BYLAWS of the 5th MISSOURI INFANTRY (CSA) Inc.
Adopted January 15, 1993
ARTICLE I - TITLE
The name of the organization shall be the Fifth Missouri Infantry - CSA. It
shall consist of such companies as may be established by the membership under the
provisions of these By-Laws.
ARTICLE II - PURPOSE
The Fifth Missouri Infantry - CSA is a non-profit historical organization (living
history), organized under the provisions of USC 501C(3). Its objective is to
promote a better understanding of the critical era of American history variously known as
the War for Southern Independence, the War Between the States, or the Civil War.
Specifically, the unit will concentrate on depicting the pro-Southern
Missourian in the pre-war era and during the war both as a regularly enrolled Confederate
infantryman and as a guerrilla fighter. This objective will be accomplished by:
A. Improving members' knowledge and understanding by discussion, readings,
and viewing audiovisual presentations.
B. Presenting accurate and authentic "Living History" demonstrations
at encampments, skirmishes, battle reenactments and other appropriate events in Missouri and other states.
C. Giving historical presentations to schools and universities, civic
groups and other public forums.
D. Honoring the valor and sacrifice of the Confederate soldier by participating
in dedications, memorial ceremonies, etc.
E. Promoting study of the era by providing research grants or fellowships
at Missouri academic institutions.
ARTICLE III - MEMBERSHIP
Membership in the Fifth Missouri Infantry - CSA (hereinafter called the Regiment)
is open to any individual who subscribes to the principles of the Regiment and pays such dues as may be established by the
membership. Each individual member will be part of a group of people who portray a unit (hereinafter called a Company) of
the Regiment which meets the safety and authenticity standards of the Regiment.
A. A company consists of at least 18 combatants, 9 of whom must be Veterans.
1. A new Company may be established when its membership exceeds these numbers
and is approved by two thirds of the Directors or a Majority of the total membership; however, a new company shall not be
accepted if it will reduce an existing company below minimum standards for membership. A member may select company affiliation
at beginning of each year and cannot transfer without the consent of both companies until following year. A 'Provisional Company'
may be established with the consent of the Board of Directors when it appears that it would be of assistance in furthering
the goals of the Regiment. Officers of 'Provisional Companies' shall not be recognized in the field.
(Amended 1/8/00)
2. The Ladies' Auxiliary, should one be established, shall be considered to
be a
Company for all purposes under these By-Laws except those requiring decisions
by Combatants or Veterans.
B. All Individual Members must meet one of the following criteria:
1. Combatant membership is open to males, age 12 and above, who are individual
members of the Missouri Civil War Reenactors Association (or who have otherwise obtained reenactors' insurance), and who meet the criteria established below as Veterans, Recruits, Cadets, or Veteran Reserves. In addition to these criteria, anyone
age 17 or younger must submit a parental release form for minors before participating in
any event & must be accompanied by a legal guardian or provide a consent to treat power
of attorney.
a. Veteran: A veteran is authorized to carry and discharge firearms at
events under the general supervision of the staff. Veterans must be age 16 or older, equipped
to meet the minimum standards of the unit as determined by the Regimental staff, have attended at least three events (two involving simulated combat), have demonstrated proficiency in drill and safe use of weapons, have served a probationary period of 120
days, and be approved by a majority of the Veterans voting in a meeting of the company to
which he belongs. Only Veterans may vote in elections for the Field Staff.
b. Recruit: A recruit is a probationary soldier who may carry and discharge
firearms only under direct supervision of a veteran. he must be age 16 or older, and shall
not be permitted to discharge firearms in ranks until proficient. Recruits may vote for Organizational Directors only.
c. Cadet: A Cadet is a member age 15 or under who renders an authentic
portrayal on the battlefield, such as musician, and who meets any minimum equipment standards for his specialty. In addition to the parental release form, Cadets must be sponsored at each event by a Veteran. Cadets may not vote at any election.
d. Veteran Reserve: A veteran who has not participated as a member of
this unit in 3 events, 2 of which involve simulated combat, in the preceding year shall be
designated a member of the Veteran Reserves. Veteran Reserve members shall be automatically reinstated to full veteran status upon participation
in the required number of qualifying events plus receiving the recommendation of field staff.
Veteran Reserves may vote for Organizational Directors only. (Amended 4/22/98)
2. Non-Combatants: This class of membership is intended for family members
of Combatants and for other persons who wish to support the activities of the Unit without taking the field. Non-combatants who participate in events must adhere to safety and authenticity requirements of the event and the unit. Non-combatants
may vote for Organizational Directors only, or for non-combatant leadership positions which might be established.
