Constitution/Bylaws


Constitution and By-Laws of The International Propeller Club of the United States of America. Revised October 13, 2006

Constitution Article Index

By-law Article Index

Constitution

Article I - NAME

The name of this organization shall be “The International Propeller Club of the United States.”

Article II. - OBJECTIVES AND DECLARATION OF POLICY

The International Propeller Club of the United States is a non-profit organization, whose membership is representative of every aspect of the maritime industry and whose members reside throughout the United States and the world. It is dedicated to the enhancement and well-being of all interest of the maritime community on a national and international basis. It promotes private sector enterprises in ownership and operation of waterborne and intermodal transportation systems, including associated industries, within the United States and between the United States and its trading partners. Its objectives are:

A. 1. To promote, and support the United States merchant marine, including shipyards and other allied industries, to meet the requirements of national security and economic welfare; and

2. To promote waterborne commerce and the marine industry in all its segments; and

3. To promote worthy and economically justifiable lake, gulf, bay, river, inland waterway, coastal, harbor and Great Lakes improvements;

B. To develop policies to enhance mutually beneficial relationships between all member ports.

C. To maintain a continuing program of public relations, education, and goodwill among exporters and importers, the maritime industry and the public generally;

D. To collaborate with other organization whose members are dedicated to the promotion of the best interests of maritime shipping and allied industries.

E. To promote a spirit of friendship and common purpose among persons engaged or having an interest in the merchant marine and allied industries;

F. To encourage the development of trade between countries; and

G. To conduct annually a convention and conference to promote these objectives.

Article III - MEMBERSHIP

The membership of The International Propeller Club of the United States shall be composed of:

(a) (1) National Ports, consisting of:

Local clubs which, having agreed to be bound by the Constitution and By-Laws of The International Propeller Club of the United States and having been granted a charter, continue to perform the obligations as set forth is this Constitution and By- Laws. Each local club shall be known as a Port and shall be named:

“The International Propeller Club of the United States, Port of _______________.”

(a) (2) International Ports, consisting of:

Local clubs located in countries or territories other than those of the United States which, having agreed to be bound by the policies of The International Propeller Club of the United States and having been granted a charter, perform the obligations as set forth in this Constitution and By-Laws. Each such local club shall be known shall be known as a Port and shall be named: “The International Propeller Club of the United States, International Port of ______________.”

(a) (3) National Honorary Members, consisting of:
Persons, who have rendered distinguished service to or on behalf of The International Propeller Club of the United States and the American Merchant Marine or its allied or associated industries, are eligible for National Honorary Membership. Nominations for Honorary Membership may be made by any Port, by submitting the name and record of such candidate to the Chief Operating Officer, who shall, in turn, submit said nominations to -

(1) Executive Committee

If such candidate(s) be approved by the Executive Committee, and International Board of Governors, the Chief Operating Officer and/or Secretary-Treasurer shall report said nominations to the first International Convention following such approval for final decision. Honorary Membership shall be for life.

Article IV. - RATIFICATION OF CONSTITUTION AND BY-LAWS

Every Port heretofore or hereafter granted a charter in The International Propeller Club of the United States and accepting same, thereby accepts, ratifies and agrees to be bound in all things, not contrary to law, by this Constitution and the By- Laws of The International Propeller Club of the United States, and amendments thereof, and to faithfully observe the provisions thereof.

Article V. - COMPOSITION OF PORTS

Section 1 . The Ports shall be composed of:

( a) Regular Members, consisting of:
Persons who shall have a bona fide and active interest in the promotion of the American Merchant Marine and the objectives of The International Propeller Club of the United States.

(b) Student Members, consisting of:
Persons who are duly registered students of marine architecture and engineering, foreign and domestic commerce, trade and transportation, business administration, economics and allied courses, in U.S. colleges, universities, or maritime academies.

(c) Honorary Members, consisting of:
Persons who have rendered exceptionally distinguished service to or on behalf of the American Merchant Marine, its allied or associated industries and/or the local Port; and who shall be elected at the discretion of the Board of Governors. Such members shall be subject to the per capita dues specified in Article X, Section 3 of the By-Laws.

(d) Other membership categories which may be used by local ports, if desired, shall be composed as follows:

(1) Courtesy Members, consisting of:
Persons whose active membership is desired by any member Port.

(2) Senior Members, consisting of :
Persons who have been members of any member Port for a period of not less than 5 years, who are retired from their employment and whose membership the member Port desires to retain.

Section 2 . Effective October 18, 1991 , the total number of Honorary Members and Courtesy Members who may be elected by the Board of Governors of any club shall not exceed 5% of the number of Regular Members at the time of such election.

Article VI. - GOVERNING AND EXECUTIVE BODIES

Section 1 . The governing body of The International Propeller Club of the United States shall be the International Board of Governors, (hereinafter “board of governors”), consisting of the immediate Past President, the current international officers, the President, the First Vice President, the Second Vice President, the Third Vice President, the Vice President for Student Ports, the Vice President for the Women’s Propeller Club, the Regional Vice Presidents, and the Chief Operating Officer together with the Presidents of all International Propeller Club Ports, with the exception of the Presidents of the Student Ports. The International Board of Governors shall be responsible for the control and management of the affairs of the Club in conformity with the Constitution and By-Laws.

Section 2 . Executive Committee. An International Executive Committee (hereinafter “executive committee”) shall be appointed to assist and act for the Board of Governors between meetings of the Board and Conventions, and to advise and assist the President and the other international officers.

Section 3 . The Executive Committee and/or the Board of Governors shall not incur any total financial obligations in excess of the sum of the estimated income determined by the committee for the current fiscal year and fifty percent (50%) of the accumulated surplus existing at the beginning of the fiscal year.

Section 4 . The powers not specifically reserved to or exercised by the said Board of Governors under this Constitution and By-Laws shall be exercised by the appropriate international officers with the advice and consent of the Executive Committee.

Article VII. - OFFICERS

Section 1 . The international officers of The International Propeller Club of the United States shall be the President, First Vice President, Second Vice President, Third Vice President, Vice President for Student Ports, Vice President for the Women’s Propeller Club, and the Chief Operating Officer and/or Secretary-Treasurer. There shall also be Regional Vice Presidents (the actual number of whom shall be prescribed by the by-laws).

Section 2 . The President, the First Vice President, the Second Vice President, the Third Vice President, the Vice President for Student Ports and the Regional Vice Presidents of The International Propeller Club of the United States, shall be nominated in accordance with the by-laws and elected by a majority of the votes cast by the accredited delegates at each annual convention, and they shall be installed in office and shall assume their duties as the last order of business at each convention at the same time the person holding the office of the President of the Women’s Propeller Club of the United States shall be installed as Vice President for Women’s Propeller Club and shall assume her duties of that office with the International Organization.

