American Forces Spouses Club

CONSTITUTION OF THE AMERICAN FORCES’ SPOUSES’ CLUB YONGSAN GARRISON, SEOUL, SOUTH KOREA Revised February 2012

The Seoul American Officers’ and Civilians’ Spouses’ Club (SAOCSC) and Seoul Area Enlisted Spouses’ Club (SAESC) merged, changing their name to American Forces’ Spouses’ Club (AFSC). This occurred in June of 2002. The name change facilitated incorporation of all American Forces spouses under one organization.

ARTICLE I – NAME, PURPOSE AND AUTHORITY

SECTION 1: Name – The name of this organization shall be the American Forces’ Spouses’ Club (AFSC).

SECTION 2: Purpose – The purpose of the AFSC shall be to promote charitable relationships within the American and Korean communities and to provide opportunities to its members for social interaction.

SECTION 3: Authority – The AFSC shall be organized as a private organization under the provisions of DOD Instruction 1000.15, Private Organizations on Department of Defense Installations; AR 210-22, Private Organizations of Department of the Army Installations; and pertinent local regulations, with the approval of the Commander of United Nations Command/ Combined Forces Command/ United States Forces Korea (UNC/CFC/USFK).

SECTION 4: Insurance—The AFSC will maintain adequate insurance at all times.

SECTION 5: Disclaimer A. The AFSC is liable for all actions and debts incurred. Neither the Army nor the Installation hold any responsibility.

B. Should the AFSC not be able to cover debt it has incurred, its members’ personal assets may be held liable.

C. The AFSC operates under the provision of the USFK Commander and as such he/she may revoke permission at any time.

D. The AFSC agrees to reimburse the Army for utility expenses, unless use is incidental.

ARTICLE II – MEMBERSHIP

SECTION 1: Membership Disclaimer A. The AFSC does not discriminate on the basis of race, color, gender, national origin, disability, or religion.

B. The AFSC will not seek to deprive individuals of their civil rights.

C. The AFSC will neither propagate extremist activities nor advocate violence against others or the violent overthrow of the government.

SECTION 2: Membership Year The membership year is from 1 June – 31 May. Half-year membership shall run from 1 January – 31 May. An exception is made on a case by case basis by the President.

Prepared by Staci Boschert AFSC Constitution, Revised February 2012[Type text] Page 1 of 10 SECTION 3: Membership Eligibility Membership is limited to eligible men and women residing in the Republic of Korea. Membership shall consist of active members, associate members, honorary presidents, and honorary members as described below:

A: Active Members 1. Eligibility: a) Members of the United States Armed Forces on active duty and their spouses b) Civilian employees of the Department of Defense and their spouses 2. Duties and Privileges: Active members shall pay dues and be in good standing, as defined in the By-Laws of the AFSC, in order to be eligible to participate in AFSC sponsored activities, vote, or hold elected office.

B: Associate Members 1. Eligibility: a) Retired members of the United States Armed Forces and their spouses b) Widows or widowers of members of the United States Armed Forces c) Directors and spouses of the American Red Cross (ARC), United Services Organization (USO), and Special Services personnel, who are authorized Status of Forces Agreement/Ministry of Foreign Affairs (SOFA/MOFA) d) Adult family members of the U.S. Department of State and the U.S. Diplomatic Mission personnel e) Members (16 years of age and older) of households of personnel entitled for active membership f) Spouses of Active Duty Military, other than U.S. Armed Forces, assigned to United Nations Command who are authorized SOFA/MOFA status 2. Duties and Privileges: Associate members shall pay dues and have all the rights of active members, with the exception of holding elected office on the AFSC Board, the Chosun Gift Shop (CGS) Operational Board, or holding employment on the CGS Retail Sales Team.

C. Honorary Presidents 1. Designations: a) Senior Honorary President: The spouse of the Commander – UNC/CFC/USFK b) Honorary Presidents: The spouse of the Commander Eighth United States Army (EUSA) The spouse of the Command Sergeant Major – UNC/CFC/USFK. 2. Duties and Privileges: a) The Senior Honorary President appoints the AFSC and CGS Advisor. b) The Senior Honorary President appoints at his/her discretion committee advisors. c) Senior and Honorary Presidents are welcome to attend any AFSC meeting. d) Senior and Honorary Presidents are entitled to the same privileges as active members. e) Senior and Honorary Presidents shall pay dues and be in good standing, as defined by the By-Laws of the AFSC, in order to receive the same privileges as active members.