3. Associate: An Associate Member is a reenactor affiliated with a another
unit or a non-reenactor; in either case desiring to support the unit & receive its publications.
Associate members may not vote, nor may they participate in the field
unless they meet all requirements of the event sponsors, including reenactor insurance where
applicable. Dues will be established by the membership.
C. Membership to the Fifth Missouri Infantry (CSA) Inc. may be revoked when:
A member is conducting his/her self in a manner not conducive to the unit’s
well being. When a complaint of the member’s actions is made by the general membership or a majority of the field staff
to the corporate board, the board may vote by majority to revoke membership of the individual in question. The board may also
refer the question back to a quorum of the general membership for a majority vote. A refund of membership dues may
be prorated at the discretion of the board. (Amended 4-21-2001)
ARTICLE IV - ELECTIONS and VOTING
Organizational Directors and Field Officers shall be elected in January of
each year.
Elections will be conducted by secret ballot; nothing shall prevent the
Board of Directors from establishing a system of voting by mail. Eligibility for voting is
defined in Article III, B.
1. Organizational Directors are elected by the total Combatants &
Non-combatant membership.
2. Field Staff: Each Company in the Regiment selects its own officers,
except that the Regimental commander will be elected by a majority vote of the entire veteran
membership.
ARTICLE V - OFFICERS
There shall be two sets of officers, the Organizational Directors and the Field
Staff.
Individuals may serve on both staffs.
A. Organizational Directors: The Organizational Directors shall consist of
the
President, Secretary & Treasurer, plus a Vice President for each member
Company.
The President shall serve a two year term, expiring at the end of even
numbered years; the Secretary & Treasurer shall serve a two-year term expiring in odd
numbered years. The Secretary & Treasurer positions may be combined with the approval of the Membership. Vice Presidents shall serve one year terms. Directors will serve without pay, but may be reimbursed the necessary and reasonable
expenses incurred in performing their duties.
1. The President shall preside over all meetings of the Directors &
of the general membership. He shall execute all contracts, with the approval of the Board of Directors.
2. The Secretary shall maintain minutes of all Director and Membership
meet-ings, causing them to be published in the organizational newsletter. He will maintain
files of correspondence and the original copies of the Articles of Incorporation. He will maintain a repository for the minutes of Company meetings as submitted by each Company. He shall prepare an agenda for each meeting.
3. The Treasurer shall maintain all financial records of the Regiment
including any tax exemption determinations. He shall sign all checks for Regimental expenses,
as well as for expenses of each company when such expense exceeds the 'petty cash' limits. He shall review & reimburse the petty cash funds issued to each company.
4. The Vice Presidents shall preside over meetings of the Directors or
the general membership in the absence of the President; if two or more Vice Presidents are
present, the one to preside will be chosen by mutual agreement, or by lot. Each Vice President shall preside over meetings of his own Company. He shall be responsible for providing minutes of Company meetings and for providing documentation
to support reimbursement of the Company petty cash fund; however, each Company my select one or more individuals to perform these functions.
B. Field Staff: The Field Staff shall consist of a Commander, holding
the rank of Captain. The Commander may serve at higher rank whenever the event dictates
The Commander shall be elected by secret ballot vote of recognized Veterans
for a term of one year, during the month of January. He may appoint a Color Bearer &
a
Sergeant Major or Adjutant from among the Company officers and NCO's
if the size of the membership so warrants. The Commander has overall responsibility for the
conduct of the Regiment at events. In his absence, he shall appoint one of the Company Commanders to fill his position.
1. Each Company accepted as a member of the Regiment is authorized a Company
Commander with the rank of Lieutenant and 2 Company Sergeants. Each company
may elect additional Officers and Sergeants, at a ratio not to exceed one officer or sergeant for each nine men serving in the ranks of Corporal or Private.
a. Each Company will select one Lieutenant. The Senior Lieutenant (based
on continuous time served in the capacity under these By-Laws) will be appointed first Lieutenant and all others will be Second Lieutenants. When companies are consolidated
in the field, Lieutenant positions will be rotated on a voluntary basis with any disputes
resolved by seniority.
