Constitution

I. NAME:

The name of this Association shall be "AMERICAN RED CROSS OVERSEAS ASSOCIATION".

II. PURPOSE:

The purpose of the Association is to renew and continue friendships created while working overseas with the American Red Cross, to keep alive the spirit which prompted that service, to contribute to international understanding, to engage in community service, and to work for the mutual benefit of the members of the Association.

III. MEMBERSHIP:

Voting membership shall be open to all United States Citizens who served the American Red Cross outside the Continental United States including Hawaii and Alaska prior to Statehood, whether paid or volunteer, in a staff position. (Continental United States shall exclude Virgin Islands and Canal Zone.)

Associate membership shall be open to any person who is the husband or wife of a voting member, or who has actively supported the Association's programs, or who served with the staff of the American Red Cross outside the Continental United States but was not a United States Citizen, at the time of service. (Continental United States shall exclude Virgin Islands and Canal Zone.) Associate membership applications are voted on at announced ARCOA meetings. Associate Members cannot vote.

IV. OFFICERS AND DIRECTORS:

The Officers of the Association shall be President, First Vice President, Second Vice President, Third Vice President, Treasurer, Corresponding Secretary, and Recording Secretary. The President, Treasurer, and Recording Secretary shall be elected on even years, and the First, Second, and Third Vice Presidents and Corresponding Secretary on odd years, each for a term of two years, by the membership at the Annual Meeting of the Association. The Officers shall constitute the Board of Directors. In addition to the Officers named above, there shall be a Director from each of the Districts of the Association. If no Director is elected within a District, the President, with Board of Directors' approval, may appoint a District Director to be voted on at the next Association meeting. The term of office for each elected Officer shall be for two years. No Officer shall serve more than two consecutive terms in one office. The President shall fill any vacancies of the Board of Directors by appointment of any member duly approved by the Board of Directors until the following Annual Meeting when an election can be held.

V. DUTIES OF OFFICERS AND DIRECTORS:

Duties of the Board of Directors shall be to formulate and implement all policies of the Association not in conflict with the Constitution or of the membership as set forth in the minutes of the Annual Meeting. Said Board of Directors shall supervise the operation of the Association, including expenditures of all funds.

VI. ANNUAL MEETING:

The Annual Meeting of the Association shall be at the time and place designated by the Board of Directors .This meeting shall be held once each calendar year, with notice sent to all the membership not less than sixty (60) days prior to this meeting. ARCOA Constitution and Bylaws, May 21, 2011 as amended: page 60

VII. BY-LAWS:

Proposed or amended By-laws of the Association shall be mailed to the membership at least sixty (60) days prior to the Annual Meeting. A majority vote of the membership represented at the Annual Meeting, whether in person or by proxy, shall suffice to adopt the By-laws. Proxy votes as established by the By-laws will be considered.

VIII. AMENDMENTS TO CONSTITUTION:

Amendments to the Constitution shall be mailed to the membership at least sixty (60) days prior to the Annual Meeting. A majority vote of the membership represented at the Annual Meeting, whether in person or by proxy, shall suffice to adopt the proposed Amendments to the Constitution. Proxy votes as established in the Amendments will be considered.

IX. LEGAL ADDRESS:

The legal address of this Association shall be established by the Board of Directors.

X. DISSOLUTION:

The AMERICAN RED CROSS OVERSEAS ASSOCIATION shall adhere to all principles and tenets of this Association, and in the event of dissolution, either voluntary or involuntary, all assets remaining after payment of all debts shall be transferred to the American National Red Cross.
Adopted June 30, 1990 Amended June 27, 1994 Amended May 21, 2011
Adopted June 30, 1990
Amended June 27, 1994
Amended May 21, 2011

Note: The term "mail" shall be defined as traditional postal delivery or electronic delivery suitable for printing