ABOUT US
The Society of Miniature Ship Collectors (SMSC) is a non-profit organization incorporated in 2009 to serve the interests of small scale ship modelers and collectors. The goal of the SMSC is to promote the advancement of the study of Maritime and Naval History, Art and Science through the medium of small scale model ships.
All actions of the organization aim to promote fellowship and the sharing of knowledge among persons interested in all aspects of building, collecting and displaying model ships; to preserve the heritage, techniques, and traditions of crafting miniature ship models; and, to participate in model related projects that are of educational service to the general community.
One of the primary goals of the SMSC is to promote and support national and regional meetings that bring together collectors, dealers and producers of 1200/1250 model ships and the general public. The intent of these meetings is to provide the individual collector with the opportunity to forge relationships both within and beyond the collecting community. To further this end, the SMSC will also work to facilitate greater contact and communication among the collecting community through organizing and promoting the formation of Communities of Shared Interest among its members to foster education, fellowship, and the sharing of modeling knowledge.
The SMSC encourages cooperation with other groups and organizations that share similar interests, including collectors of smaller scales, and encourage the general public’s awareness and participation in all its activities. The SMSC will continuously work to promote the hobby of 1200/1250 collecting and other small scales and to encourage new collectors to join the hobby and /or to become members of the SMSC.
To become a member of the SMSC, contact Ulrich (Rick) Rudofsky (urudofsky@gmail.com), Membership Secretary, with your name, street address, e-mail address and (optional) area of collecting interest. At this time, no dues are required and there is no term limit for basic membership. Donations are accepted in the form of membership upgrades, Contributing Memberships for $25 - $49 and Sustaining Memberships for $50 and over.
Our Web Site
Our web site is still a work in progress and will remain so, since content is continually being added. The site serves mainly as a conduit to the extensive resources available on the Web. It is not meant to duplicate the Steelnavy web site or any of the other sites and message boards that provide information and a means of dialog for the small scale ship modeling and collecting community. Instead, our goal is to supplement these sites by offering users a ready reference guide to the hobby in its broadest possible sense.
The content of this site serves three objectives: 1) to provide a basic level of information about the hobby to the small scale enthusiast, whether newcomer or veteran; 2) to preserve valuable information from the various message boards that might otherwise be lost; and 3) to link users to other sites on the Web that contain information of interest and value to the hobby.
We welcome your comments and contributions. If you have any favorite links that are not here, or any suggestions for improvements kindly let us know and we will incorporate them to the best of our ability.
All actions of the organization aim to promote fellowship and the sharing of knowledge among persons interested in all aspects of building, collecting and displaying model ships; to preserve the heritage, techniques, and traditions of crafting miniature ship models; and, to participate in model related projects that are of educational service to the general community.
One of the primary goals of the SMSC is to promote and support national and regional meetings that bring together collectors, dealers and producers of 1200/1250 model ships and the general public. The intent of these meetings is to provide the individual collector with the opportunity to forge relationships both within and beyond the collecting community. To further this end, the SMSC will also work to facilitate greater contact and communication among the collecting community through organizing and promoting the formation of Communities of Shared Interest among its members to foster education, fellowship, and the sharing of modeling knowledge.
The SMSC encourages cooperation with other groups and organizations that share similar interests, including collectors of smaller scales, and encourage the general public’s awareness and participation in all its activities. The SMSC will continuously work to promote the hobby of 1200/1250 collecting and other small scales and to encourage new collectors to join the hobby and /or to become members of the SMSC.
To become a member of the SMSC, contact Ulrich (Rick) Rudofsky (urudofsky@gmail.com), Membership Secretary, with your name, street address, e-mail address and (optional) area of collecting interest. At this time, no dues are required and there is no term limit for basic membership. Donations are accepted in the form of membership upgrades, Contributing Memberships for $25 - $49 and Sustaining Memberships for $50 and over.
Our Web Site
Our web site is still a work in progress and will remain so, since content is continually being added. The site serves mainly as a conduit to the extensive resources available on the Web. It is not meant to duplicate the Steelnavy web site or any of the other sites and message boards that provide information and a means of dialog for the small scale ship modeling and collecting community. Instead, our goal is to supplement these sites by offering users a ready reference guide to the hobby in its broadest possible sense.
The content of this site serves three objectives: 1) to provide a basic level of information about the hobby to the small scale enthusiast, whether newcomer or veteran; 2) to preserve valuable information from the various message boards that might otherwise be lost; and 3) to link users to other sites on the Web that contain information of interest and value to the hobby.
We welcome your comments and contributions. If you have any favorite links that are not here, or any suggestions for improvements kindly let us know and we will incorporate them to the best of our ability.
Participation
SMSC has launched a major initiative to encourage the formation of local and regional chapters aimed at bringing interested collectors together on a more regular basis.
The Northern California Ship Collectors Group (NorCal) has led the way in this for the last several years, with meetings at members' homes, events on USS Hornet and other sites, displays and wargaming activities, and assisting SMSC in organizing annual meetings on the West Coast in 2007, 2009 and 2011.