Section 3 . Chief Operating Officer shall be appointed by the President with the consent of the Executive Committee. The term of office and salary shall be set by the Executive Committee and may be memorialized in a written contract. The Chief Operating Officer shall report to the President.

Section 4. Officers of the Ports shall be those specified in their respective constitutions. They shall be elected at annual membership meetings to be held by March 31st each year and shall be installed in such manner as to take effect on July first of each year.

Article VIII. - CONVENTIONS

Section 1 . (a) The site of an Annual Convention shall be determined by the Convention not less than two years nor more than four years before the approximate date thereof, subject to change by the International Executive Committee or the International Board of Governors to meet any emergency or special condition. The specific dates for each Convention shall be determined by the International Officers in conjunction with the Host Port Officers and subject to the approval of the Executive Committee.

(b) Any ports desiring the International Convention shall submit their requests to the Board of Governors via the President and Executive Committee not less than three years and preferably earlier in advance of the expected approximate date of such Convention. Such request shall be in writing signed by the President of the Port, attested by the Secretary thereof and approved by the Regional Vice President of the geographical region in which such Port is located. Every such request shall be accompanied by a check in the amount of $1,000 (one thousand dollars) payable to the International Propeller Club of the United States. If the request of the Port be not approved, the check shall be returned to the President of such Port. If the request is approved and the Convention be held as so agreed, an amount equal to the proceeds of the check shall be returned to the Host Port when the Convention Audit has been received at International Headquarters and has been found satisfactory and complete by the Chief Operating Officer. If, after the Convention Port has been approved by the Board of Governors and the appropriate Convention, the Host Port should for any reason not be able to comply with its commitments, the $1,000 deposit shall be forfeited to the International Organization.

(c) Any request from a Port which desires to host an international convention (hereinafter “convention”) shall be forwarded to the headquarters of The International Propeller Club of the United States in time to be received not less than two months before the opening date of the Annual Convention for the year in which submitted. No such request which is submitted during the course of an Annual Convention will be considered at that Convention, except with the approval of the Executive Committee or the Board of Governors to meet an emergency or special condition as provided in subsection (a) of this Section.

(d) If no bona fide invitation is received for any annual convention the selection of the time and place of the annual convention shall be made by the Executive Committee.

Section 2 . Each Port in good standing, excepting Ports composed of Student Members, shall be entitled in an International Convention of The International Propeller Club of the United States to one accredited delegate for each twenty-five (25) members or major fraction thereof of its Regular, and Senior Members in good standing as of the end of its previous fiscal year. Such membership shall have been certified as required by the By-Laws in order that the delegates may be properly validated by the Credentials Committee at the Convention. Each Port shall be entitled to at least one accredited delegate who may act as a proxy for other accredited delegates of that Port and cast one vote for each accredited delegate he or she represents as such proxy. A Port composed of Student Members shall be entitled to one accredited delegate.

Section 3 . It shall be the duty of each Port in good standing to be represented at each convention of The International Propeller Club of the United States by at least one accredited delegate.

Article IX. - MEMBER PORT DUES

Each Port other than Ports composed wholly or almost wholly of Student Members, shall pay to The International Propeller Club of the United States for the purposes of the latter annual Member Port Dues based on the number of its Regular, Honorary, Courtesy and Senior Members, as provided in the By-Laws.

Each Port shall also submit annually to The International Propeller Club of the United States a current certified membership list and such other reports as provided by the By-Laws.

Article X. - MEMBERSHIP INSIGNIA

Every member in good standing of a Port during the continuance of his membership shall be entitled to wear the emblem, badge or other insignia of The International Propeller Club of the United States .

Article XI. - BY-LAWS

By-Laws not inconsistent with this Constitution embodying additional provisions for the government of The International Propeller Club of the United States shall be adopted and may be amended from time to time.

Article XII. - AMENDMENTS

Amendments to this Constitution shall be made only at a convention of The International Propeller Club of the United States by a two-thirds vote of the delegates present at such convention business session, provided that the proposed amendment shall have been delivered to the Chief Operating Officer of The International Propeller Club of the United States, at least forty-five (45) days before the date of such opening of the convention, and a copy thereof shall have been mailed to the Secretary of each Port at least thirty (30) days prior to the date of the opening of such convention, and further provided that by unanimous consent of the Board of Governors and accredited delegates present at a business session of a convention, amendments may be proposed and may be adopted by similar unanimous approval, but not otherwise. It shall be the duty of the Chief Operating Officer of The International Propeller Club of the United States to cause copies to be mailed to Secretaries of member Ports. Amendments shall become effective on adoption unless otherwise stated in the motion for their adoption.

BY-LAWS

Article I. - MEMBERSHIP

Section 1 . Application for charters for Ports shall be made to the Chief Operating Officer of The International Propeller Club of the United States . The International Executive Committee (hereinafter “Executive Committee”) is empowered to approve or disapprove said applications. In the event of the approval of an application by the Committee, the applicant having paid its charter fee, a charter signed by the President and the Chief Operating Officer shall be issued to such Port. Membership shall begin from the date of approval of the application.

Section 2 . A charter fee of one hundred fifty dollars ($150.00) shall be paid to The International Propeller Club of the United States by each Port chartered within the United States and outside of the United States, excepting where the Port is composed of Student Members in which event the charter fee shall be determined by the Executive Committee.

Section 3 . Concurrently with receipt of its Port Charter all newly established International Propeller Club Member Ports shall procure from the International Headquarters (hereinafter “Headquarters) a Port banner, a printing logo emblem, and an initial quantity of necessary standard forms and supplies.

Article II. - INTERNATIONAL PROPELLER CLUB PORT CONSTITUTIONS

Section 1. The first duty of a newly established Port shall be to develop and print its Port Constitution and By- Laws in conformance with the Standard Port Constitution and the Constitution and By-Laws of The International Propeller Club of the United States.

Section 2 . The International Board of Governors (hereinafter “board of governors”) shall adopt and prescribe a Standard Port Constitution which shall be adopted by all Ports heretofore or hereafter admitted to membership. The Executive Committee shall have the power to amend such standard Port Constitution, on its own initiative; or at the request of any member Port in accordance with Section 5 of this Article II.

Section 3 . The Executive Committee shall permit changes in the Constitution prescribed for member Ports if such changes are necessary to enable the member Port to comply with the laws of any State or Territory, or foreign country.

Section 4 . The Executive Committee may permit other changes in the prescribed Constitution for Member Ports, provided good cause is shown that such proposed changes are necessary to meet local conditions and do not conflict with the provisions of the International Constitution.

Section 5 . All changes in the prescribed Constitution which may be desired by any Member Port shall be submitted in writing, together with the reasons therefore, to the Executive Committee for approval or disapproval and to the Chief Operating Officer.

