Articles
Corporate Name and Offices - Use of Terminology - Membership - International Officers - International Board of Directors - Chapter Officers - Election of Officers and Board of Directors - Use of Genealogical Data and Logos - Official Languages - Amendment of the By-Laws - Indemnification of Officers, Members, and Agents - Rules for Parliamentary Procedures - Dissolution of Corporation

1. The corporation shall do business as: Les Doucet du Monde.

2. The corporation may have offices (chapters) at such other places, both within and without the state of Louisiana and/or the United States, as the Board of Directors may from time to time determine or as the business of the corporation may require.

Wherever from context it appears appropriate, each term stated in either the singular or the plural shall include the singular and the plural, and pronouns stated in either the masculine, the feminine or the neuter gender shall include the masculine, feminine and the neuter.

1. Regular Membership

a. The membership of the corporation shall be composed of persons or entities having an interest in the Doucet family and the Acadian people, and who have paid dues established by the Board of Directors.
 

b. Membership dues shall be established each August for the following year by the Board of Directors and are due by October 31 of each year.

2. Honorary Membership

a. Honorary membership may be given to an individual due to "unusual" or "exceptional" circumstances.

b. Honorary membership does not include any benefit associated with regular membership, such as being able to vote, hold office or serve on a committee, etc.

c. A nomination may be presented to the Board of Directors by any member of Les Doucet du Monde. The nomination must be approved by two-thirds vote of the board of directors for the honorary membership to be granted.

(This section on Honorary membership was approved as an addition to the by-laws during the May 2002 board of directors meeting.)

a. President, who shall:

        (1) Preside at meetings of the corporation and its Board of Directors;
        (2) Have general charge of the business affairs and property of the corporation;
        (3) Have general supervision over its other officers and agents; and
        (4) Perform all duties incident to the office of President.

b. Vice President, who shall;

(1) Assume the duties of the President in his or her absence or disability;
(2) Assist the President; and
(3) Perform such other duties as assigned and have such other powers as delegated by the President or the Board of Directors.

c. Secretary, who shall:

(1) Give, or cause to be given, notice by regular mail or e-mail of all meetings of the Board of Directors;
(2) Record the proceedings and all votes of the meetings of the Board of Directors;
(3) Maintain an up-to-date roster of active members of the corporation;
(4) Maintain copies of all minutes and other correspondence;
(5) Perform such other duties associated with the office of Secretary, or that may be assigned by the President or the Board of Directors.

    d. Treasurer, who shall:

(1) Receive and have custody of the corporation’s membership fees and other funds and other valuable effects;
(2) Deposit all moneys and other valuable effects in the name and to the credit of the corporation in such depositories as may from time to time be designed by the Board of Directors.
(3) Disburse the funds of the corporation as may be approved in the annual budget by the Board of Directors;
(4) Render to the President and Board of Directors a quarterly accounting of financial transactions and of the financial condition of the corporation;
(5) Ensure that a copy of the financial report of the previous calendar year presented at the February Board of Directors meeting is transmitted to all members of the organization. This may be accomplished by including a copy with the first newsletter of the year or by mailing or e-mailing each member a copy.
(6) File all annual or other reports required by state and/or federal requirements pertaining to the corporation’s non- profit status; and
(7) Perform such other duties associated with the office of Treasurer, or that may be assigned by the President or the Board of Directors.
(paragraph 1d(5) was added by approval of the Board of Directors at its quarterly board meeting conducted during August 2007.)

2. The Board of Directors may appoint a person or persons to assist the secretary or treasurer in his/her duties.

3. An officer or member of the Board of Directors may be removed from office, for good cause, upon motion in writing (or e-mail), and affirmative vote of three fourths of the Board of Directors.

a. The President
b. The Vice President
c. The Secretary
d. The Treasurer
e. The President of each chapter
f. Six members of the Board of Directors

2. The purpose of the Board of Directors is to establish policy and provide direction for the corporation and its officers. Specifically the Board shall, but is not limited to:

a. Discuss and vote on all items and/or issues presented to the Board;
b. Discuss and approve a budget for the corporation;
c. Discuss and vote on proposed changes to the corporation by-laws;
d. Establish committees to accomplish the mission of the corporation and appoint committee chairpersons and members;
e. Remove officers or members of the Board of Directors for cause; and
f. Fill vacancies that occur between elections.

An item is considered approved or passed upon being voted on in the affirmative by a majority of members of the Board of Directors voting, unless otherwise specified in these by-laws. To be considered for a vote, a quorum of members of the Board of Directors must be voting. A quorum is one-half of the members plus one. The vote of each member of the Board of Directors will be recorded in the minutes by name, unless the vote is unanimous.

3. There shall be quarterly meetings of the Board of Directors, to be held in February, May, August and November of each year. The meeting may be held in an appropriate format, i.e., by physically meeting together, by e-mail, by telephonic conference call, etc.

a. During the August meeting, the membership fee will be established for the following year. In odd numbered years, a call for nominations for elective positions will be made.
b. During the November meeting, the budget will be approved for the following year. In odd numbered years, the official announcement of election results will be made.