In 2015, a Mid-Atlantic Chapter was organized and held its first meeting at the U.S. Merchant Marine Academy Museum in January, 2016, and another chapter serving New England collectors held its first meeting at Westerly, RI, in April, 2016. SMSC will be contacting collectors in the Maryland/Virginia, Chicago/Great Lakes and other areas to join in similar efforts in the near future.
To support these efforts, SMSC will rely on these regional chapters to assist in hosting future national meetings. NorCal has taken the lead once again for our 2016 Meeting, and the 2018 Meeting will be hosted by the New England and Mid-Atlantic Chapters.
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SMSC has launched a major initiative to encourage the formation of local and regional chapters aimed at bringing interested collectors together on a more regular basis.
The Northern California Ship Collectors Group (NorCal) has led the way in this for the last several years, with meetings at members' homes, events on USS Hornet and other sites, displays and wargaming activities, and assisting SMSC in organizing annual meetings on the West Coast in 2007, 2009 and 2011.
In 2015, a Mid-Atlantic Chapter was organized and held its first meeting at the U.S. Merchant Marine Academy Museum in January, 2016, and another chapter serving New England collectors held its first meeting at Westerly, RI, in April, 2016. SMSC will be contacting collectors in the Maryland/Virginia, Chicago/Great Lakes and other areas to join in similar efforts in the near future.
To support these efforts, SMSC will rely on these regional chapters to assist in hosting future national meetings. NorCal has taken the lead once again for our 2016 Meeting, and the 2018 Meeting will be hosted by the New England and Mid-Atlantic Chapters.
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OFFICERS
2018-2019
President: Bill Werner ('19)
Vice President: Peter Ewell ('20)
Secretary: Ulrich Rudofsky
At-Large Board Members:
Hjalmar Heinen ('19), Harald Scheel ('19), Peter Ewell ('20), Eric Jarvinen ('20)
Executive Committee:
John Olsen (Executive Director), Robert Wiringa (Treasurer), Ulrich Rudofsky (Membership Coordinator), Renee Jacobs (Events Coordinator), Bill Werner, Harald Scheel
2017-2018
President: Eric Jarvinen ('18)
Vice President: Bill Werner ('19)
Secretary: Ulrich Rudofsky
At-Large Board Members:
Hjalmar Heinen ('19), Harald Scheel ('19), Charles Jones ('18)
Executive Committee:
John Olsen (Executive Director), Robert Wiringa (Treasurer), Ulrich Rudofsky (Membership Coordinator), Renee Jacobs (Events Coordinator), Harald Scheel, Charles Jones
2016-2017
President: Kevin Stewart('17)
Vice President: Eric Jarvinen ('18)
Secretary: Ulrich Rudofsky
At-Large Board Members:
Hjalmar Heinen ('18), Harald Scheel ('18), Charles Jones ('18)
Executive Committee:
John Olsen (Executive Director), Robert Wiringa (Treasurer), Ulrich Rudofsky (Membership Coordinator), Renee Jacobs (Events Coordinator), Bill Werner, Charles
2015-2016
President: Charles Jones ('16)
Vice President: Kevin Stewart ('17)
Secretary: Ulrich Rudofsky
At-Large Board Members:
Brad Anderson ('16), Dave Baker ('16), Hjalmar Heinen ('16), Eric Jarvinen ('16), Harald Scheel ('16), Phil Woodruff ('16)Executive Committee:
John Olsen (Executive Director), Robert Wiringa (Treasurer), Ulrich Rudofsky (Membership Coordinator), Renee Jacobs (Events Coordinator), Harald Scheel, Charles Jones
2014-2015
President: Charles Jones ('15)
Vice President: Kevin Stewart ('15)
Secretary/Membership: Ulrich Rudofsky
Treasurer: Robert Wiringa ('15)
At-Large Board Members:
Brad Anderson ('16), Dave Baker ('16), Hjalmar Heinen ('16), Eric Jarvinen ('16), Harald Scheel ('16), Phil Woodruff ('16), John Youngerman ('15)
2013-2014
President: John Olsen ('14)
Vice President: Jim Angelis ('14)
Secretary/Membership: Charles Jones ('15)
Treasurer: Robert Wiringa ('15)
At-Large Board Members:
William Croft ('14), Mark Geraghty ('14), Robert Liu ('14), Kevin Stewart ('15), John Youngerman ('15)
2012-2013
President: John Olsen ('14)
Vice President: Jim Angelis ('14)
Secretary/Membership: Charles Jones ('13)
Treasurer: Robert Wiringa ('13)
At-Large Board Members:
Jim Davis ('13), Mike Meyer ('13), William Croft ('14), Mark Geraghty ('14), Robert Liu ('14)
2011-2012
President: David Orzel ('12)
Vice President: Douglas C. Miller ('12)
Secretary/Membership: Charles Jones ('13)
Treasurer: Robert Wiringa ('13)
At-Large Board Members:
Peter Ewell ('12), Harald Scheel ('12), Thomas Vargas ('12), Jim Davis ('13), Mike Meyer ('13)
2010-2011
President: David Orzel ('11)
Vice President: Douglas C. Miller ('12)
