Constitution & By-laws


Section 2. Approval & Adoption:

A. The Executive Committee must review amendments to the Constitution & By-Laws. The Executive Committee shall render an opinion with the known pros and cons of the proposed amendment and make a recommendation to the membership at the Annual Business Meeting.

B. The Executive Committee, at its sole discretion, may include the request, reasons, and proposed changes or additions, along with its recommendation with the agenda for the Annual Business Meeting that the membership receives when they arrive for the Annual Reunion.

C. A motion to amend the Constitution & By-Laws must be made and seconded from the floor, discussion on the motion be heard, and the motion voted upon by the membership.

D. A three-fourths vote by the membership is required to amend the Constitution & By-Laws.

E. The Secretary shall incorporate language contained in new Amendments voted on and approved by the membership at the Annual Business Meeting into the Constitution & By-Laws.

F. The Secretary shall safeguard and maintain an “Amendments” file and ensure it’s incorporation in a revised Constitution & By-Laws annually.

Section 1. Ethics:

A. Business with outside vendors and suppliers shall be conducted in a professional and ethical manner at all time.

B. No outside vendors shall be present at the annual reunion without the majority approval of the Executive Committee. The Executive Committee shall also decide if any approved outside vendors will either make a donation to the Association or pay a percentage of their gross sales to the Association.

C. So that no conflict of interests should ever arise between Members and outside vendors or suppliers the following rules shall be adhered to:

1)  Officers, or any Member on behalf of the, must have Executive Committee approval before entering into a relationship or contract with an outside vendor or supplier for services, or products for the Membership.

2) The Reunion Chairman, appointed by the President with the Executive Committee approval, shall be authorized to sign a contract with the hotel for the Annual Reunion, but only at the direction of the President after the Executive Committee has approved that contract.

3) The Reunion Chairman shall enter into no relationship or contract for services or products provided to the Association or for the Association with an outside vendor or supplier if an Association Officer, Member (or a family member of either) is an owner, principal, operator, employee, contractor, or agent with that vendor or supplier, or would receive a commission, bonus, or remuneration, remuneration-in-kind, or derive personal benefit in consideration for the products or services provided to or for the Association.

4) However, if the sponsoring Officer or Member, or the vendor or supplier can demonstrate the following, and the Executive Committee approves, then business can be conducted between the and that vendor or supplier:

a. There is no relationship between the vendor or supplier and any Member as stated in number 3 above.

b. The vendor or supplier is providing the product or service to or for the as a donation, contribution, or contribution-in-kind.

c. The vendor or supplier bid or proposal for such products or services is demonstrably lower than the competition, or of such value as to warrant consideration.

d. The vendor or supplier has a record of quality service and performance.

5) The decision of the Executive Committee on awarding contracts or engaging in business with vendors or suppliers is final.

6) Any Officer or Member may enter into no contract over $500.00 with an outside vendor, supplier, or facility without the pre-approval of the Executive Committee.

7) No purchase over $150.00 to an outside vendor, supplier, or facility may be made without pre-approval of the Executive Committee.

Section 1. Indemnification:

A. The 15th Medical Battalion  shall indemnify any Member of the Executive Committee who is a party to any suit where the cause of that action arose while such person was acting in that capacity unless that Member committed a crime, or is guilty of willful negligence, malfeasance, violated a provision in ARTICLE III, Section 5, or violated their fiduciary responsibility in the performance of their duties and responsibilities.

B. In civil matters, the 15th Medical Battalion shall indemnify such persons for judgments, amounts paid in settlement, and reasonable expenses, including attorney’s fees, if such person is either successful in his defense, the action is settled favorably for the , or if such person acted in good faith with the reasonable belief his action was in the best interests of the 15th Medical Battalion Association.

C. In criminal matters, the 15th Medical Battalion shall indemnify such persons for the aforementioned costs if such person acted in the best interests of the or with reasonable belief that such an act was not unlawful.

D. Notwithstanding the foregoing (1-2 above), a member of the Executive Committee shall be liable to the extent provided by applicable civil or criminal law for breach of his duty to the 15th Medical Battalion, which involve intentional misconduct or a knowing violation of the law for any transaction from which he derived an improper personal benefit.