Article III. - TERMINATION OF MEMBERSHIP

Section 1 . Any Port failing for two successive years to send a delegate to the annual convention may be suspended by the National Board of Governors, such action to be taken when considered necessary or desirable. The Board may, however, for good and sufficient cause, restore such Port to membership in good standing.

Section 2 . Any Port more than sixty (60) days in arrears for any financial obligation to The International Propeller Club of the United States may be suspended by the Board of Governors, provided two successive notices of said indebtedness shall have been duly sent by registered mail to both the President and Secretary of such Port. Any such Port may be restored to membership in good standing at the discretion of the Board upon the payment of its indebtedness.

Section 3 . The Board of Governors may, for cause, by majority vote discipline or suspend a Port, or by unanimous vote with the exception of the vote of the representative of the charged port expel such Port, provided a copy of the charges have been mailed to the President and Secretary of such Port at least ninety (90) days before the hearing thereon, which notice shall further state the time and place of such hearing. The Board shall forthwith notify the Port of its decision and such Port may within ninety (90) days from the date of mailing such decision to the Port file written notice of appeal with the Chief Operating Officer and/or Secretary-Treasurer of The International Propeller Club of the United States, which appeal shall be heard and decided at the next annual convention. The debate thereon shall be limited by rule of convention. Such Port shall be entitled to be represented by counsel at any of the hearings provided in this section.

Section 4 . Any Port may resign from The International Propeller Club of the United States provided said Port has fulfilled all its financial and other obligations to The International Propeller Club of the United States. Such resignation shall be automatically effective upon delivery of the charter of such Port to the Chief Operating Officer of The International Propeller Club of the United States.

Section 5 . Any Port which shall for any reason cease to be a member of The International Propeller Club of the United States shall relinquish the word “Propeller” in its club name, surrender its charter, and shall not thereafter use the name, emblem, badge or the insignia of The International Propeller Club of the United States in any way whatsoever.

Article IV. - INTERNATIONAL BOARD OF GOVERNORS

Section 1 . The Board of Governors of The International Propeller Club of the United States shall be charged with the duty of whatever may be necessary for the furtherance of the purposes of The International Propeller Club of the United States, the study and teaching of its fundamentals, the preservation of its ideals, its ethics, and its unique features of organization, and its extension throughout the United States and elsewhere. Each member of the Board of Governors shall have one vote.

Section 2 . Action of the Board of Governors shall be final, subject only to appeal to any convention. Such appeal shall be duly filed with the Chief Operating Officer of The International Propeller Club of the United States at least thirty (30) Days prior to the opening of said convention.

Section 3 . The Board of Governors shall exercise control and supervision over all officers and committees of The International Propeller Club of the United States and may, for good cause, after hearing, remove an officer or committee member by a two-thirds vote of the entire Board provided such officer or committee member shall have been served personally or by registered mail with a notice containing a copy of the charges against him, at least thirty (30) days before the hearing thereon, said notice specifying the time and place of such hearing.

Section 4 . The Board of Governors shall meet at least once a year and at such other times and places as it may determine.

Section 5 . The Board of Governors may, without meeting together, transact business by mail or electronic transmission by voting upon proposed resolutions or other matters mailed or electronically transmitted to them by or with the approval of the President. Thirty (30) days shall be allowed for the return of the votes thereon by mail or electronic transmission to the Chief Operating Officer and/or Secretary-Treasurer. The voting shall be considered closed at the end of thirty (30) days providing a majority of the members of the Board have returned their votes by that time or it shall be considered closed any time prior thereto if and when all the governors have returned their votes. In the event the President requires immediate action on any proposed resolution or other matters he may specify a definite hour and day for reply and such time shall be final, providing the President shall have allowed a member two full business days within which to consider and reply to his request. The majority of the votes received by the President at the time designated shall govern. Voting as regards positions will follow procedures prescribed in Article IX, Section 6 (b) of the By-Laws.

Section 6 . A majority of the members of the Board of Governors shall constitute a quorum for the transaction of all business, except in cases otherwise provided under the Constitution and By-Laws. At conventions, a quorum shall consist of the members of the Board of Governors in attendance.

Article V. - OFFICERS

Section 1 . To be elected an International Officer of The International Propeller Club of the United States one must be a regular or honorary member in good standing of an International Propeller Club Port in good standing or the Women’s Propeller Club. To be a candidate for office or to hold office, one must be a person who derives or derived his or her livelihood in whole or in part, ashore or afloat from the American Merchant Marine, or from an industry allied thereto, or who has been an International Propeller Club member in good standing at least five years.
Regional Vice Presidents at the time of their elections must reside in and be members in good standing of Ports within their respective regions.

Section 2 . (a) The term of each officer except for the Chief Operating Officer, shall begin at the last order of business of each Convention and shall continue for one year.

(b) The President may be re-elected but may not serve more than two consecutive terms, but after serving two consecutive terms, he may be elected again as President after a lapse of at least two years.

Section 3 . (a) All officers except the Chief Operating Officer shall serve without compensation.

(b) In accepting the responsibilities of the office, the Chief Operating Officer is permitted to accept a salary which shall be fixed from time to time by the Executive Committee.

Section 4 . (a) The immediate Past President of The International Propeller Club of the United States shall serve as Chairman of the Board of Governors. The President shall serve as Chief Executive Officer of the Board of Governors and Chairman of the Executive Committee, and shall preside at all meetings of the Annual Convention, the Board of Governors and the Executive Committee.

The President shall appoint all standing and special committees in accordance with the By-Laws and shall supervise the work and activities of The International Propeller Club of the United States and perform such other duties as usually pertain to this office. He shall be a member ex-officio of all committees. The President, in absence of the Chief Operating Officer, shall assume the duties of both positions and shall be the active managing officer but may delegate his administrative functions to an employee of the Club subject to the approval of the Executive Committee.

(b) The First Vice President, Second Vice President or Third Vice President shall preside at all meetings when the President is absent. The First Vice President, the Second Vice President and the Third Vice President, shall perform such duties as are deemed necessary by the President, the Board of Governors and the Executive Committee, to assist the President in carrying out the objectives of the Club.

The Officers, including Regional Vice Presidents, shall serve as members of the Executive Committee, as indicated in Article IX of the By-Laws.

(c) In the event of the death, resignation of disability of the President, the First Vice President shall take over the office of President and the Executive Committee shall appoint a new First Vice President, subject to the approval of the Board of Governors.

The First Vice President shall be appointed Vice Chairman of the Executive Committee as indicated in Article IX of the By-Laws.

(d) The Second Vice President shall represent all Ports outside of the United States, other than those included in the Southern Europe and Africa; Turkey & Middle East and Northern and Central Europe Regions; and shall also represent the ports in the Southern Europe and Africa; Turkey & Mediterranean, Northern and Central Europe Regions at International Conventions in any case in which the Regional Vice President does not attend or on other occasions when the latter in unable to do so.