b. Each Company will select two sergeants, one to act as the first sergeant
& the other to act as quartermaster. The Regimental & Company Commanders will meet
with these sergeants to determine which will serve as overall Regimental First
Sergeant & Regimental Quartermaster. The regimental Sergeants only
will wear 1st Sgt. & QMSgt stripes -- all other will wear basic sergeant insignia. However,
the
Commander shall attempt to ensure that each Company's first sergeant
shall have the opportunity to perform as a first sergeant.
c. Each Company may select two corporals, plus such additional corporals
as are required by the membership strength; at a ratio not to exceed one corporal for each
eight privates. When company strength requires consolidation, the Commander will decide precedence among corporals.
d. When companies are consolidated on the field for strength considerations
and an excess of officers & sergeants results, the Regimental Commander will select which
officers and sergeants will serve in such positions, with the others serving as private soldiers.
e. Each Company may select additional sergeants and Junior Second Lieutenants
as needed, with not more than one officer or sergeant for each ten men. These additional sergeants and officers will not serve in such positions in recognized events unless justified by the number of combatants attending and with the consent
of the Commander.
ARTICLE VI - MEETINGS
An annual meeting shall be held at the Spring Muster. Additional meetings
may be scheduled as needed. Each Company shall meet at least b-monthly. A quorum at any meeting shall consist of at least 25% of the members authorized to vote at that meeting. At least 30 days notice must be provided for any meeting of
the general membership. (Amended 4/22/98)
The Directors shall meet at least quarterly, with at least two weeks written
notice.
Directors may hold open meetings without prior notice at any event designated
as Maximum Effort In the approved reenactment schedule. A majority of the Directors shall constitute a quorum.
ARTICLE VII - SAFETY
Safety is the paramount consideration at any event or drill. Each Company
shall maintain a safety guide, which will include safety standards of the Missouri Civil
War Reenactors Association as a reference, & ensure that all members sign a form indicating their consent and familiarity at least annually.
ARTICLE VIII - AUTHENTICITY
In order to ensure authentic impressions at all events, the minimum required
equipment for men shall include at least a percussion long arm, and trowsers, shoes, and shirt made from period patterns and made of authentic materials. In addition, each Company must ensure compliance with the rules established by events
sponsors. Each Company, including the Ladies Auxiliary, may establish its own additional requirements with the approval of a majority of the Directors, but any such requirements established shall not restrict the voting rights of anyone equipped to minimum
Regimental standards, nor should they be designed to restrict participation in reenacting.
The President shall appoint an Authenticity Committee of not fewer than three members.
ARTICLE IX - FINANCES and EQUIPMENT
A. Financial revenue of the Unit shall consist of dues, contributions,
and funds raised by other means.
1. Organizational Directors shall approve an annual budget for newsletters,
recruiting, postage & director reimbursements. An amount sufficient to cover budget will be allocated from dues collected. Each Company will then be entitled to the remaining share of dues collected from its members.
2. Each Company may establish a petty cash fund for local expenses. The
Treasurer will, upon submission of proper bills, reimburse this fund as long as funds allocable to the Company remain.
3. Additional allocations from other funds raised may be made on approval
of two thirds of the Directors. These funds may be used to meet special needs of each Company or of the Regiment as a whole, including but not limited to equipment purchases and donations to recognized historic preservation charities
and educational institutions.
B. Title to all equipment obtained by the Regiment or any of its Companies
remains with the Regiment. However equipment assigned to or purchased on behalf of a Company cannot be reallocated from that company, as long as it remains active, without its consent.
C. Regimental Dues shall be established by the Board of Directors, payable
prior to January 1 of each year. Individuals who desire membership in the Missouri Civil
War Reenactors Association (MCWRA) will pay those dues through the Regiment at the same time. Special family membership rates may also be established. Dues may
be adjusted as required by a majority vote of the Board of Directors. Temporary assessments
may be imposed by majority of the voting membership at any general membership meeting.
D. Each Company shall establish written procedures to the control of
equipment & funds, subject to approval by the Directors.
ARTICLE X - AMENDMENTS
These By-Laws may be amended by a majority vote of those voting at a
meeting of the general membership, voting by secret ballot, provided that the intent to amend
the By-Laws and the substance of the desired amendment is announced through official publications at least 45 days prior to voting.
ARTICLE XI - DISSOLUTION
Should the Unit be dissolved, its assets will be distributed as required
under Article 7 of the Articles of Incorporation, with preference given to Living History
organizations or historical preservation organizations. Organizational equipment may be sold
and the proceeds distributed as described above
