwise provided for herein, the Commander shall appoint the chairpersons and members of all committees as promptly as possible after election to office, and they shall serve at his will and pleasure. The Quartermaster shall be treasurer of all committees handling funds and shall be bonded in accordance with Section 0 of the National By-Laws. Section 0 Standing Committees: Where possible, the Standing Committees of the Post shall be as follows: (a) Post Budget (b) Post House (c) Post Relief (d) Post Review (reviews by-laws, contracts, agreements, membership eligibility, etc.) (e) Post Veteran s Assistance (f) Post Membership (g) Americanism (h) Poppy (i) Publicity Section 0 Post House Committee: The Post House Committee (hereinafter, PHC) shall be elected and appointed to manage certain matters related to Post property including operation of the Canteen, if present. It shall consist of not less than five () voting members, with the general membership electing three () regular members and the Commander appointing two () primary members and two () alternates. The Commander and Quartermaster, by virtue of their offices, shall monitor and advise at PHC meetings in a non-voting capacity. The Commander shall appoint the PHC Chairperson from among the five () elected and appointed PHC members. Elected PHC members may be removed Page of

0 pursuant to Section 0 of the National By-Laws and Manual of Procedure. Trustees shall not serve on the PHC, and elected PHC members shall not be considered Post officers as set forth in Section of the National By-Laws and Manual of Procedure. The following are general policy and management guidelines for the PHC: (a) Responsible for the cleanliness and upkeep of the Post House and the equipment therein. (b) Shall be in charge of any rental of the Post House and shall exercise sufficient supervision over tenants to ensure protection of the Post s name and property. (c) Shall authorize such expenditures for repairs and purchases as may be necessary for the preservation and protection of the Post House and its equipment, provided that the total expenditures do not exceed $0.00 per calendar month. (d) The Post shall adopt such further rules and regulations governing operation of the Canteen, if present, as do not conflict with the provisions of this Section. Such rules and regulations shall only become effective upon approval by a two-thirds (/) vote of members present at a regular meeting, or at a special meeting called for that purpose. (e) The Quartermaster shall be the treasurer of the PHC. Section 0 Committee Records: Committee Chairpersons and/or Managers that handle funds will maintain record copies of meetings and fund transactions and make an oral report during each monthly Post Meeting. Section 0 Special Committees: When required or desired, special committees may be authorized by the Post Membership and/or may be appointed by the Post Commander. Section 0 Committee Composition and Duties: Except as expressly stated otherwise in these By-Laws, a committee may be comprised of one () Post member in good standing. The duties of all committees shall be those prescribed by the National or Department By-Laws, these Post By-Laws, and as directed by the Post Membership. ARTICLE VII CONTROL OF SUBSIDIARY UNITS Section 0 Control: Any activity, unit, or Canteen sponsored, conducted, or operated by the Post, whether incorporated separately from the Post or not, shall be at all times under direct control of the Post. The general membership shall approve Canteen By-Laws that will become effective after review and approval by Department. Section 0 Custody: All money, property, and assets of every kind, as well as all related records, held and owned by any of the above activities, are the property of the Post and shall be placed in the care and custody of the Quartermaster. Section 0 Other Units: For purposes of this Article, Articles XI, XII, and XIII, respectively, of the National By-Laws and Manual of Procedure, and their respective By-Laws and Regulations, govern the Ladies Auxiliary to the VFW, the Military Order of the Cootie and its Ladies Auxiliary, and the Men s Auxiliary if these subordinate units are present in the Post. The general membership may authorize formation of these subordinate units by a two-thirds (/) vote at a regular or special meeting. Page of