Secretary/Membership: Ulrich Rudofsky ('11)
Treasurer: John Olsen ('11)
At-Large Board Members:
Peter Ewell ('12), Harald Scheel ('12), Thomas Vargas ('12)
2009-2010
President: Ron Astin ('11)/David Orzel ('11)
Vice President: Dave Orzel ('11)
Secretary/Membership: Ulrich Rudofsky ('11)
Treasurer: John Olsen ('11)
At-Large Board Members:
Peter Ewell ('10), Douglas C. Miller ('10), Thomas Vargas ('10)
2008-2009 (pro tem)
President: John Olsen
Secretary: Ulrich Rudofsky
Organizing Committee:
Kevin Burke, Paul Jacobs, Charles Jones, Douglas C. Miller, Kevin Stewart
President: Bill Werner ('19)
Vice President: Peter Ewell ('20)
Secretary: Ulrich Rudofsky
At-Large Board Members:
Hjalmar Heinen ('19), Harald Scheel ('19), Peter Ewell ('20), Eric Jarvinen ('20)
Executive Committee:
John Olsen (Executive Director), Robert Wiringa (Treasurer), Ulrich Rudofsky (Membership Coordinator), Renee Jacobs (Events Coordinator), Bill Werner, Harald Scheel
2017-2018
President: Eric Jarvinen ('18)
Vice President: Bill Werner ('19)
Secretary: Ulrich Rudofsky
At-Large Board Members:
Hjalmar Heinen ('19), Harald Scheel ('19), Charles Jones ('18)
Executive Committee:
John Olsen (Executive Director), Robert Wiringa (Treasurer), Ulrich Rudofsky (Membership Coordinator), Renee Jacobs (Events Coordinator), Harald Scheel, Charles Jones
2016-2017
President: Kevin Stewart('17)
Vice President: Eric Jarvinen ('18)
Secretary: Ulrich Rudofsky
At-Large Board Members:
Hjalmar Heinen ('18), Harald Scheel ('18), Charles Jones ('18)
Executive Committee:
John Olsen (Executive Director), Robert Wiringa (Treasurer), Ulrich Rudofsky (Membership Coordinator), Renee Jacobs (Events Coordinator), Bill Werner, Charles
2015-2016
President: Charles Jones ('16)
Vice President: Kevin Stewart ('17)
Secretary: Ulrich Rudofsky
At-Large Board Members:
Brad Anderson ('16), Dave Baker ('16), Hjalmar Heinen ('16), Eric Jarvinen ('16), Harald Scheel ('16), Phil Woodruff ('16)Executive Committee:
John Olsen (Executive Director), Robert Wiringa (Treasurer), Ulrich Rudofsky (Membership Coordinator), Renee Jacobs (Events Coordinator), Harald Scheel, Charles Jones
2014-2015
President: Charles Jones ('15)
Vice President: Kevin Stewart ('15)
Secretary/Membership: Ulrich Rudofsky
Treasurer: Robert Wiringa ('15)
At-Large Board Members:
Brad Anderson ('16), Dave Baker ('16), Hjalmar Heinen ('16), Eric Jarvinen ('16), Harald Scheel ('16), Phil Woodruff ('16), John Youngerman ('15)
2013-2014
President: John Olsen ('14)
Vice President: Jim Angelis ('14)
Secretary/Membership: Charles Jones ('15)
Treasurer: Robert Wiringa ('15)
At-Large Board Members:
William Croft ('14), Mark Geraghty ('14), Robert Liu ('14), Kevin Stewart ('15), John Youngerman ('15)
2012-2013
President: John Olsen ('14)
Vice President: Jim Angelis ('14)
Secretary/Membership: Charles Jones ('13)
Treasurer: Robert Wiringa ('13)
At-Large Board Members:
Jim Davis ('13), Mike Meyer ('13), William Croft ('14), Mark Geraghty ('14), Robert Liu ('14)
2011-2012
President: David Orzel ('12)
Vice President: Douglas C. Miller ('12)
Secretary/Membership: Charles Jones ('13)
Treasurer: Robert Wiringa ('13)
At-Large Board Members:
Peter Ewell ('12), Harald Scheel ('12), Thomas Vargas ('12), Jim Davis ('13), Mike Meyer ('13)
2010-2011
President: David Orzel ('11)
Vice President: Douglas C. Miller ('12)
Secretary/Membership: Ulrich Rudofsky ('11)
Treasurer: John Olsen ('11)
At-Large Board Members:
Peter Ewell ('12), Harald Scheel ('12), Thomas Vargas ('12)
2009-2010
President: Ron Astin ('11)/David Orzel ('11)
Vice President: Dave Orzel ('11)
Secretary/Membership: Ulrich Rudofsky ('11)
Treasurer: John Olsen ('11)
At-Large Board Members:
Peter Ewell ('10), Douglas C. Miller ('10), Thomas Vargas ('10)
2008-2009 (pro tem)
President: John Olsen
Secretary: Ulrich Rudofsky
Organizing Committee:
Kevin Burke, Paul Jacobs, Charles Jones, Douglas C. Miller, Kevin Stewart
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BYLAWS
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BYLAWS
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SOCIETY of MINIATURE SHIP COLLECTORS
A Non-profit Organization
Organized Under the Laws of the Commonwealth of Massachusetts
A Non-profit Organization
Organized Under the Laws of the Commonwealth of Massachusetts
Article I – Name
1. The name of this organization shall be Society of Miniature Ship Collectors (SMSC).
Article II - Objectives
1. The primary objective of this organization shall be to promote the advancement of the study of Maritime and Naval History, Art and Science through the medium of small scale model ships (1:1200/1:1250 scale or smaller).
