Revised September 29, 2000
THE 44TH ENGINEER BATTALION
The Name of the Organization shall be the 44th Engineer Battalion (Korea) Association,
a non-profit organization, hereafter referred to as the Association. The Association is
incorporated under the Laws of the State of Massachusetts and this Constitution.
The purposes and objectives of this Association are Fraternal, Patriotic, Historical and
Educational, to unite the fraternity of all persons who are now or have been assigned or
attached to the 44th Engineer Battalion (Korea), United States Army, also known as the
Broken Heart Engineer Battalion (Korea), to perpetuate the Association's tradition, to
commemorate fittingly the memory of the Battalion troops who have given or shall give
their lives in the defense of the United States of America, to encourage every member of
the Association toward closer personnel relationships and a friendly spirit of mutual
cooperation, and to forward and promote the general welfare of all members and to
improve by all lawful means their status and conditions.
The Association was formally founded at Gatlinburg, Tennessee, on August 10, 1989. A
total of eighteen (18) charter members were present with seven (7) women representing
the Women's Auxiliary.
*Proposed changes to the Constitution are to remove the references to Korea in an effort to appeal to all that have served with the 44th regardless of region. Or should we insert Iraq (Korea/Iraq) the two main areas of deployment.*
ARTICLE I - MEMBERSHIP
a. Any individual who served in the 44th Engineer Battalion or in any unit of the Armed
Forces of the United States of America attached thereto is eligible for membership in
the Association upon payment of annual dues. The amount of these dues shall be
fixed by the general membership at any annual meeting.
b. Associate memberships may be authorized by a vote of an executive committee
composed of the President, First (1st) Vice President and Adjutant. A candidate for
such membership must have a regular member as a sponsor, except in the case of an
Association widow who desires to become an Associate. A widow candidate need
not be voted upon nor have a sponsor. Dues shall be same as for a regular member.
c. A Ladies Auxiliary maybe formed by whose members may include wives, widows,
mothers, daughters, step-daughters and daughters-in-law of those eligible for
membership in the Association.
*Consider changing executive committee to add 2nd Vice President and Treasurer, and of which a simple majority vote to authorize an associate member.*
ARTICLE II - BOARD OF DIRECTORS
a. The Board of Directors shall consist of the President, Treasurer and the three (3)
immediate past Presidents.
*To Change the Board of Directors from the three past presidents to three elected members.*
ARTICLE III - OFFICERS
a. The Officers of the Association shall be a President, First Vice President, Second
Vice President, Adjutant, Treasurer, Historian, Chaplain, Editor and such other
officers as may be required for the activities of the Association. Any two or more
offices except those of President and First (1st) Vice President and Second (2nd) Vice
President may be held by the same person.
b. The President, Vice Presidents and Treasurer shall be elected by the Association
members at their annual Reunion meeting. All other shall be appointed by the
President. All officers shall serve for a term of two (2) years or until their successors
*Clarification on “until their successors are appointed”. To expand on the term limit listed as (2) years… that when their term is to expire there will be opportunity for each officer to be reelected to a term of another 2 years with no limit on opportunities to do so. *
ARTICLE IV - PRESIDENT
a. The President shall preside at all meetings of the members of the Association and of
the Board of Directors he shall endeavor to the greatest extent reasonably possible to
keep all Board members informed by letter of all activities of the Association of
major importance and of all other important developments coming to his attention which effect the Association or its operations. He shall perform such other duties as
usually pertain to the office or which may be assigned to him by the Board.
ARTICLE V - VICE PRESIDENTS
a. There shall be a First (1st) and Second (2nd) Vice President.
b. The ranking Vice President shall be vested with all the powers and shall perform all
the duties of the President in the event of his absence or disability. He shall perform
such other duties as usually pertain to the office or which may be assigned to him by
ARTICLE VI - ADJUTANT
a. The Adjutant shall record the minutes of all meetings of the Association and of the
Board and shall keep such records in a book to be provided by the Association for
such purposes. He shall have custody of the by-laws.
b. The Adjutant shall maintain the membership roster showing the name and unit of the
Battalion, or unit attached to the Battalion in which the members served and his
c. The Adjutant shall include in the membership roster the names and address of
Honorary, Auxiliary and Associate members with, in the case of any Auxiliary and
Associate memberships, a notation of the name and unit of the individual from who
the membership is derived.
d. The Adjutant shall make an annual report of the membership at the annual meeting of
e. The Adjutant shall perform such other duties as usually pertain to the office or which
may be assigned to him by the board.
f. The Adjutant shall assign to each new member a membership number and issue a
membership card to be mailed to each new member who has applied for membership
with a yearly donation duly paid to the Treasurer of the Association.