0 0 ARTICLE VIII FUNDS AND FINANCES Section 0 FUNDS: The finances of the Post shall be deposited in one bank General Account fund for the following fund descriptions as provided for reporting purposes, except as noted: (a) National and Department Dues Fund (b) National Application Fee (c) Post General Fund (d) Post Relief Fund (e) Post Dues Reserve Fund (f) Building Fund (maintained in a separate bank fund) (g) Legal Fund (h) Any other such special Funds as may be created by action of the Post Floor. Section 0 DIVISION OF FUNDS: Any money received, unless dedicated to a certain Fund shall be deposited to the General Fund. In the case of dues, Per Capita Tax, and application fees, the proper funds will be credited before division is made. All money designated for and/or deposited into the Relief Fund shall be disbursed only for the prescribed activities designated in Section 0 of the National By- Laws and Manual of Procedure. Section 0 POST PROPERTY: Personal/Real Property belonging to the Post can be sold, leased or otherwise transferred, only: (a) After notification in writing to advise all members of pending transaction of said property; and, (b) When authorized by a two-thirds majority vote of the members present at a regular Post Meeting, provided written notice of such proposed action has been given to each member of the Post at least ten () days prior to the Meeting at which the proposed action is to be considered; and, (c) When all requirements are met for Section 0, as applicable, of the National By-Laws and the Manual of Procedure for sale of the Post property. Validation of sale or lease of Post-owned Real Property, including the sale of the Post, must be voted approval at two () consecutive monthly meetings. Breakage and/or replacement of Post owned property will be reported in writing to the Post Quartermaster for removal from or addition to inventory records, as applicable. Section 0 EXPENSE ACCOUNT: (a) An expense account for the Post Commander will be set at one hundred ($0.00) dollars per annum, to be used for the entertainment of visiting dignitaries and for appreciation of special efforts made on behalf of the Post. (b) In addition to the Post Membership Incentive and Meeting Attendance Policy approved by the Post members in 0, any Post member signing up ten () new or reinstated members shall have the next year s National and Department Per Capita dues paid for by the Post. If already a Life Member, then ten ($.00) dollars will be awarded to that Post Life Member. (c) Expenses of the Post Service Officer shall be submitted at a Post Meeting for payment to be approved by the Post Floor. (d) Expenses for delegates to the New Jersey Department Convention and special affairs are to be approved in advance by a / vote of the members present and in good standing and figured at lodging costs up to seventy-five ($.00) dollars per day, receipt required, and thirty-six cents ($.) per mile, per vehicle, for up to three () delegates, consisting of the Post Commander or his/her representative; the Post Senior Vice Commander; and the Post Quartermaster. Attendance for each delegate for at least three-fourths of the meeting/event s scheduled time is required and shall be verified Page of

0 0 in writing by the senior delegate. Mileage shall be determined in writing by the senior delegate from the Post at each event/meeting. Section 0 Authorization: All checks for the expenditure of Post funds shall be numbered in sequence and the number of each check is to correspond with the voucher authorizing the expenditure. Checks shall be signed by the Quartermaster AND the Post Commander as maintained on the signature card at the bank or credit union where Post funds are on deposit. Section 0 Payment of Bills: The adoption of this Article shall constitute authorization by the Post to pay all authorized bills, provided that the amounts to be paid shall have been previously established by the Post in the annual budget presentation. Section 0 Other Expenditures: No other payment or expenditures shall be made except with the specific authorization by a majority of the Post members in good standing at a regular meeting or a special meeting called for that purpose. ARTICLE IX COMPENSATION Section 0 Services: No compensation shall be paid to any Post officer for his or her services, except as hereinafter may be provided for extenuating circumstances and as approved by a / vote of the members in good standing at a regular meeting or a special meeting called for that purpose. ARTICLE X FUND RAISING PROMOTIONS/SOLICITATIONS Section 0 Solicitation: The Post shall solicit funds only after the members vote on and approve said motion. The Post, with the exception of solicitations authorized by District or Department, shall not solicit funds or donations or otherwise engage in fund-raising activities or projects outside the immediate geographical area of the Post except with a Post member and the approval of the chartered VFW Post whose responsibility is that specific geographical area. All fundraising activities must be