(e) The Vice President for Student Ports shall have the duty to nurture and promote the Student Port program regardless of the geographical location of the schools which now have Student Ports or the schools which may become Student Ports.

(f) The Vice President for the Women’s Propeller Club of the United States shall have the duty to nurture and to promote cooperation between the Women’s Propeller Club of the United States and the International Propeller Club of the United States and to support the furtherance of the purposes and ideals of the two organizations.

(g) The Chief Operating Officer shall keep the records of the Convention, the Board of Governors, and the Executive Committee; shall keep the accounts, receive all monies paid in, deposit the same in such bank or banks as shall be approved by the Executive Committee and disburse same by its order; shall make a periodic report to the Executive Committee and the Board of Governors, and a report to the Annual Convention.

(h) The Regional Vice Presidents shall be given such duties as are deemed necessary by the Board of Governors to aid and assist the President. Each Regional Vice President shall serve on his Region’s Regional Advisory Committee and appoint a chairman thereof. The Regional Vice Presidents are automatically members of the Extension Committee as soon as elected.

(i) The geographical Regions of The International Propeller Club of the United States are defined as follows:

North Atlantic , which shall include all Ports in the states of Maine, New Hampshire, Vermont, Massachusetts, Rhode Island, Connecticut and New York (except those located on the Great Lakes).

Middle Atlantic , which shall include all Ports in the states of New Jersey , Pennsylvania (except those located on the Great Lakes or the Ohio River ), Maryland , Delaware , Virginia and the District of Columbia.

Southeast , which shall include all Ports in the States of North Carolina, South Carolina , Georgia , Florida , Alabama and Mississippi , and in Puerto Rico .

West Gulf Coast , which shall include all Ports in the states of Louisiana and Texas , except as specified under ” Mississippi Valley “.

Ohio Valley , which shall include all Ports on the Ohio and Mississippi Rivers and their tributaries, which are not in one of the states in the Southeast Region.

Great Lakes , which shall include all Ports located on Lake Ontario, Lake Erie, Lake Huron, Lake Michigan, Lake Superior, and also Ports on the St. Clair River, Detroit River and the Niagara River.

Pacific Coast , which shall include all Ports located in the states of California, Washington, Oregon, Arizona, Hawaii and Alaska.

Northern and Central Europe , which shall include ports in countries of such region that are specified by the Executive Committee in consultation with the regional vice president.

Southern Europe and Africa , which shall include ports in countries of such region that are specified by the Executive Committee in consultation with the regional vice president.

Turkey and Middle East , which shall include Ports in Turkey and Mediterranean .

(j) All Ports outside the United States, other than those included in the Southern Europe and Africa Region, the Northern and Central Europe Region, and the Turkey and Middle East Region, shall be represented by the International Second Vice President, who shall also represent those named Ports at Conventions in any case in which the Regional Vice President does not attend and on other occasions when the latter is unable to do so.

Article VI. - CONVENTIONS AND OTHER FUNCTIONS

Section 1. A Convention of The International Propeller Club of the United States shall be held annually at a time and place to be determined as provided in the Constitution Article VIII-Section 1.The normal time for holding each Convention shall be centered around the date of October 15.

Section 2. Guidelines for the Selection of Convention Sites.
It is desirable that the sites of annual conventions shift from one region of the country to another so that one of the Ports in each region may have the opportunity to host a convention in an equitable fashion.
In the selection of the sites of the Annual Conventions special consideration should be given to Ports of regions which have not hosted an annual convention for the longer periods of time. A newly established or re-established Port shall not be eligible to submit application for a Convention until five years after the date of charter or re-charter.

Section 3. The purposes of the International Convention shall be -

a. To report to the Membership the activities of the Organization during the previous year and to determine a program for the ensuing year.

b. To transact other usual and customary business of the Organization.

c. To sponsor and conduct the Annual American Merchant Marine & Maritime Industry Conference.

d. To discuss ways and means of furthering the objectives of the Organization as set forth in the Constitution, Article II entitled “Declaration of Policy”.

e. To elect the International Officers as prescribed elsewhere in these By-Laws.

Section 4. The officers of the Convention shall be the International Officers together with Committee Chairmen to be appointed in accordance with other provisions of these By- Laws.

Section 5. The general pattern of events at each Convention shall be substantially as follows:

(a) Day preceding First Day:

Board of Governor’s Meeting

Early arrivals reception

(b) First Day

I. Morning: Committee meetings as necessary; and the First Business Meeting of the Convention, including reports of officers and committee chairmen.

II. Luncheon in honor of the Host Port.

III. Afternoon: First session, American Merchant Marine & Maritime Industry Conference.

IV. Evening: President’s Reception.

(c) Second Day:

I. Morning: Second session, American Merchant Marine & Maritime Industry Conference.

II. Luncheon honoring American Merchant Marine Industries.

III. Afternoon: Light schedule, tours sightseeing, outings, golf tournaments, etc.

IV. Evening: Informal events, luaus, cruises, western nights, etc.

(d) Third Day:

I. Morning: Final session, American Merchant Marine & Maritime Industry Conference.

II. American Merchant Marine & Maritime Industry Conference Luncheon.

III. Afternoon: Final Business Meeting of the Convention for discussion and adoption of Resolutions; selection of sites of future Annual Conventions; election of Officers and such other business as may be regularly brought before the meeting.

IV. Evening: Annual Banquet of The International Propeller Club of the United States and American Merchant Marine & Maritime Industry Conference. The official activities of the Convention terminate at the conclusion of the Banquet.

Section 6. The Host Port for which a Convention has been approved shall be responsible and provide for the Convention organization, planning, implementation and execution in all details, except as provided herein subject to the audit, review and approval by the Executive Committee. At least two members of the Executive Committee, not members of the host port, as well as the Chief Operating Officer shall be appointed by the President to the General Convention Committee. The expense of the appointees of the President in carrying out their duties for the Convention shall be borne by Headquarters. The Host Port and the General Convention Committee shall be guided by the pertinent provisions of the Constitution & By-Laws and the International Convention Guidelines approved by the Executive Committee. The Executive Committee and Headquarters shall have full responsibility for the business program, including the American Merchant Marine and Maritime Industry Conference (preferably under the chairmanship of a member of the Host Port), Board of Governors meetings, committee meetings, business meetings, competitions, awards, luncheon programs and speakers and exhibitions, with input from the host port during planning to assure that any appropriate local and regional issues or discussion topics and speakers are properly included. The Host Port is responsible for the general management and financial support of the convention, social, entertainment and incentive activities, hotel registration procedures, local transportation and audio/visual equipment with the counsel and assistance of the Headquarters, all subject to the audit, review and approval of the Executive Committee. The hiring of outside paid consultants or paid convention staff to organize and execute the convention is not encouraged and can only be used with the specific written approval of the President, with the advice and consent of the Executive Committee, after a detailed submission of the reasons for the use of such a consultant and/or staff with complete details of their assigned duties and responsibilities, incentives and fees or salary.