D. Honorary Members 1. Eligibility: Honorary membership may be extended to distinguished persons by the Senior and Honorary Presidents (i.e. the spouse of the American Ambassador) at the discretion of the Executive Board (See Executive Board, Article III, Section 1, A). 2. Duties and Privileges: a) Honorary members are not required to pay annual dues and therefore are not entitled to the same privileges of active and associate members. b) Honorary members are eligible to attend monthly AFSC social functions.

Prepared by Staci Boschert AFSC Constitution, Revised February 2012[Type text] Page 2 of 10 SECTION 4: AFSC Activities Membership is necessary for participation in all AFSC activities. Exceptions may be granted with the approval of two-thirds of the General Board, (See General Board, Article III, Section 1, B).

SECTION 5: Guests Guests of members are welcome. Anyone eligible for membership may attend only one regular meeting or function as a guest of a member.

SECTION 6: Membership Termination Any or all of the following terminates membership: 1 .Member’s permanent departure from the area. 2. Nonpayment of dues within sixty (60) days from the date of application for membership. 3. Written resignation to the AFSC. 4. Change of status, which would affect membership eligibility. 5. Just cause, as defined in the AFSC By-laws, (Just Cause, Article VI, Section 2) determined by a two-thirds vote of General Board.

ARTICLE III – AFSC BOARDS

SECTION 1: Overview The AFSC Boards shall be responsible for carrying out the purpose and objectives of the AFSC and shall be responsible for the operation and management of the AFSC and its activities in accordance with the approved AFSC Constitution, By-laws, and Internal Operating Procedures (IOP). The Executive and General Boards, serving without compensation, shall consist of the following:

A. Executive Board 1. The AFSC shall elect the following officers from the active membership: President, First Vice President, Second Vice President, Secretary, Operational Treasurer, Welfare Treasurer and CGS Operations Officer. 2. The President shall appoint with the majority approval of the Executive Board the Parliamentarian. 3. The Executive Board shall be composed of the elected officers, the Parliamentarian, the Honorary Presidents, and the AFSC Advisor. 4. All elected positions except the President have voting privileges on the Executive Board and the General Board. 5. The President shall vote only in the event of a tie. 6. The Parliamentarian, the Honorary Presidents, and the AFSC Advisor shall have no vote on either the Executive Board or General Board. 7. The Executive Board shall meet as needed. 8. The term of office for an elected Executive Board member shall be one year, beginning 1 June and ending 31 May. 9. No elected officer may hold the same office for more than two consecutive Board years or sit on the Executive Board or General Board in any elected or appointed position for more than 3 consecutive Board years.

B. General Board 1. The General Board is comprised of the Executive Board members, the Standing Committee Chairpersons and the Special Committee Chairpersons. 2. AFSC President shall appoint, with the majority approval of the Executive Board, all Standing Committee Chairpersons. Standing Committee Chairpersons shall have voting privileges. The Standing Committees are:

. American Welfare Projects . Korean Welfare Projects . Scholarship

Prepared by Staci Boschert AFSC Constitution, Revised February 2012[Type text] Page 3 of 10 . Chosun Gift Shop Financial Analyst . Chosun Chatter . Membership . Publicity . Reservations . Volunteers . Ways and Means

3. The President shall appoint the Special Committee Chairpersons. The Special Committee Chairpersons do not have voting privileges. Attendance at Board Meetings is as necessary. The Special Committees are:

. Activities . Historian . Hospitality . Seoul Survivor . Special Projects . Web Master

4. The General Board shall: a. Formulate plans and establish IOPs and controls for the AFSC in accordance with this AFSC Constitution and By-laws. b. Prescribe the scope of activities, services, and facilities. c. Ensure that the AFSC is properly administered. d. Oversee AFSC funds to ensure: all funds are safeguarded, all due income is received in full, properly recorded and administered; and all expenditures and creditor relationships are approved. e. Administer CGS funds for educational and charitable purposes of the American and Korean Welfare Projects, ensuring a 50% division of funds. Furthermore, the 50% given to American Welfare Projects will be split evenly between American Welfare Projects and Scholarships.

ARTICLE IV – MEETINGS AND QUORUMS

An Honorary President or AFSC Advisor must be present in order for a vote to occur at a meeting. A USFK representative of the Command may attend at any time.

SECTION 1: Executive Board Meetings shall be held as needed. The purpose will be to review and vote on AFSC matters requiring Executive Board approval. All elected members of the Executive Board shall have a vote in Executive Board sessions with the exception of the President who shall only vote in the case of a tie. The Secretary will record all meetings and the minutes will be submitted to the Executive Board members. A majority of the positions filled on the Executive Board shall constitute a quorum.