conducted in accordance with Section of the National By-Laws and Manual of Procedure as well as any District, Department of New Jersey or any local or state laws applicable to such fund-raising activities. Section 0 Fund-Raiser Agreement: Fund-raising organizations or individuals conducting solicitations, activities, or projects for a profit shall not be engaged or used by the Post for such purpose unless such engagement is made by written agreement between the Post and the organization or individuals providing the services. The form of any such agreement must be submitted to the Department Commander for review at least thirty () days prior to the Post entering into any such agreement. The Quartermaster shall receive and retain a complete copy of the signed agreement as approved by Department in order to complete the annual IRS and NJ Charitable forms pertinent to the engagement of such fund-raiser(s). ARTICLE XI MISCELLANEOUS Section 0 Address Change: Members of the Post shall keep the Post Adjutant and Quartermaster advised of their current address by promptly reporting any change. Section 0 Post By-Laws Distribution: A copy of these By-Laws shall be distributed to each elected and appointed officer of the Post, and one copy shall be posted on the bulletin board and/or Post website, if available. Any member requesting a copy shall be given one as quickly as possible. Page of

0 0 Section 0 Demeter s Manual: For all Post procedures not provided in the Congressional Charter and By-Laws or these By-Laws, Demeter s Manual of Parliamentary Law and Procedure shall be the authority. It shall be the duty of the Judge Advocate, as necessary, or the Adjutant in the absence of the Judge Advocate, to advise the Commander on the proper rule or rules. Section 0 Speeches: Members shall not be permitted to speak at meetings on the same subject (pro or con) more than twice: the first time no longer than five () minutes, and the second time no longer than three () minutes. Exceptions include committee reports and messages by visiting guests. Section 0 Electronic Communication: Electronic communication via email or facsimile shall be considered an official method of communication for the Post. When conducting business electronically, caution should be used to ensure there is no conflict with the National By-Laws or Manual of Procedure concerning written or mail notification regarding legal and similar matters as prescribed. For articles in the National By-Laws and Manual of Procedure where it specifically indicates that posted mail shall be used, then electronic communication can be used initially, but shall be followed immediately by regular and/or certified, return receipt requested mail referencing prior electronic communication(s). Section 0 Past Officers: Past officers are members who were elected and installed, appointed, or succeeded to a vacancy in a Post officer position and: () served to the end of their term; () died before the expiration of their term; () ceased to hold office by reason of a consolidation of units; or () resigned to enter active military service or, while on active duty, resigned office due to a permanent change of station. Section 0 Surrender or Suspension and Revocation of Charter: The surrender or suspension and revocation of the Post Charter for any reason shall be pursuant to Section 0,, or of the National By-Laws and Manual of Procedure. Section 0 Politics: This organization shall be absolutely nonpolitical and shall not be used for either the dissemination of partisan principles or for the promotion of the candidacy of any person seeking public office or preferment except for bi-partisan debates, meetings, and similar events for the members and the public as well as all attempts to promote voting and citizenship activities of the members and the welfare of all veterans within the principles of the VFW which are encouraged as prescribed and permitted in Section 0 of the National By-Laws. Section 0 Vacancy by Removal: The Post may direct that notice be sent to any elective or appointive officer who has failed to attend three consecutive meetings of the Post or who, in the opinion of the Post, does not appear to be fulfilling the duties of his office, stating that at the next regular meeting (giving time and place) the matter of his or her recall from office will be considered providing that in accordance with Section 0 of the National By-Laws and Manual of Procedure, seven () days notice by registered or certified mail shall have been given such officer of such action. At the meeting set forth in such notice, the members present, by two-thirds vote, may declare such office vacant and such officer recalled. If an elective officer