Section 7. All members must register in order to attend scheduled business sessions of the Convention. Only registered members and registered guests are entitled to attend the President’s Reception. This restriction does not include special events, luncheons, banquets and sessions of the American Merchant Marine & Maritime Industry Conference. The Registration Fee shall be determined annually by the General Convention Committee.

Section 8. Financing of Conventions

(a) Conventions shall be financed by registration fees and contributions to be obtained by the Host Port with the assistance and approval of Headquarters.

(b) All receptions, luncheons and the annual banquet shall be self-supporting and the charge therefore shall be sufficient to cover all expenses incident thereto.

(c) Subject to approval by Headquarters, special events may be arranged by the Host Port in order to stimulate attendance at the Convention and to promote the general objectives of the Organization.

(d) All receipts of whatever nature in connection with Convention and Conference activities shall be deposited in a special fund to be known as the “Convention and Conference Fund (Year)”.

(e) A detailed budget of the Convention organization, activities, and income and expense; shall be prepared by the Convention Finance Committee or the General Convention Chairman and submitted by the General Convention Chairman to the Headquarters not later than 14 months in advance of the Convention for approval of the Chief Operating Officer and the Executive Committee.

(f) Upon completion of the convention, the financial accounts shall be independently audited by a Certified Public Accountant, approved by Headquarters, and the accounting made in detail analogous to the budget for purposes of ready comparison and format that will be of value for planning of future conventions. Certified copies of the audited accounting shall be forwarded to the Headquarters.

The financial balance in the Fund shall be divided between the local Host Port (1/2) and Headquarters (1/2). In case there should be a deficit, it would be made good by the local Host Port (1/2) and National (1/2). Both certified copies of the audit and National’s share of the financial surplus, if any, shall be forwarded to the Headquarters not later than 4 months following completion of the Convention.

(g) A report of the use of funds accruing to any Host Port as a result of a financial surplus from any annual Convention shall be submitted to the President, who shall in turn submit the report to the Executive Committee and the Board of Governors. Such report shall be made within 10 months of the date of the closing of the Convention from which the funds resulted.

Section 9. Appointment of Committees

(a) Prior to each International Convention the President shall appoint the following committees:

I. A Committee on Credentials which shall consist of at least six members who shall be selected from the great geographical regions in which The International Propeller Club is active i.e. U.S. Atlantic, Gulf and Pacific Coasts , Great Lakes , Inland Waterways and Overseas.

II. Such other committees as may be necessary to insure proper handling of all Convention and Conference activities.

(b) The President shall designate one member of each committee as Chairman and may designate one or more Vice Chairmen or Co-Chairmen. The President shall be an ex- officio member of each Committee.

Section 10. Duties of Committees

(a) The Credentials Committee shall receive, examine and accept or reject the credentials of all persons appointed as official delegates of Ports to the Convention. This Committee shall maintain a list of all officially accredited delegates, which list shall be made available to the officers of the Convention.

(b) The Positions and Resolutions Committee, established in Article IX of these By-Laws, shall receive from individual Ports or groups proposed resolutions on any subject which falls within the scope of the objectives of The International Propeller Club of the United States. Such suggested resolutions shall be presented to the Chairman of the Committee, through the Chief Operating Officer if desired, with a copy in any case to the Chief Operating Officer in ample time to permit the Committee properly to consider the scope and text of such resolutions but in no event later than 6:00 p.m. local time on the first day of the Annual Convention. This Committee shall carefully consider all proposed resolutions submitted to it and may, on its own initiative, formulate and recommend additional resolutions. Unless the scope of any proposed resolutions which may be submitted less than 14 days before the first day of the Annual Convention shall be clearly outside of or in conflict with, the broad objectives of The International Propeller Club of the United States, shall be reported out by the Committee to the floor of the Convention. If the committee be unable to agree unanimously on the merits or text of any such resolution, it shall present to the final session of the Convention a majority and minority report on such resolution, provided that there shall be at least two members of the Committee subscribing to the minority report. An opportunity shall given to the reporters to present and argue their views before the Convention delegates.
The Committee shall annually review each resolution which is still valid and which require no change may be reaffirmed, readopted and re-issued.

(c) The duties of other committees shall be assigned by the President when such committees are appointed.

Section 11. Convention Delegates

(a) Delegates to the Convention shall be appointed by the President of the respective Ports. Each delegate must be a Regular Member in good standing of the Port he represents and must present to the Credentials Committee a certificate of appointment signed by the President and Secretary of his Port; however, such certificates of appointment may be presented on behalf of a duly appointed delegate by any person holding his official proxy. A Port must be in good standing through payment of current Member Port dues in order to be represented by voting delegates at annual conventions.

Section 12. Convention Procedures

(a) Robert’s Rules of Order shall be the Rules for conducting all matters coming before the Conventions.

(b) A Parliamentary Adviser shall be appointed by the President prior to the Convention.

Section 13. Voting at Conventions

(a) All voting on matters brought to the floor of the Convention including election of officers, shall be done by delegates present in person or by proxy at time of voting, who have been named by the International Propeller Club Port of which they are members in good standing, and accredited by the Credentials Committee of the Convention. Proxies will not be permitted to vote unless such proxies have been duly accredited and delivered to the Chief Operating Officer before the opening of the meeting.

(b) Wherever a roll call vote is ordered on any question, the vote of any delegate of more than one member shall be announced by the chairman of that delegation (as named by the President of the member Port or, if none has been so appointed, as elected from among the number of delegates) after ascertaining the wishes of the several delegates. After the announcement of that result by the chairman, any member of that delegate may challenge the result and call for a poll of the delegates and the proxies. The roll call shall proceed while a designated member of the Credentials Committee of the Convention ascertains the votes of the several delegates and the proxy votes. The result of that vote shall be reported to the presiding officer and shall be announced at the conclusion of the roll call vote or as soon thereafter as possible.

(c) No vote of a delegate of a Port may be provided to a delegate of another Port.

(d) A quorum at the Convention shall consist of the Ports represented at each business session by duly accredited delegates.

Section 14. Regional Conferences

It is suggested that a regional conference of each region or combination of regions of The International Propeller Club of the United States be held annually at a time and place to be determined by the Regional Vice President or combination of Regional Vice Presidents of the combined regions. The normal time for holding annual regional conference should be in the period between April 1 and May 15 each year.

Section 15. The purposes of the regional conferences or combined regional conferences shall be to conduct workshops for the Port Presidents - elect and any other officers attending the regional conferences or combined regional conferences with the workshops to cover the following:

(a) The work and accomplishments of the recent Convention.