SECTION 2: General Board Meetings shall be held at least monthly. The purpose will be to review and vote on AFSC matters to include review of monthly financial statements. All meetings will be recorded by the Secretary and the approved minutes, including the financial statements, will be submitted to the Commander, UNC/CFC/USFK, or designated representative, within five (5) working days from the meeting. A quorum shall consist of two-thirds filled Board positions. The vote of the majority of the quorum shall govern. Abstentions will not be included in the quorum and will in no way impact the outcome of the vote. If a voting member abstains from voting, his/her vote shall not be counted as a Yes vote or a No vote and will not impact the final outcome. An abstention will be subtracted from the number required for a quorum.

Prepared by Staci Boschert AFSC Constitution, Revised February 2012[Type text] Page 4 of 10 SECTION 3: General Membership Meetings, also referred to as Functions, are held once a month from September through May. Functions provide an opportunity to members for social interaction. AFSC business may be conducted at Functions. If a vote is necessary, the vote of the majority of members present shall govern. The results of any voting conducted at a General Membership meeting will be submitted by the Secretary to the Commander, UNC/CFC/USFK, or his/her designated representative.

SECTION 4: Special Meetings: A. A Special Meeting of the Executive and/or General Board may be called by any member of that Board. All Board members must be notified within a reasonable period of time. Voting may only take place if the required quorum is present. 1. Special Meetings of the General Membership may be called by the President with the concurrence of two-thirds of the General Board or by an active member who submits a proposal for a Special Meeting to the General Board for approval. The member shall be notified in writing of the General Board’s decision. 2. General Membership should be notified within a reasonable period of time prior to the Special Meeting. 3. The vote of the majority of the General Membership present shall govern. Minutes of these Special Meetings will be recorded by the Secretary and submitted to the Commander, UNC/CFC/USFK or his/her designee.

ARTICLE V – ELECTIONS

SECTION 1: Nominating Committee The Parliamentarian shall appoint a Nominating Committee consisting of an Honorary President, the AFSC Advisor, CGS Advisor and the following: senior officer spouses and senior enlisted spouses from Army, Air Force, Navy, and Marine Corps, or their designated replacement. The Committee shall convene in February to compile the proposed slate of officers for the Executive Board’s coming year.

SECTION 2: Candidate Proposals The names of the candidates nominated by the Nominating Committee shall be presented to the membership at the March General Membership meeting. At that time, additional nominations may be made from the floor with the consent of the nominee.

SECTION 3: Officer Elections The proposed slate of Executive Board officers shall be voted on by the General Membership at the April General Membership meeting. The officers shall be elected by a majority of the votes cast. Voting shall be via secret ballot.

SECTION 4: Vote Tabulation The Parliamentarian, with the assistance of two Nominating Committee members, shall count the votes in the event of a multiple slate.

SECTION 5: Officer Installation The newly elected officers shall be installed at the May General Membership meeting.

SECTION 6: Vacant Positions If a position remains vacant the position shall be filled as prescribed in the AFSC By-laws, Article III.

ARTICLE VI – REMOVAL OF A BOARD MEMBER

SECTION 1: Proposal for Removal

Prepared by Staci Boschert AFSC Constitution, Revised February 2012[Type text] Page 5 of 10 A member of the General or CGS Board may be removed from his/her elected or appointed office for just cause, as outlined in the AFSC By-laws, Article VI, Section 2. Any AFSC member may propose such a removal to the Executive Board.

SECTION 2: Initial Board Proceedings The Executive Board shall meet with both the member proposing the removal and the Board member affected by this proposal. After conducting an informal inquiry, the Executive Board will convene to determine whether there is justification for proceeding with a more extensive investigation. Upon a majority vote of the Executive Board to proceed, the Executive Board shall:

A. Suspend the Board member who has been proposed for removal.

B. Request that all AFSC property in the possession of the Board Member, including but not limited to After Action Reports, Continuity Books, and AFSC e-mail accounts be returned until such time as the investigation is concluded.

C. Submit these items to an assigned Executive Board member withintwenty-four hours of the request.

D. Notify all community organizations in which the suspended Board Member is involved by virtue of his/her position on the AFSC Board of the suspension.

E. Conduct a detailed investigation into the reason(s) for the proposal for removal.

SECTION 3: Special Committee Formation If the Executive Board finds that there is sufficient cause to support the proposal for removal, they shall form a Special Committee consisting of all voting members of the General Board. The Special Committee will present the suspended Board Member with a written proposal for removal.

SECTION 4: Rebuttal Rights The suspended Board Member will be given a reasonable time, not to exceed seven calendar days, to either resign voluntarily or prepare a written rebuttal to the proposal for removal. The Board Member will then present this written rebuttal to the Special Committee prior to any Committee action. The Special Committee will vote on the proposal for removal. A two-thirds vote of the Special Committee will govern. After the vote, the Board Member will receive a written notification of the Special Committee’s decision.