2. All actions of the organization will aim to promote fellowship and the sharing of knowledge among persons interested in all aspects of building, collecting and displaying model ships; to preserve the heritage, techniques, and traditions of crafting miniature ship models; and to participate in model related projects that are of educational service to the general community.
3. The primary objective of the SMSC shall be to promote and support the development of interest in and participation in the collection of small scale models, and to that end, such activities as regional meetings that bring together collectors, dealers and producers of small scale model ships and the general public. In addition, the SMSC will work to facilitate greater contact and communication among the collecting community by organizing and promoting the formation of Communities of Shared Interest among the members to foster education, fellowship, and the sharing of modeling knowledge.
4. The SMSC will encourage cooperation with other groups and organizations that share similar interests, including collectors of other small scale ship models, and encourage the general public’s awareness and participation in all its activities and in the historical and technology aspects of the hobby and its associated historical and technical elements. The SMSC will continuously work to promote the hobby of small scale collecting and to encourage new collectors to join the hobby and /or to become members of the SMSC and to foster interest in naval and maritime history in general.
5. The SMSC will create and maintain a small scale Members Website (SMSC Member Board) that will work in concert with existing Internet resources, such as the Steelnavy.com and 1250 Scale Message Boards, but may limit access to the SMSC site to members only for such purposes as the SMSC deems appropriate.
Article III – Membership and Governance
1. Anyone supporting the objectives of the Organization is eligible for membership by application. All who have been accepted into the Organization shall be considered members in good standing.
2. Governance of the Organization shall be vested in a Board consisting of an odd number of members, no fewer than 3 and not to exceed 9, duly elected by the general membership of the Organization according to the Articles of the Bylaws.
3. The Board shall duly elect or appoint Officers, either from among its members, or from the General Membership of the Organization according to the Articles of the Bylaws. Board members not so appointed shall serve on the Board as at-large members.
4. The Board shall conduct a meeting of the General Membership at least once every year at a time and place of its choosing, provided no less than 10 days notice is given to the Membership. Additional meetings of the Board may be scheduled at the Board’s discretion.
5. Members shall be those individuals, of whatever nationality, who have maintained membership status according to these by-laws or determinations by the Board. Any member is entitled to be informed (by e-mail or such other means of communication as the Board may direct) of SMSC activities and to attend regular SMSC membership meetings, to participate in SMSC activities, and/ or work on committees, hold office or committee chairmanship, and receive access to all Web-site and Published communications.
6. The Board of the SMSC may at its discretion create other classes of membership, if and when, a majority of the Board determine that it would further the objectives of the organization.
7. Members may be required to pay annual dues as determined from time to time by the Board. Such dues shall be paid pro-rata upon joining for a given calendar year. Otherwise dues will be payable at the start of the membership year, which runs from July 1 of one year to June 30 of the following year. Any member who fails to pay dues by a deadline fixed by the Board shall cease to be a member.
8. The Board may determine a schedule for the payment of annual dues by Society members to be created and communicated to the membership by a majority vote of the Board when the Board determines that it would further the objectives of the organization.
9. The Fiscal Year of the Organization shall commence on July 1 of one year and end on June 30 of the following year.
10. At the direction of the Board, bank accounts will be maintained by the Treasurer under the name “Society of Miniature Ship Collectors”. SMSC accounts will be set up so that checks may be signed by the President, Treasurer, and other such persons as the Board may direct.
11. The Board, by affirmative vote of two-thirds, may suspend or expel a member for cause after appropriate hearing. The Board also may, by a majority vote of those present at any regular SMSC meeting, terminate the membership of any member who becomes ineligible for membership, or suspend or expel any member who is in default of paying membership dues.
12. The Articles of Organization shall eliminate personal liability of Officers and Board Members for monetary damages for breach of fiduciary duty as an Officer or Board Member notwithstanding any provision of law imposing such liability; provided, however, that such provision shall not eliminate or limit the liability of an Officer or Board Member (i) for any breach of the Officer’s or Board Member’s duty of loyalty to the Organization or its Members, (ii) for acts or omissions not in good faith or which involve intentional misconduct or a knowing violation of law, or (iii) for any transaction from which the Officer or Board member derived an improper personal benefit. No provision adopted pursuant to the provisions of this paragraph shall eliminate or limit the liability of an Officer or Board Member for any act of omission occurring prior to the date upon which such provision becomes effective.