is removed, the office shall be filled in accordance with Section 0 of the National By-Laws and Manual of Procedure. If an appointed officer is removed, the Commander shall appoint another member to fill such vacancy with the approval of the members present and in good standing. Section Voting: There shall be no voting by proxy. Only members in good standing and present at the regular or special meeting shall be entitled to vote on any question. The presiding officer shall be entitled to vote. All voting shall be conducted only as prescribed in Section of the National By-Laws and Manual of Procedure and Demeter s Manual. Section Discipline: All disciplinary actions taken or commenced against members or officers shall be in accordance with Article IX of the National By-Laws and Manual of Procedure. Page of

0 Section Legal Remedies: Each member accepting or retaining membership in this Post shall agree to be bound by these by-laws and the VFW National and Department By-Laws now in force or hereafter adopted or amended and shall agree not to bring any action in any court of law or equity relating to his or her rights or privileges as a member or officer until all remedies and lawful mandates permitted by the Statutes of New Jersey and the VFW By-Laws have been exhausted. Section Official Publication: The official publication of Post shall be a monthly newsletter distributed to all members announcing the monthly meeting and other various and sundry issues, activities, events, etc. Orders and official notices published in the official publication shall be deemed sufficient and lawful notice to all members for all purposes whatsoever. ARTICLE XII ADOPTION AND AUTHORITIES Section 0 Approval: These By-Laws shall become effective only after adoption by the Post and review and approval by the Department Commander and the Commander-in-Chief. All Standing Rules of the Post heretofore existing are hereby repealed, excluding the aforementioned By-Laws of Incorporation approved by the State of New Jersey previously incorporated by reference in these By-Laws. Section 0 Conflict: Wherever these By-Laws or subsequent amendments conflict with the present or any future National By-Laws, Manual of Procedure, or Department By-Laws, these latter documents shall prevail and be binding upon the Post as though written herein, and appropriate revisions shall be made to these By-Laws. ARTICLE XIII RESPONSIBILITY Section 0 Post Commander: The Post Commander shall be held directly responsible to the Department of New Jersey Commander for the strict enforcement of the Regulations and Department Special Orders pertaining to the Post and the Post Canteen, if present, as well as the Post By-Laws pertaining to the Post Canteen Management and Operation as long as the Post shall be permitted to maintain a Canteen. Section 0 Final Authority: The final authority in the enforcement of these By-Laws within the State of New Jersey shall rest with the Department Commander as outlined in the National By-Laws and Manual of Procedure. ARTICLE XIV RESOLUTIONS Section 0 Restriction: All resolutions of a State or National scope presented to this Post by a member or reported to this Post by a committee shall merely embody the opinion of this Post on the subject. A copy of the approved resolution(s) shall be forwarded by the Post Commander to the Department of New Jersey Headquarters through the District Commander for approval before any publicity or action is taken other than mere passage by the Post. Resolutions submitted in such a manner are required to follow the prescribed format in effect at the time of submission. The Department of New Jersey Resolutions Chairman may be contacted for the preferred format in effect. Page of

ARTICLE XV AMENDMENTS Section 0 Amendments: Unless otherwise provided for in these By-Laws, these By-Laws may be amended by the Post by a two-thirds vote of the members present at stated meeting provided each member had been notified at least twenty () days in advance and upon request provided a copy of the proposed amendments. All amendments shall be forwarded through channels by the Post Commander and reviewed by the Department Commander and the Commander-in-Chief before becoming effective. These By-Laws were adopted, subject to review and approval of the Department Commander and the Commander-in-Chief at the regular meeting of the Post at Cliff Street, Ho-Ho-Kus, New Jersey 0 held on October, 0. Washington Elm Post OFFICIAL POST SEAL: Veterans of Foreign Wars of the United States, Inc. By: /s/ Stanley A. Kober Commander REVIEWED AND APPROVED BY THE COMMANDER IN CHIEF ON FEBRUARY 0, AS REFLECTED ON THE NATIONAL VFW HQTRS COPY MAINTAINED IN THE POST FILES. Page of