*Consider the membership list to be maintained by the Treasurer, for he/she is the person that receives dues direct from members so to minimize the chances of mistakes on roster on who is current, or inactive for whatever reason. The other person to consider is the Newsletter Publisher while working closely with Treasurer, it is the publisher who mails out correspondences and must have an accurate membership list. What is trying to be done here is to reduce the number of people involved in the membership list from three to just one or two to try to minimize mistakes. *
ARTICLE VII - TREASURER
a. The Treasurer shall be charged with the collection and the custody of the funds and
other property of the Association. He shall keep or cause to be kept full and accurate
accounts of all receipts and reimbursements and shall deposit all moneys and other
valuable effects in the name of to the credit of the Association in such depository or
depositories as may be designated by the Board. He shall be charged with the
disbursement of funds of the Association, contributions to, income of and
disbursements from the Memorial Fund shall be recorded in an account separate from
the general and other accounts of the Association. He shall render full written reports
at the annual meetings of the Association of his transactions as treasurer and of the
financial condition of the Association and in addition, at the request of the Board, he
shall render interim reports for the use of the Board. The Treasurer shall perform
such other duties as usually pertain to the office or which may be assigned to him by
b. Any new or unusual expenditures must be approved by a majority of the Board of
Directors, upon being polled by the Adjutant at the direction of the President.
c. If required by the Board, the treasurer shall give to the Association a bond of a sum to
be determined by the Board, conditioned upon the faithful performance of his duties
and for the restoration to the Association in case of his death, resignation, retirement,
or removal from office of all books, papers, vouchers or other property of any kind
whatsoever in his possession or under his control and belonging to the Association,
the premium on said bond to be paid by the Association.
ARTICLE VIII - HISTORIAN
a. The Historian shall be the official custodian for the Association of all papers,
publications, memorabilia and similar items pertains to the 44th Engineer Battalion
and Association. He shall maintain a file of the photographs, drawings,
transparencies, film and the like possible shall provide identification thereof. To the
extent that storage of items in his custody may be required, the Historian shall arrange
for proper storage at the expense of the Association. No property of the Association
in the custody of the Historian shall be disposed of in any manner except with the
consent of the Board or of the Association.
ARTICLE IX - CHAPLAIN
a. The Chaplain, in co-operation with the Reunion Committee shall arrange the
memorial service held annually in conjunction with the annual meeting. He shall
perform such other duties that usually pertain to the office or which may be assigned
to him by the Board. The Chaplain may be either a clerical or a lay member of the
ARTICLE X - NEWSLETTER
a. The newsletter of the Association shall insofar as practicable shall be issued four (4)
times a year. Each member of the Association shall receive the newsletter as part of
the annual dues.
b. Notices of the Annual Meeting of the Association and of regular meetings of the
Board shall be published in the appropriate issue.
c. The editor shall be responsible for the preparation of the Newsletter, and shall arrange
for the publication and distribution thereof.
d. The editor shall be appointed by the President.
*Propose an alteration to the issuing of a newsletter four times a year to allow two of those publications to be electronically emailed along with being posted on the website. The website is being maintained by annual dues as well, so membership is not being slighted and the savings of these non-mailings will help to cover the website cost. The newsletter previous to annual business meeting and following this meeting should still be published and mailed to all members of good standing. This proposal does not eliminate the possibility for mailing out of a newsletter that would have only been electronically disseminated if information it contains is deemed vital and necessary to membership by the President or the Board of Directors.*
ARTICLE XI - MEMORIALS
a. Memorial Projects established or approved from time to time by the Association shall
be under the supervision of the Memorial Committee. The committee shall consist of
b. The Memorials Chairman shall be appointed by the President. Two Memorials
Committee members shall be appointed by the Committee Chairman.
c. Reports of the committee's work shall be made to the President not less than semi-
ARTICLE XII - COMMITTEES
a. Unless otherwise ordered by the members of the Association or by the Board, or
mandated by these by-laws, the President shall appoint all regular and special
b. There shall be a Reunion Committee whose duties are set out in Article XIII-c of
c. There shall be a Nominating Committee consisting of not less than three (3) members
of the Association which shall prepare a slate of nominees for the Board of Directors
to be presented at the Annual Meeting of the members of the Association. The
number of nominees shall be equal to the number of Board vacancies occurring at
said Annual Meeting.
d. There shall be a Resolutions Committee consisting of not less than three (3) members
of the Association which shall present appropriate resolutions at the closing banquet
of the annual reunion.
e. Other committees appropriate or desirable for the activities of the Association shall be
appointed from time to time.