Article IV Officers and Elections
1. The Officers of the SMSC shall be of 2 categories: elected and appointed.
2. The Elected Officers of the SMSC shall be President, Vice-President, and Secretary. These Officers shall serve as voting members of the Board of the SMSC. Any two offices may be held by the same person, except those of President and Secretary.
3. Appointed Officers, such as Executive Director, Treasurer, Membership Coordinator, Clerk/Resident Agent, Webmaster for the Organization’s Web Site, and any other such officer the Board may choose to appoint, shall be nominated and chosen by vote of the Board, and shall be responsible for ensuring the continuity of certain operations of the Organization on behalf of the Board. Appointed officers shall serve on a permanent basis from the date of their appointment until such time as they see fit to resign or are replaced by vote of the Board. Appointed officers may hold one or more offices, or a combination thereof, as the Board may deem appropriate, but shall not be eligible for election to the Board for the duration of their term of appointment.
4. In a timely fashion before the expiration of the term of any serving Board Member, the President shall appoint a Nominating Committee consisting of at least two members of the Board, or of the general membership of the SMSC as the Board deems appropriate, to organize the election process for new Board members).
5. A candidate for Board Member must be an active member of the SMSC in good standing.
6. The Nominating Committee, through the Secretary, shall solicit nominations for Board Members from the full membership of the SMSC beginning on January 1 until 10 days prior to the Annual Meeting of the SMSC using various means such as internet, mail, and phone as may be available in order to obtain the widest possible participation. These nominees will be reviewed by the nominating committee, whose decisions as to nominees shall be final, and notified of their nomination status.
7. New Board members shall be elected by vote of a majority of the General Membership present at the Annual Meeting of the SMSC.
8. Any member of the Organization may vote in person at the Annual Meeting, or, if unable to attend, by proxy, either by mail or by internet. No proxy dated more than six months before the meeting named therein shall be valid, and no proxy shall be valid if received after the adjournment of such meeting. A proxy purporting to be executed by or on behalf of a member shall be deemed valid unless challenged at or prior to its exercise and the burden of proving invalidity shall rest on the challenger.
9. To ensure a smooth transition, elections for Officers shall be conducted by the outgoing Board at, or just before, the Annual Meeting.
10. The election and terms of the President and Vice President shall be staggered so as to provide continuity in leadership, with the Vice President expected to stand for election as President at the end of the current President’s term
11. The Officers shall begin their terms immediately upon the adjournment of the Annual Meeting.
12. A vacancy occurring in any appointed office shall be filled by the Board in a Special Meeting convened by the President. A simple majority vote shall elect.
13. Board Members shall serve terms of two years and may be eligible for re-election without limit as to number of terms served. Officers shall not be eligible for more than four terms in the same office, but may be elected to other offices, provided that no more than four terms are served in such offices.
14. Terms of office for Board Members shall be served on a staggered basis, no more than 5 to be elected in even numbered years and no more than 4 to be elected in odd numbered years. The Board may adjust the term durations of its members from time to time as may be required to conform to this arrangement. Terms for Board members will commence upon their election at the Annual meeting and end upon adjournment of the Annual meeting of the second year following said election. Board Members shall remain in office and empowered to act for SMSC until their successors are elected and agree to assume office.
15. Terms of office for Officers shall be 1 year, to commence upon adjournment of the Annual Meeting and end .at the adjournment of the next Annual Meeting.
16. Any Elected or Appointed Officer may resign at any time, by written notice to the President or in the case of the President, to the Vice President, or to any other officer other than him or herself.
17. Any Elected or Appointed Officer may be removed from office, and from the Board, by vote of 2/3 of the Board, with or without cause.
18. Notice of any meeting of the Board may be given by means of United States mail, a commercial delivery service, or by electronic means.
19. A quorum of the General Membership shall be the number of SMSC members present at the Annual Meeting of the Organization.
20. A quorum of the Board shall be a majority of the members of the Board (that is, of those Officers who are members of the Board pursuant to these bylaws) then in office.
21. Members of the Board may participate in meetings of the Board by conference call, or any other mechanism such that all members participating in the meeting can hear and be heard by all other participants.
22. Officers (and therefore Board members) shall not be compensated for their service as such, provided that this provision shall not affect the contractual rights of any person who is both an Officer and an employee or contractor of SMSC.
23. The votes of a majority of the members of the Board voting on a matter at a meeting of the Board at which a quorum is present shall be sufficient to constitute an act of SMSC, except to the extent these bylaws, the articles of the SMSC, or the law of the Commonwealth of Massachusetts provide otherwise.
Article V – Duties of Officers
1. The President shall preside at all Meetings of the Board. He shall appoint Committee Chairs and members needed, nominate candidates for vacant Appointed Officer positions for Board approval, be a member, ex-officio, of all committees, and preside over the Annual Meeting of the Membership.
2. The Vice-President shall preside in the absence of the President, perform all other duties of the President in his absence, and stand for election as President upon the expiration of his term.