(b) The proposed functions, goals, conferences and activities of the Organization, the regions and the ports for the upcoming year.

(c) The function and responsibilities of the Port Officer.

(d) The review of governmental legislation and regulation.

(e) The leadership training for the Port Officers.

(f) The selection of the site of the regional conferences or combined regional conferences for the next year.

(g) The nomination of Regional Vice Presidents for the next year and

(h) The ways and means of furthering the objectives of the International Organization and of the Ports as set forth in the Constitution, Article II entitled “Declaration of Policy”.

Section 16. The officers of the Regional Conferences shall be the Regional Vice President and the Regional Advisory committee, consisting of at least one representative of each Senior Port in the Region, Whose duty it is to develop and support a regional organization for the purpose of holding Regional Conferences and other business in aid of the development and government of the Region.

Section 17. The general pattern of events at each Regional Conference shall be formulated by the Regional Vice President and Regional Advisory Committee appointed by him.

Section 18. The Regional Vice President and the Regional Advisory Committees shall be responsible and provide for the conference organization, planning, implementation and execution in all details with the assistance of the Chief Operating Officer and/or Secretary-Treasurer of the Organization.

Section 19. Financing of Regional Conferences

(a) Regional Conferences should be financed by registration fees and any contributions obtained by the Host Port and all Ports of the region.

(b) Any financial balance or deficit in the “Regional Conferences Fund” to be opened for each Regional Conferences, shall be divided between the Host Port and a permanent Regional Conference Fund, which shall be the responsibility of a Regional Vice President.

Section 20. Regional Conference Delegates

Delegates to the Regional Conference and proxies for these delegates shall be appointed by the President of the respective ports. Each delegate must be a regular member in good standing of the port he represents and must present to the Credentials Committee of the Regional Conference a certificate signed by the President and Secretary of his port. A port must be in good standing through payment of current member port dues in order to be represented by voting delegates at Regional Conferences.

Section 21. Voting at Regional Conferences

All voting on matters brought to the floor of the Regional Conference including nomination of Regional Vice President, shall be done by delegates present in person or by proxy at the time of voting, who had been named by The International Propeller Club port of which they are members in good standing, and accredited by the Credentials Committee of the Regional Convention. Proxies will not be permitted to vote unless such had been duly accredited and delivered to the Regional Vice President before the opening of the convention.

Section 22. Reports of Regional Conference

The Regional Vice President shall be responsible to report in written form to the President the results of any business meetings, nominations, appointments, awards given, and the substance of each workshop session, and a list of all attendees at the Regional Conference. It is suggested that each Region select Port of the Year, International Propeller Club Member of the Year, and the Maritime Person of the Year within each region from the ports of each region. A detailed report of each winner shall be submitted to the President for consideration by a special committee appointed by him to select the International Port of the Year, International Propeller Club Member of the Year and Maritime Person of the Year.

Section 23. Maritime Industry Salute to Congress
The Officers and Executive Committee shall host a Maritime Industry Salute to Congress to be held in Washington, D.C. area each year at which the number of representatives of each Port of the International Propeller Club of the United States as determined by the President on the advice and consent of the International Executive Committee shall be invited and shall be asked and permitted to invite any members of their State Congressional Delegation and any Governmental representative they may wish in coordination with the President. The format of the Maritime Industry Salute to Congress will be set by the President with the Advice and consent of the Executive Committee.

Section 24. Financing of the Maritime Industry Salute to Congress.
The Maritime Industry Salute to Congress shall be financed by the sale of tickets by the Headquarters to those members of the International Propeller Club of the United States and the maritime industry attending and by any contributions obtained by Headquarters from the Ports, international sponsors, and those companies, association and individuals who wish to support the objectives of the International Propeller Club of the United States and the Maritime Industry Salute to Congress.

Section 25. Congressional Maritime Person of the Year Award.
The President shall appoint a special committee to select a Congressional Maritime Person of the Year who will be presented at the Maritime Industry Salute to Congress reception. Guidelines for selection of the award winner will be set by the President, with the advice and consent of the Executive Committee.

Article VII. - NOMINATIONS

Section 1. A nominating committee composed of one delegate from each region shall be appointed by the President sixty (60) days prior to the annual convention. This committee shall elect nominees for President, First Vice President, Second Vice President, Third Vice President, Vice President for Student Ports, and Regional Vice President and shall report the names of these nominees to the annual convention.

Section 2. Regional Vice Presidents shall be first nominated by the accredited delegates representing the Ports in the Regions in which these Ports are located. In the event a Vice President is not nominated by the delegates of a region, then such Vice President shall be nominated by the Convention so that all Regional Vice Presidents can be elected by the Convention.

Article VIII. - ELECTIONS

Section 1. At the first session of the annual convention the President shall announce the place, the date, and the hour for holding the election of officers as directed by the convention and shall appoint an Election Committee, composed of not less than five accredited delegates who shall have charge of the election, preparations for voting and counting of same. Before the elections the Chief Operating Officer shall provide the Committee with a list of the accredited delegates registered at the Convention as shown by the report of the Credential Committee.

Section 2. The duly accredited delegates shall constitute the voting body of the convention and shall be known as electors. Each delegate shall be entitled to cast one vote in his own behalf and one for each delegate he represents by proxy.

Section 3. The Election Committee shall follow the Convention voting procedures established in Article VI. of these By-Laws, in the election of officers. After the elections, the Chairman of the Elections Committee shall keep in his custody a record of the voting for a period of one year.

Section 4. If the result of a vote fails to show a majority for any nominee, the nominee having the lowest vote on the first vote shall be dropped and on each succeeding vote the same procedure shall be followed until some nominee shall have received a majority of all votes cast.

Section 5. In the event there is no contest for any elective office, the procedure set forth in Sections 1 to 4 inclusive may, be unanimous vote, be suspended and the election may be made by acclamation.

Section 6. Election of Port Officers

All Port Officers and members of the Port Board of Governors shall be elected in accordance with Article VII, Section 4, of the Constitution by March 31st of each year. It is suggested that the port Presidents-elect and port secretaries-elect so elected attend the Regional Seminar to be held as set out in Article VI, Section 14 et seg hereof. These Port Officers and members of the Port board of governors will be installed in office to take effect in accordance with Article VII, Section 4 of the Constitution.