E. See ARTICLE III MEMBERS, Section 5 Also.

Section 1. Overview:

A. In the event the Membership finds itself in an adverse financial or legal situation, or due to a lack of membership, or that those difficulties put the Association in a position where dissolution or termination is a consideration, the following By-Laws and procedures are in force and shall be adhered to and enacted upon.

B. The Executive Committee will study based upon independent and objective third-party legal and financial advice and render an Executive Committee majority opinion on the Association’s options going forward.

C. The Executive Committee will inform the membership in writing, announcing and clearly delineating what those options are, its recommendation, and shall either call for a Special Business Meeting with at least 30-days’ notice (depending upon the severity or the time-sensitive nature of the reasons), or bring the issue up at the next Annual Business Meeting to consider dissolution or termination of the Association.

Section 2. Assets and Monies:

A. Any assets or monies owned by the Association may be distributed to a maximum of three chosen non-profit organizations (under the laws and provisions of the Internal Revenue Service) whose military affiliation or stated mission is aligned with the 15th Medical Battalion Association’s objectives and mission, as so voted upon in a majority by the membership during that Special Business meeting or Annual Business Meeting.

B. Any assets or monies going to an organization will be those remaining after the has met all its legal and financial obligations (outstanding debt or invoices, legal fees, penalties, fines, interest, and or settlements).

C. Any assets and monies going to an organization shall be restricted or dedicated to a specific fund or project within that organization (as opposed to unrestricted or simply going to the organization’s general fund, that the membership feels is in keeping with the 15th Medical Battalion Association’s mission and objectives.

D. Under no circumstances shall any remaining assets or monies go to any Officer or Member unless it is to cover reasonable and pre-approved expenses incurred in performing a duty assigned by the Executive Committee.

E. All requests for reimbursement for reasonable expenses shall be submitted to the Executive Committee in writing, detailing the expenditures, and include receipts.

F. No organization shall receive monies or assets where any Officer or Member is a Member, officer, or executive, and the Executive Committee, by majority vote, believes there is a conflict of interest present or may be reasonably construed by the Membership.

G. However, if an Officer or Member has either worked as an employee, advisor, or done volunteer work for an organization under consideration, assets and monies can go to that organization with a majority Member vote.


Section 1 a. Definition of members changed 5/1/19 to include designations of 15th Med Bn during the drawdown of involvement in Vietnam.

Section 3 G (6) Snail-mail Manager added to webmaster tasks 5/11/19

Section 9 G (7) Chaplain shall be responsible for stocking and sending a funeral placard to the funeral home for the death of any Association member that has attended at least one reunion. 5/11/19

April 2023 Amendments

1. Bylaws, Article III, Section 3, Sub-Section E
E. Associate Member. The title Associate Member is automatically conferred upon the current spouse of any Member in good standing. Associate Members have no voting rights or privileges but can attend Annual Business Meetings or Special Business Meetings. Spouses of deceased Members shall remain Associate Members for life and shall be eligible and encouraged to register for reunions in the same manner as Members. Any Associate Member wishing for time on the agenda should notify the Association President in writing 30 days prior to the Annual Business Meeting. Associate Members may also be members of the 15th Medical Battalion Association Ladies Auxiliary on a voluntary basis.

2. Bylaws, Article V, Section 1, Sub-Section B

B. Any Member wishing for time on the agenda should notify the President in writing at least 30 days prior to the Annual Reunion with the reasons why they need time on the agenda.

3. Bylaws, Article VII, Section 1, Sub-Section A

A. To defray and offset administrative and sundry expenses incurred in conjunction with organizing and paying for the Annual Reunion, a Registration fee of $25.00 will be charged for each Member attending the Annual Reunion.

4. Bylaws, Article VIII, Section 1, Sub-Section B
B. Those requests must be in writing stating the reasons for the change or addition and submitted to the Executive Committee at least 45 days before the Annual Business Meeting.

5. Constitution, Membership Section

Membership shall consist of all personnel formally assigned or attached on orders for at least thirty days to the 15th Medical Battalion, 1st Cavalry Division and/or successor units which served in Vietnam after Stand Down of the 1st and 2nd Brigades of the 1st Cavalry Division in 1971 ( Medical Company, 1st Composite Service Support Battalion and Medical Company, 215th Composite Service Battalion (Support)). For additional details, see By-Laws, Article III, Section 1, Sub-Section A.


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