SECTION 5: Membership Revocation In the event that the suspended Board Member fails to submit a written rebuttal to the Special Committee within the allotted time period, he/she will have forfeited all rights to speak on this proposal. Failure to comply with the removal procedures will result in automatic revocation of AFSC membership.

ARTICLE VII –FINANCIAL AFFAIRS

SECTION 1: Income Sources The sources of income shall be annual dues, fund raising activities, the CGS allotments and donations from outside sources.

SECTION 2: Income Stipulations A. Welfare Stipulations 1. All monies transferred from the CGS will be used exclusively for the funding of the Korean Welfare Projects, American Welfare Projects and Scholarships. 2. No money from the CGS can be used to fund the Operational side of the AFSC. 3. American Welfare Projects and Korean Welfare Projects donation requests of more than $3,000 shall be approved by a majority vote of the General Membership.

Prepared by Staci Boschert AFSC Constitution, Revised February 2012[Type text] Page 6 of 10 B. All unbudgeted expenditures that exceed $1,000 for operations shall be approved by a majority vote of the General Membership present at a Membership meeting. C. At no time shall AFSC appropriate or authorize the obligation of money in excess of funds on hand. Any funds obligated in excess of funds on hand shall be the liability of the General Membership. D. No funds shall be dispersed to any individual or organization known to have anti-American affiliations.

SECTION 3: Fund Raising A. Fund raising activities must be approved by the General Board. B. Prior to conducting any fund-raising activities, apart from the operation of the Chosun Gift Shop, the AFSC must request permission from the USFK, CDR or is/her designated representative. C. The AFSC agrees to adhere to the provisions of AR 600-29 and DOD regulation 5500.07-R, the Joint Ethics Regulation, when conducting fund raising activities.

ARTICLE VIII – THE AMERICAN FORCES’ SPOUSES’ CLUB’S CHOSUN GIFT SHOP

Further guidance for Chosun Gift Shop policies and procedures are outlined in Annex A.

SECTION 1: Overview and Purpose of the Chosun Gift Shop (CGS) The AFSC’s CGS, is an unincorporated association doing business outside the United States. The purpose of the CGS shall be:

A. To generate funds for welfare activities of the AFSC for disbursement to American Welfare Projects and Korean Welfare Projects. B. To provide valid ID card holders who have proof of ration control privileges the opportunity to purchase high quality handicrafts from Far Eastern countries. C. To serve as an organization where AFSC members can volunteer for the good of the community.

SECTION 2: CGS Volunteer Eligibility Only AFSC members in good standing shall be eligible to work as volunteers at the CGS. Exceptions may be made at the discretion of the AFSC Executive Board.

SECTION 3: CGS Board The AFSC Honorary Presidents shall also serve as Honorary Presidents with voting privileges on the CGS Operational Board. The AFSC President, AFSC Welfare Treasurer and AFSC Advisor will serve as voting members of the CGS Operational Board. The CGS Advisor will be a non-voting member on the CGS Operational Board. The CGS Operational Officer will serve as a voting member of the AFSC Executive and General Boards and the CGS Board. No other members of the CGS Operational Board or CGS Retail Sales Team may serve simultaneously as an AFSC Board member. Full Board positions listed in Annex A.

SECTION 4: CGS Board Accountability The CGS Operational Board is responsible and accountable to the AFSC Executive Board. The CGS Operational Board will notify the AFSC Executive Board of any approved buying trips and changes in compensation and benefits of the CGS Retail Sales Team.

SECTION 5: CGS Funds Transfers The CGS shall transfer Welfare funds no less than quarterly to the AFSC. Funds will be transferred within 30 days from the closing of a quarter, as defined in the AFSC By-laws.

SECTION 6: Dissolution of the CGS

Prepared by Staci Boschert AFSC Constitution, Revised February 2012[Type text] Page 7 of 10 A. In the event AFSC separates into different and distinct organizational entities other than AFSC itself, the CGS’s assets, liabilities, and responsibilities will revert to the organizational entity most resembling the original group that founded the CGS in the 1960’s, the Seoul Area American Officers’ Wives’ Club. Should AFSC cease to exist without separating into different and distinct organizations, the CGS also ceases to exist following the dissolution process in Article XI.

B. Dissolution of the CGS by the AFSC shall be determined by all of the following: 1. A two-thirds vote of the AFSC Executive Board. 2. A two-thirds vote of the AFSC General Board. 3. A two-thirds vote of the AFSC General Membership who exercise his/her right to vote. 4. Approval of the Commander, UNC/CFC/USFK.