4. Interim meetings may be called as needed by the President.

5. The President may poll in person, by telephone or by e-mail the Board of Directors. Except as noted above, upon receiving an affirmative vote of a majority of the Board of Directors, the President may take any action affecting the corporation which the Board of Directors is authorized by the articles of incorporation or these by-laws to take, and such action shall be as binding upon the corporation as if taken at a regularly constituted meeting of the Board of Directors. All such actions shall be recorded in the minutes of the next regularly scheduled meeting of the Board of Directors.

a. President
b. Vice President, as needed
c. Secretary - Treasurer

2. Chapter Officers shall have the same relationship and responsibilities to their chapter as the international officers have to the corporation in respect to fulfilling the duties associated with the office held.

3. An officer may be removed from office, for good cause, upon motion in writing (or e-mail), and affirmative vote of three fourths of the Board of Directors.

2. The international officers and members of the Board of Directors shall be nominated by any member and shall be elected upon vote of a majority of the members voting, in person or by absentee ballot. Nominations are due to the Secretary no later than September 30 of odd-numbered years.

3. The chapter officers shall be nominated by any member of the chapter and shall be elected upon vote of a majority of the chapter members voting, in person or by absentee ballot. Nominations are due to the Secretary no later than September 30 of odd-numbered years.

4. Only eligible members, as defined below, shall be included on the election ballot.

5. An eligible member may be elected or appointed to only one elective office. Two members of the same immediate household may not both hold elective and/or appointed office at the same time.

6. Voting will be conducted as follows:

a. If formal meeting to vote is held:

(1) All eligible members must be notified of the time and location of the meeting at least one month before the meeting and be provided a copy of the ballot.
(2) The members present at the meeting will vote by secret ballot.
(3) Any member who is unable to attend the meeting may submit an absentee ballot to the Secretary prior to the date of the meeting. The absentee ballot must be in writing and may be transmitted by regular mail or e-mail.
(4) The results of the voting must be recorded in the minutes indicating the number of votes each nominee received.

b. If formal meeting to vote is not held:

(1) All eligible members must be notified of the date that the ballots are due and be provided a copy of the ballot.
(2) Voting must be in writing and may be done by submitting a completed ballot to the Secretary by regular mail or e-mail.
(3) The results of the voting must be recorded in the minutes indicating the number of votes each nominee received.

c. If at the end of the nomination period:

(1) There is only one nominee per office, that individual shall be determined to be elected for the term of service to which nominated.
(2) There are six or less nominees for members of the Board of Directors, those individuals shall be determined to have been elected for the term of service to which nominated.
(paragraph 6c was added by approval of the Board of Directors at an interim meeting conducted during October 2005.)

    NOTE: An eligible member is defined as a member whose membership dues have been received by the Treasurer. An eligible member is also considered an active member.

    NOTE: Notifying means notifying all members of the corporation for international elections and all chapter members for chapter elections.

7. All members eligible to vote in the election shall be notified of the results of the election. This may be accomplished by publication in the newsletter or by special announcement sent by regular mail or by e-mail. The results of all chapter elections shall be sent to the international officers.

8. The officers and members of the Board of Directors shall serve a term of two years, and may serve any number of terms. Each term begins January 1 of even numbered years. An officer appointed to fill a vacancy will serve the remainder of the term to which appointed.

9. If a vacancy occurs in the position of an officer or member of the Board of Directors, the vacancy shall be filled at the next regularly scheduled meeting of the Board of Directors by appointment by the Board of Directors.

10. Any newly created position of officer or member of the Board of Directors shall be filled at the next regularly scheduled meeting of the Board of Directors by appointment by the Board of Directors.

2. Any logos, etc. approved for use by the corporation by the Board of Directors become the property of the corporation. Such logos, etc. may not be used on any item for personal gain. They may be used for official business only, such as on letterhead, book covers, tee -shirts, etc., as approved by the Board of Directors.

3. Any logo, etc., not approved by the Board of Directors may not be used in connection with official corporation functions.

2. Any and all requests, whether presented by a member of the Board of Directors or by a member of the corporation, to make, alter or repeal a by-law shall be voted on, with the vote recorded in the minutes of the meeting said vote took place.

2. Upon dissolution of the corporation, the Board of Directors shall, after paying or making provisions for the payment of all liabilities of the corporation:

a. Direct that all monetary assets, if any at the time of dissolution, be utilized for the continued operation of the Les Doucet Du Monde web site and all non-monetary assets be disposed of in a manner consistent with the type of asset; or

b. Nominate a non-profit organization or organizations that operate exclusively for the purpose of promoting any or all of the following: the French language, the Acadian culture, the Cajun culture, to receive the assets, monetary and/or non-monetary. Any nominations must be approved by a two-thirds affirmative vote of the Board of Directors in order to receive assets. If multiple organizations are approved, the monetary assets will be divided evenly among them.

3. Upon dissolution of the corporation, each member who has paid membership fees for a period of time subsequent to the date of dissolution will be contacted as to whether they want the excess membership fee refunded to them or left in the Les Doucet Du Monde account, with an explanation as to what the Board of Directors intends to do with the monetary assets of the corporation.

(Article XIII was replaced by approval of the Board of Directors at the quarterly board meeting conducted during August 2007.)

I, the undersigned President of Les Doucet du Monde do hereby certify that the foregoing is a true and correct copy of the corporation by-laws as adopted by two-thirds vote of the Board of Directors on the eighteenth day of March, 2000.

Dean W. Doucet
President