ARTICLE XIII - MEETING, QUORUM & VOTING
a. Annual and Special meeting of members
1. The annual meetings shall be held during the Summer or Fall months or at
such other times as may be determined by the Board of Members of the
Association in conjunction with the annual reunion. Provided, however, that
if such reunion be held outside the United States of America, the annual
meeting shall be held separately at such time and such place in the United
States of America as determined by the Board.
2. Special meetings may be called by the Board.
3. Twenty-five (25) members or ten percent ten (10) of the membership,
whichever is less, present in person or by proxy shall consist a quorum.
4. Each member whose dues are not in arrears shall be entitled to vote at any
meeting. Voting may be by proxy.
5. Honorary and Associate members may be given the privilege of the floor but
shall have no vote.
b. Meetings of Board of Directors
1. Regular meetings shall be held immediately prior to and immediately
following the annual meeting of the members.
* Rewrite the need for a meeting of the Board of Directors prior to and immediately following the annual meeting of association. This does not eliminate the possibility of having a meeting if the majority of the board thinks it appropriate and essential and all attending board members are notified.*
2. Special meetings may be called by the President or by any three (3) members
of the Board.
3. A majority of the Board shall constitute a quorum.
4. Meetings, regular or special, may be held at any place in or out of the State of
*The authorization of electronic forms of communication as a way for the Board of Directors to hold a meeting not requiring it to take place only in a physical location.*
1. An annual reunion shall be held during the Summer or Fall months or at other
such time as may be determined by the Board or members of the Association
in a community selected by the general membership at a previous annual
2. The Reunion Committee shall select the location within the community and
the date and shall arrange the general program for the reunion in consultation
with the President. Arrangements pertaining to the memorial service shall be
made in conjunction with the Chaplain.
3. The Reunion fee and the items to be included therein shall be determined by
the Reunion Committee.
ARTICLE XIV - SIGNATURE AUTHORITY
a. Deeds, assignments and all other instruments conveying and transferring real or
personal property owned by the President or Vice President and attested by the
Adjutant or Treasurer.
b. Checks and drafts drawn by or on behalf of the Association against any funds on
deposit in the name of the Association or against any other property owned by or due
to the Association shall be signed by the Treasurer. In the absence of either or both
the Treasurer and President, the Vice President or the Adjutant may either sign.
c. The Reunion Committee or the Reunion Chairman may establish such temporary
bank accounts as may be required to facilitate the financing of a reunion and provide
for the disbursement of funds for such purposes from such accounts.
d. Any check exceeding the amount of two (2) thousand dollars must be countersigned
by an authorized representative of the Association.
* To have 2nd and 3rd Vice Presidents added as signatories on checks, and remove Adjutant for this is an appointed position.*
ARTICLE XV - CHAPTERS
a. Members of the Association who wish to form a Chapter must request Chapter
Authorization in writing from the Board of Directors and! or the President of the
b. All members who participate in Chapter activities must be members in good standing
of the Association. Members in good standing are defined as members who have paid
their annual dues at the annual reunion or within Ninety (90) days thereafter.
ARTICLE XVI - AMENDMENTS
a. These by-laws may be amended.
1. At any meeting of the Board of Directors by the affirmative vote of not less
than a majority of all directors then in office and such amendment shall remain
in effect unless altered or repealed at the next succeeding meeting of the
members of the Association; or
2. At a meeting of the members of the Association by the affirmative vote of
two-thirds (2/3) of those present in person or by proxy, provided that notice of
such amendment is published in preceding issue of the Newsletter.
*To clarify in #2 the term notice of such amendments; Due to the nature of a business meeting, the details of what will be precisely voted on will not be known until the actual discussion and proposal has been put forth. It is suggested that in the preceding issue of the Newsletter that the membership is to be notified that changes to the Constitution and/or By-Laws are to be considered and voted upon with added details if known at the time, but not limited to only those details. In this way it does not restrict what can be done by the attending members and those voting by proxy to only what was written in the Newsletter. Also this will bring what attending membership/proxies can do at the annual business meeting closer to what the Board of Directors can already do with an amendment.*