3. The Secretary, shall keep accurate records of the regular and executive meetings, record and tally all votes cast, whether in person or by proxy, at SMSC meetings, notify SMSC members of Board elections, bylaw amendments and other SMSC business as directed by the Board, submit a report to the Annual Meeting of the Membership, and conduct the general correspondence of the SMSC.
4. An Executive Director may be appointed to assist the Board in providing leadership and oversight regarding current programs and initiatives of the SMSC, and from time to time may propose changes in these programs to the Board or the initiation of new ones that will further the mission of the SMSC. He shall coordinate the activities of all other appointed officers, for which he shall directly responsible to the SMSC Board, and act on behalf of any Appointed Officers in their absence. He shall communicate with the Board through the President and exercise such other functions on behalf of the President as the latter may so direct.
5. A Treasurer shall oversee the financial affairs of the SMSC, including the collection of dues and shall insure the keeping of accurate account of all receipts and disbursements of the SMSC. He shall maintain the SMSC bank account, and present an annual financial statement to the Annual Meeting of the Membership. The Treasurer shall also arrange to insure the filing of all necessary forms with the IRS.
6. A Membership Coordinator may be appointed to maintain and update the SMSC membership list, facilitate contact among members within the privacy expectations of the members, transact all business relating to application and renewal of memberships and report on SMSC membership changes at the Annual Meeting.
7. An Events Coordinator may be appointed to assist the Executive Director in planning and managing collectors meetings, organizing and coordinating meeting arrangements, publicity and accommodations with local task forces, assisting the Treasurer in tracking costs and budgets, and maintaining lists of attendees that may be required for certain activities The Events Coordinator may also serve as the primary contact for organizing other SMSC events such as museum exhibits or educational events.
8. A Parliamentarian may be appointed to draft by-law revisions and ensure that all Board and committee meetings are run according to Robert’s Rules of Order to the extent required by any member of the Board or committee. He shall present all proposed revisions to the by-laws to the Board for decision.
9. A Webmaster may be appointed to establish and maintain the Organization’s domain name, and design, maintain and periodically update the Organization’s website. Design of the website shall be subject to the approval of the Board and will be compatible with the 1250 Scale Message Board
10. For the purposes of Massachusetts law (MGL ch.180 sec.6A) the Board of Directors shall appoint a Clerk who shall be a permanent resident of the Commonwealth of Massachusetts. The Clerk shall be responsible, at the direction of the Officers and the Board, submitting annual reports to the Secretary of State’s Office and otherwise acting as the Organization’s representative in its dealings with the Commonwealth. The position of Clerk may be held by any Officer or Board Member provided that individual maintains residency in the Commonwealth. In the event that none of the elected Officers or Board Members maintains such residency, the Board shall appoint a Resident Agent who meets the Commonwealth Residency requirement to act as Clerk.
11. The Board may establish such other Officers, who shall not be Board Members unless explicitly so directed by the Board, as it may deem appropriate for the conduct of the SMSC’s activities.
Article VII – Standing Committees
1. The Board may, from time to time, create and dissolve such committees as may be needed and required to further the goals of the organization. The chairs for these committees will be on a volunteer basis and be approved by the Board. The committees’ membership shall be drawn from among the Members of SMSC, but shall not be limited to them.
Article VIII – Amendment of Bylaws
1. These bylaws may be amended by application of any member of the SMSC in good standing to the President, who shall refer the matter to the Parliamentarian to draft the appropriate language for action by the Board. Provisional ratification of the amendment shall be by a majority vote of the Board. Once so ratified, the President shall submit the amendment(s) in writing through the Secretary to the SMSC membership for vote no less than 10 days prior to the Annual Meeting, unless otherwise determined by the Board.
2. Amendments approved by Board vote do not take effect until approved by a majority vote of members present at the Annual Meeting of the SMSC or a special meeting of its members.
3. Upon approval by the Membership, the SMSC Board shall duly direct the Parliamentarian to amend the bylaws accordingly.
Article IX –Tax Status and Dissolution
1. In the event of the dissolution of the SMSC, all assets shall be assigned to an organization qualified under with Section 501 (c) (3) of the Internal Revenue Code or corresponding sections of any future Federal tax code chosen by the Board,
2. SMSC shall at all times be operated so as to continue to qualify as an organization described in Section 501(c)(4) of the Internal Revenue Code (or any corresponding future provision of federal tax law). In no event shall any part of the net earnings of SMSC inure to the benefit of any private shareholder.
3. Notwithstanding any other provision of these bylaws, the Board may at any time elect to take such action as may, in the Board’s judgment, be appropriate to qualify the SMSC, or a subsidiary thereof, as an organization described in section 501(c)(3) of the Internal Revenue Code or the corresponding section of any future federal tax law.
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1. The name of this organization shall be Society of Miniature Ship Collectors (SMSC).
Article II - Objectives
1. The primary objective of this organization shall be to promote the advancement of the study of Maritime and Naval History, Art and Science through the medium of small scale model ships (1:1200/1:1250 scale or smaller).