C. In the event the AFSC dissolves the CGS, all liabilities will be satisfied. After 180 days the remaining balance of the CGS assets, as determined by the AFSC General Board, shall be transferred to the AFSC Welfare Projects.

ARTICLE IX – AMENDMENTS AND REVISIONS

SECTION 1: Amendment Proposals Amendments to the AFSC Constitution and By-laws may be proposed by any active or associate member in good standing and must be submitted in writing to the General Board. Both the portion of the present Constitution and/or By-laws and the proposed amendment(s) will be disseminated to the Executive Board for review.

SECTION 2: Requirements for Proposed Amendments to Advance Amendments to the Constitution and By-laws will require all of the following: A. Constitution: 1. A majority vote of approval from the AFSC Executive Board prior to submission to the General Board. 2. A two-thirds vote of approval from the AFSC General Board prior to submission to the AFSC General Membership for a vote. 3. A two-thirds vote of approval of those present at an AFSC General Membership or special meeting 4. Approval of the Commander, USFK.

B. By-laws: 1. A majority vote of approval from the AFSC Executive Board prior to submission to the General Board. 2. A two-thirds vote of approval from the AFSC General Board. 3. Approval of the Commander, USFK.

SECTION 3: Amendments to the IOP 1. The Executive Board is empowered to amend the IOP of the AFSC upon a two-thirds vote and changes will be effective upon that date. 2. Amendments to the IOP are subject to the review of the Commander, USFK.

ARTICLE X – PARLIAMENTARY AUTHORITY

Robert’s Rules of Order (newly revised) shall govern all parliamentary procedures not covered by this Constitution and/or By-laws.

ARTICLE XI – DISSOLUTION OF AFSC

SECTION 1: Dissolution Voting Dissolution of AFSC shall be determined by all of the following:

Prepared by Staci Boschert AFSC Constitution, Revised February 2012[Type text] Page 8 of 10 A. A two-thirds vote of the General Board present.

B. A two-thirds vote of the General Membership present.

C. Approval of the Commander, UNC/CFC/USFK.

SECTION 2: Dissolution into Different Entities Should AFSC separate into different and distinct organizational entities a Special Committee chaired by the AFSC Advisor will be formed. This Special Committee will be composed of the Honorary Presidents as voting members, and two Senior Enlisted Spouses who are AFSC members. This Special Committee will determine how the AFSC assets (with the exception of the CGS) will be distributed between these separate entities. A three-fourths vote of this Committee will govern. In case of a tie, the AFSC Advisor will have the deciding vote.

SECTION 3: Temporary Suspension If the AFSC is forced to temporarily suspend its activities (i.e. NEO, etc.); all of the assets of AFSC (to include those of the CGS) will be frozen up to one year. At the end of that time, the Executive Board including the Honorary Presidents as voting members will determine the future of the organization and its assets.

SECTION 4: Final Funds Transfer

If the AFSC ceases to exist through the dissolution process, whatever funds remain will be used to satisfy any liabilities. The remaining balance of the assets shall be transferred to the Consolidated Chaplains’ Fund with the understanding that the transferred balance be distributed equally between American and Korean welfare organizations.

Prepared by Staci Boschert AFSC Constitution, Revised February 2012[Type text] Page 9 of 10 ARTICLE XII – ADOPTION

SECTION 1: Final Considerations The Constitution shall be accepted as changed by a two-thirds vote of the voting members present in a duly constituted regular or special meeting of the General Membership. Upon approval of the Commander, UNC/CFC/USFK, this Constitution shall then supersede all previous Constitutions and Amendments except that this Constitution shall not affect already elected or appointed Officers or contracts already entered into until such Officers have completed their designated term and said contracts have reached their expiration.

SECTION 2: Final Approval The General Board reviewed and approved revisions to this Constitution at a meeting held in December 2011. The following Board members accept and approve this Constitution:

______President–Rebecca Hayes Secretary-Julie Harris

______First Vice President–Debbie McNutt Operational Treasurer-Marli Stephens

______Second Vice President-Dana Repak Welfare Treasurer-Susy Vallifuoco

______CGS Operations Officer- Joy Dyer Parliamentarian-Staci Boschert

______AFSC Advisor-Anne Macdonald Senior Honorary President-Dee Thurman

______General Board Member at Large General Member at Large

ACCEPTED AND APPROVED THIS ____ DAY OF ____2012. (Supersedes Constitution March 2010)

FOR THE COMMANDER, USFK:

Prepared by Staci Boschert AFSC Constitution, Revised February 2012[Type text] Page 10 of 10