Article IX. - STANDING COMMITTEES

Section 1. There shall be the following standing Committees:

(i) Executive Committee

(ii) Positions and Resolutions Committee

(iii) Public Relations Committee

(iv) General Convention Committee

(v) American Merchant Marine & Maritime Industry Conference Committee

(vi) Constitution and By-Laws Committee

(vii) Past Presidents Committee

Section 2. The membership of these committees shall be as follows:

(a)The Executive Committee shall be appointed subject to approval of a majority of the Board of Governors, from among Regular or Honorary members of Ports in good standing. The Committee shall consist of not less than 10 or more than 30 members. Members shall be selected to represent a broad spectrum of the maritime industry, including but not limited to cargo and passenger, ship owners and operators, shipbuilding and repair, organized labor, marine manufacturers and/or dealers, as well as professionals and allied industries. Committee membership should include representatives from the various sectors of the maritime industry including deep draft vessels, shallow draft vessels, fishing vessels and ports and terminals.

(b) Executive Committee members shall serve a term of three years, and shall be eligible for reappointment to successive terms. As of the date of initial enactment of this change to the bylaws, the existing executive committee membership shall be assigned one, two or three year terms on a random basis, to allow for staggered terms so that approximately one-third of the committee membership will be nominated each year.

(c) New members of the Executive Committee may be added by the President at his discretion between Annual Conventions, but must stand for election as a permanent member at the next Annual Convention.

(d) The Positions and Resolutions Committee shall consist of a Chairman and not less than 8 nor more than 12 members to be appointed so as to give consideration to broad coverage of all major segments of the maritime industry and shall include among its members at least 6 members from the industry association or policy making groups.

(e) The Public Relations Committee shall consist of a chairman and not less than 3 nor more than 7 members to be appointed from among persons from the American Merchant Marine Industry skilled in this special field.

(f) The General Convention Committee shall consist of a General Convention Chairman and such other Committee chairmen and members as may be required to successfully conduct the business of the Annual Convention. The General Convention Chairman shall be nominated by the International Propeller Club Port in the Convention City subject to approval of and confirmation by the President. Other Convention committee chairmen and members shall be appointed by the General Convention Chairman.

(g) The Chairman and members of the American Merchant Marine & Maritime Industry Conference Committee shall be appointed from among the leaders of all branches of the American Merchant Marine Industry.

(h) The General Convention Committee shall be appointed as soon as practicable after the time and place of the Annual Convention shall have been determined. All other committees shall be appointed by the President as soon as possible after he enters upon his duties and certainly no later than the 30th day of January following his election.

(i) The Constitution and By-Laws Committee shall consist of a Chairman and not less than 3 nor more than 7 members to be appointed by the President.

(j) The Past Presidents Committee shall consist of International Past Presidents as ex-officio members of the Executive Committee with full voting rights.

Section 3. The President may from time to time, with the approval of the Executive Committee appoint such special committees as may be necessary, in his judgment or in the judgment of the International Board of Governors.

Section 4. The President shall designate the chairman of each committee appointed by him, and shall have the power to fill all vacancies that occur in such committee, except as otherwise provided in Section 2 thereof.

Section 5. All committee action shall be subject to ratification by the Board of Governors.

Section 6. Duties of Committees

(a) The Executive Committee shall act for the Board of Governors in the interim between meetings of the Board and is empowered to do all things necessary to assist the President toward the accomplishment of the objectives of the organization.

(b) The Positions and Resolutions Committee, during the course of the operating year, shall consider and recommend appropriate positions to be taken by The International Propeller Club of the United States in implementation of its objectives. Such positions shall encompass, but not be limited to, existing, pending or proposed legislation; shall represent matters of major significance to the American Merchant Marine; and shall include suggested action to be taken by the Officers, Committees, Ports and Members.

Recommended positions shall be submitted to the Executive Committee through the President. Except in instances where the Positions and Resolutions Committee certifies that a position requires urgent handling, distribution shall then be made to the Board of Governors which shall be given 10 days for submitting official comments or objections. These shall be given full consideration at the time the Executive Committee takes appropriate final action which may be taken at any time after the expiration of this 10 day period. In instances where the Positions and Resolutions Committee certifies to the President that a position requires urgent handling, distribution to the Board of Governors and the ten-day waiting period may be waived and appropriate final action may be taken by a three fourths vote of all members of the Executive Committee.

(c) The Public Relations Committee shall consult with an advise the First and Second Vice Presidents and Chief Operating Officer and/or Secretary-Treasurer as to methods and programs of Public Relations which will in its judgment, best serve the American Merchant Marine industry to our national security and economic progress.

(d) The General Convention Committee shall have full charge of all arrangements for the Annual Convention subject to consultation with and approval by the Executive Committee.

(e) The American Merchant Marine & Maritime Industry Conference Committee shall advise the President and the International Executive Committee on matters of broad, general policy for the industry as a whole and on programs to be presented at the Annual American Merchant Marine & Maritime Industry Conference to be conducted in conjunction with the Annual Convention of The International Propeller Club of the United States.

(g) The Constitution and By-Laws Committee shall consider all proposed changes to the Constitution and By Laws as proposed from time to time, shall report its recommendations to the Chief Operating Officer and/or Secretary- Treasurer according to the procedures set out in Article XII of the Constitution and Article XV of these By-Laws, and perform all other functions necessary in connection with any action on said proposed changes.

(h) The Past Presidents Committee shall serve as a part of the Board of Governors and shall have full voting rights.

Article X. - PORT MEMBERSHIPS
DUES AND REPORTS

Section 1. The fiscal year of The International Propeller Club of the United States Headquarters shall extend from July first to June thirtieth.

Section 2. Member Port Reports. Each year each Port shall submit by electronic transmission in a format specified by the Chief Operating Officer to the Chief Operating Officer annual reports as follows:

(a) Membership Totals. As of April 1 there shall be certified the total number of members of all classifications carried on its membership rolls on such date, this report due no later than April 1.

(b) Membership Lists. As of April 1 of each year, there shall be furnished a complete list of members, including for each member the following:

Full name, category of and date of membership

Business position

Full name of company or organization

Mailing address, including zip code.

The name of Regular, Senior, Student, Courtesy and Honorary Members shall be separately identified as such.

The list of membership and its certification shall be signed by the Port President and the Port Secretary. The certification shall read as follows:
“It is hereby certified that this membership listing represents the membership of the International Propeller Club Port . . . . . . . . . . . attained during the 20. . - 20. . membership year and as of April 1, 20. . ”

This listing is due no later than June 1.

(c) Newly Elected Officers. Immediately following election there shall be submitted a report of newly elected officers, which shall include the full names, business connections, addresses, and telephone numbers of the President and the Secretary and such general information as may otherwise be required; this report due no later than June 30.

(d) Activities Report. There shall be submitted a brief report of Port activities for each membership year just ending, due no later than June 30.