2. All actions of the organization will aim to promote fellowship and the sharing of knowledge among persons interested in all aspects of building, collecting and displaying model ships; to preserve the heritage, techniques, and traditions of crafting miniature ship models; and to participate in model related projects that are of educational service to the general community.
3. The primary objective of the SMSC shall be to promote and support the development of interest in and participation in the collection of small scale models, and to that end, such activities as regional meetings that bring together collectors, dealers and producers of small scale model ships and the general public. In addition, the SMSC will work to facilitate greater contact and communication among the collecting community by organizing and promoting the formation of Communities of Shared Interest among the members to foster education, fellowship, and the sharing of modeling knowledge.
4. The SMSC will encourage cooperation with other groups and organizations that share similar interests, including collectors of other small scale ship models, and encourage the general public’s awareness and participation in all its activities and in the historical and technology aspects of the hobby and its associated historical and technical elements. The SMSC will continuously work to promote the hobby of small scale collecting and to encourage new collectors to join the hobby and /or to become members of the SMSC and to foster interest in naval and maritime history in general.
5. The SMSC will create and maintain a small scale Members Website (SMSC Member Board) that will work in concert with existing Internet resources, such as the Steelnavy.com and 1250 Scale Message Boards, but may limit access to the SMSC site to members only for such purposes as the SMSC deems appropriate.
Article III – Membership and Governance
1. Anyone supporting the objectives of the Organization is eligible for membership by application. All who have been accepted into the Organization shall be considered members in good standing.
2. Governance of the Organization shall be vested in a Board consisting of an odd number of members, no fewer than 3 and not to exceed 9, duly elected by the general membership of the Organization according to the Articles of the Bylaws.
3. The Board shall duly elect or appoint Officers, either from among its members, or from the General Membership of the Organization according to the Articles of the Bylaws. Board members not so appointed shall serve on the Board as at-large members.
4. The Board shall conduct a meeting of the General Membership at least once every year at a time and place of its choosing, provided no less than 10 days notice is given to the Membership. Additional meetings of the Board may be scheduled at the Board’s discretion.
5. Members shall be those individuals, of whatever nationality, who have maintained membership status according to these by-laws or determinations by the Board. Any member is entitled to be informed (by e-mail or such other means of communication as the Board may direct) of SMSC activities and to attend regular SMSC membership meetings, to participate in SMSC activities, and/ or work on committees, hold office or committee chairmanship, and receive access to all Web-site and Published communications.
6. The Board of the SMSC may at its discretion create other classes of membership, if and when, a majority of the Board determine that it would further the objectives of the organization.
7. Members may be required to pay annual dues as determined from time to time by the Board. Such dues shall be paid pro-rata upon joining for a given calendar year. Otherwise dues will be payable at the start of the membership year, which runs from July 1 of one year to June 30 of the following year. Any member who fails to pay dues by a deadline fixed by the Board shall cease to be a member.
8. The Board may determine a schedule for the payment of annual dues by Society members to be created and communicated to the membership by a majority vote of the Board when the Board determines that it would further the objectives of the organization.
9. The Fiscal Year of the Organization shall commence on July 1 of one year and end on June 30 of the following year.
10. At the direction of the Board, bank accounts will be maintained by the Treasurer under the name “Society of Miniature Ship Collectors”. SMSC accounts will be set up so that checks may be signed by the President, Treasurer, and other such persons as the Board may direct.
11. The Board, by affirmative vote of two-thirds, may suspend or expel a member for cause after appropriate hearing. The Board also may, by a majority vote of those present at any regular SMSC meeting, terminate the membership of any member who becomes ineligible for membership, or suspend or expel any member who is in default of paying membership dues.
12. The Articles of Organization shall eliminate personal liability of Officers and Board Members for monetary damages for breach of fiduciary duty as an Officer or Board Member notwithstanding any provision of law imposing such liability; provided, however, that such provision shall not eliminate or limit the liability of an Officer or Board Member (i) for any breach of the Officer’s or Board Member’s duty of loyalty to the Organization or its Members, (ii) for acts or omissions not in good faith or which involve intentional misconduct or a knowing violation of law, or (iii) for any transaction from which the Officer or Board member derived an improper personal benefit. No provision adopted pursuant to the provisions of this paragraph shall eliminate or limit the liability of an Officer or Board Member for any act of omission occurring prior to the date upon which such provision becomes effective.
Article IV Officers and Elections
1. The Officers of the SMSC shall be of 2 categories: elected and appointed.
2. The Elected Officers of the SMSC shall be President, Vice-President, and Secretary. These Officers shall serve as voting members of the Board of the SMSC. Any two offices may be held by the same person, except those of President and Secretary.
3. Appointed Officers, such as Executive Director, Treasurer, Membership Coordinator, Clerk/Resident Agent, Webmaster for the Organization’s Web Site, and any other such officer the Board may choose to appoint, shall be nominated and chosen by vote of the Board, and shall be responsible for ensuring the continuity of certain operations of the Organization on behalf of the Board. Appointed officers shall serve on a permanent basis from the date of their appointment until such time as they see fit to resign or are replaced by vote of the Board. Appointed officers may hold one or more offices, or a combination thereof, as the Board may deem appropriate, but shall not be eligible for election to the Board for the duration of their term of appointment.