Section 3. (a) Each National Port shall pay to the International Propeller Club of the United States Member Port dues in The International Propeller Club of the United States based on the per capita membership in good standing of the Regular, Courtesy and Honorary and Senior Members of such port (Student Members excepted, Courtesy and Honorary Members dues limited to $10.00 per person) due and payable no later than June 30 annually. Each International Port located outside the United States and its territories shall pay to The International Propeller Club of the United States International Port dues in The International Propeller Club of the United States based on the per capita membership in good standing of the Regular, Courtesy, Honorary and Senior Members of such Port at a rate equal to a minimum of one-half the rate due and payable by an international port no later than June 30 (Student Members excepted, Courtesy and Honorary Members limited to $10.00 per person). Dues shall be paid annually and the percentage rate to be paid is to be declared at the same time as the Membership List is furnished in accordance with Article X, Section 2 (b). Said per capita amount shall be fixed annually by action of the delegates at the Annual Convention. Any increases in Member Port dues and/or any other financial assessment to be imposed on Member Ports shall be made only at a convention of The International Propeller Club of the United States by a majority vote of the delegates of such Convention, provided that any proposed increase in dues and/or assessment shall have been submitted by request in writing to the Chief Operating Officer and/or Secretary/Treasurer of The International Propeller Club of the United States, or if the request is made by the Chief Operating Officer, it should be made in writing to the International President, at least 60 days before the date of the opening of the Convention and provided also that a copy of said written request of the proposed increase of dues and/or assessment, including a short statement of the amount proposed and why it is necessary, shall have been mailed by the Chief Operating Officer to the President and Secretary of each Member Port at least 45 days prior to the opening of such Convention.

(b) Notwithstanding Section 3(a) hereof, delegates appointed by the Port President to represent an International Port shall have voting strength in direct proportion to their Port’s dues rate.

(c) All dues are to be used by The International Propeller Club of the United States for purposed set forth in the Constitution and these By-Laws.

(d) A member of a Port in good standing may be transferred to another Port without the double payment of per capita Member Port dues to The International Propeller Club of the United States. The Port receiving payment of local dues for the year in which the transfer is made shall include the required per capita amount in its payment to Headquarters.

(e) Ports receiving a transferring member should enroll him free of initiation fees; and free of annual dues payments provided the transferee provides satisfactory evidence he has paid local annual dues for the current year to his previous Port.

Section 4. The Member Port dues shall be due and payable on or before the first of July each fiscal year, based upon the number of Regular, Courtesy, Honorary and Senior Members (Honorary and Courtesy Member dues limited to $10.00 per person) of the Port certified as provided in Section 2 of this article. Said Member Port dues shall be payable to The International Propeller Club of the United States in United States currency. The Board of Governors or the Executive Committee shall have power to grant an extension of time for payment of these dues in cases where local conditions make such action necessary but in no case shall any additional time granted for payment extend beyond one year from the date on which full payment fell due. If unusual circumstances exist, the Board of Governors or the Executive Committee shall have power to adjust the payments due from the Port. Sponsor Membership dues shall be due and payable each year on or before the first day of July.

Section 5. The sum equal to the amount of port dues will be forwarded by Headquarters to each International Propeller Club Port in the case of each representative so designated by an International Sponsor for local membership in a Port of choice.

Section 6. Each Port, so receiving the sum equal to the amount of port dues in the case of an International Sponsor representative designated for local membership, shall not charge local initiation or annual dues fees. However, in computing Member Port dues each year, International Sponsor representatives must be included as a part of Port per capita membership.

Section 7. Any Port admitted to membership shall be liable for Member Port dues on a pro rata basis for the remaining portion of its fiscal year not counting the quarter in which membership is achieved. Such pro rata Member Port dues will be due on or before June 30 of each year.

Section 8. The Executive Committee shall provide for the audit of the books or accounts of The International Propeller Club of the United States by certified public accountants annually, or in its discretion, at more frequent periods. The Secretary-Treasurer shall submit the books and vouchers for audit whenever required by the Board of Governors.

Article XI - PUBLICATIONS

Section 1. The International Propeller Club of the United States may publish or have published under its supervision and control a periodical for the dissemination of news and such other publications in support of its primary objectives as may be approved by the Executive Committee and the Board of Governors.

Section 2. The International Propeller Club of the United States may publish or have published annually under its supervision the Proceedings of the American Merchant Marine & Maritime Industry Conference subject to approval of the Executive Committee as regards economic feasibility.

Article XII. - HEADQUARTERS

The headquarters of The International Propeller Club of the United States shall be maintained in the city or suburbs of Washington, D.C., commencing not later than 1974, unless some other city be designated by an International Convention.

Article XIII. - NAME AND EMBLEM

Section 1. In further fulfillment of the purposes and objects of The International Propeller Club of the United States , the Board of Governors shall create, adopt and preserve an emblem, badge or other insignia for the exclusive use and benefit of all members, which shall be registered in the United States Patent Office.

Section 2. Neither the name, emblem, badge or other insignia of The International Propeller Club of the United States nor the name, emblem and badge or other insignia of any Port shall be used by any Port or by any member of a Port as a trade-mark or special brand for merchandise.

Section 3. The use of the name “Propeller Club” and “International Propeller Club” and the recognized International Propeller Club emblem is subject to the approval by Headquarters and the Executive Committee. In order to insure adherence to proper standards, certain materials designed for Port use shall be ordered through the International Headquarters as follows:

a. International Propeller Club Port banners,

b. International Propeller Club membership pins and other pins,

c. Membership certificates, and

d. Membership application blanks.

Article XIV. - MARITIME DAY CELEBRATION

Each port of the International Propeller Club of the United States shall hold a Maritime Day Celebration on or near Maritime Day proclaimed by the President of the United States to be financed by each port. Suggested minimum guidelines for each port Maritime Day Celebration shall be set by the Executive Committee. It is suggested that each port announce during the Maritime Day Celebration the port officers and members of the Port board of governors elected for the coming year, the Maritime Person of the year in the Port area and the International Propeller Club Member of the Year. It is suggested that the Maritime Person of the Year and the International Propeller Club Member of the year be selected by March 31st of each year so that their names and resumes may be submitted at the Regional Conference for consideration as regional, national and international award winners.

Article XV. - AMENDMENTS

Amendments to these By-Laws shall be made only at a Convention of The International Propeller Club of the United States by a majority vote of the delegates of such convention, provided that no proposed amendment shall be acted upon at any convention unless a copy of such proposed amendment shall have been delivered to the Chief Operating Officer of the International Propeller Club of the United States at least forty-five (45) days before the date of the opening of the convention and unless a copy of the proposed amendment shall have been mailed to the Secretary of each Port at least thirty (30) days prior to the opening of such convention, and further provided that by unanimous consent of the Board of Governors and accredited delegates present at a business session of a Convention, amendments may be proposed and may be adopted by similar unanimous approval, but not otherwise. It shall be the duty of the Chief Operating Officer of The International Propeller Club of the United States to cause such copies to be mailed to secretaries of member Ports. Amendments shall become effective on adoption unless otherwise stated in the motion for their adoption.