4. In a timely fashion before the expiration of the term of any serving Board Member, the President shall appoint a Nominating Committee consisting of at least two members of the Board, or of the general membership of the SMSC as the Board deems appropriate, to organize the election process for new Board members).
5. A candidate for Board Member must be an active member of the SMSC in good standing.
6. The Nominating Committee, through the Secretary, shall solicit nominations for Board Members from the full membership of the SMSC beginning on January 1 until 10 days prior to the Annual Meeting of the SMSC using various means such as internet, mail, and phone as may be available in order to obtain the widest possible participation. These nominees will be reviewed by the nominating committee, whose decisions as to nominees shall be final, and notified of their nomination status.
7. New Board members shall be elected by vote of a majority of the General Membership present at the Annual Meeting of the SMSC.
8. Any member of the Organization may vote in person at the Annual Meeting, or, if unable to attend, by proxy, either by mail or by internet. No proxy dated more than six months before the meeting named therein shall be valid, and no proxy shall be valid if received after the adjournment of such meeting. A proxy purporting to be executed by or on behalf of a member shall be deemed valid unless challenged at or prior to its exercise and the burden of proving invalidity shall rest on the challenger.
9. To ensure a smooth transition, elections for Officers shall be conducted by the outgoing Board at, or just before, the Annual Meeting.
10. The election and terms of the President and Vice President shall be staggered so as to provide continuity in leadership, with the Vice President expected to stand for election as President at the end of the current President’s term
11. The Officers shall begin their terms immediately upon the adjournment of the Annual Meeting.
12. A vacancy occurring in any appointed office shall be filled by the Board in a Special Meeting convened by the President. A simple majority vote shall elect.
13. Board Members shall serve terms of two years and may be eligible for re-election without limit as to number of terms served. Officers shall not be eligible for more than four terms in the same office, but may be elected to other offices, provided that no more than four terms are served in such offices.
14. Terms of office for Board Members shall be served on a staggered basis, no more than 5 to be elected in even numbered years and no more than 4 to be elected in odd numbered years. The Board may adjust the term durations of its members from time to time as may be required to conform to this arrangement. Terms for Board members will commence upon their election at the Annual meeting and end upon adjournment of the Annual meeting of the second year following said election. Board Members shall remain in office and empowered to act for SMSC until their successors are elected and agree to assume office.
15. Terms of office for Officers shall be 1 year, to commence upon adjournment of the Annual Meeting and end .at the adjournment of the next Annual Meeting.
16. Any Elected or Appointed Officer may resign at any time, by written notice to the President or in the case of the President, to the Vice President, or to any other officer other than him or herself.
17. Any Elected or Appointed Officer may be removed from office, and from the Board, by vote of 2/3 of the Board, with or without cause.
18. Notice of any meeting of the Board may be given by means of United States mail, a commercial delivery service, or by electronic means.
19. A quorum of the General Membership shall be the number of SMSC members present at the Annual Meeting of the Organization.
20. A quorum of the Board shall be a majority of the members of the Board (that is, of those Officers who are members of the Board pursuant to these bylaws) then in office.
21. Members of the Board may participate in meetings of the Board by conference call, or any other mechanism such that all members participating in the meeting can hear and be heard by all other participants.
22. Officers (and therefore Board members) shall not be compensated for their service as such, provided that this provision shall not affect the contractual rights of any person who is both an Officer and an employee or contractor of SMSC.
23. The votes of a majority of the members of the Board voting on a matter at a meeting of the Board at which a quorum is present shall be sufficient to constitute an act of SMSC, except to the extent these bylaws, the articles of the SMSC, or the law of the Commonwealth of Massachusetts provide otherwise.
Article V – Duties of Officers
1. The President shall preside at all Meetings of the Board. He shall appoint Committee Chairs and members needed, nominate candidates for vacant Appointed Officer positions for Board approval, be a member, ex-officio, of all committees, and preside over the Annual Meeting of the Membership.
2. The Vice-President shall preside in the absence of the President, perform all other duties of the President in his absence, and stand for election as President upon the expiration of his term.
3. The Secretary, shall keep accurate records of the regular and executive meetings, record and tally all votes cast, whether in person or by proxy, at SMSC meetings, notify SMSC members of Board elections, bylaw amendments and other SMSC business as directed by the Board, submit a report to the Annual Meeting of the Membership, and conduct the general correspondence of the SMSC.
4. An Executive Director may be appointed to assist the Board in providing leadership and oversight regarding current programs and initiatives of the SMSC, and from time to time may propose changes in these programs to the Board or the initiation of new ones that will further the mission of the SMSC. He shall coordinate the activities of all other appointed officers, for which he shall directly responsible to the SMSC Board, and act on behalf of any Appointed Officers in their absence. He shall communicate with the Board through the President and exercise such other functions on behalf of the President as the latter may so direct.
5. A Treasurer shall oversee the financial affairs of the SMSC, including the collection of dues and shall insure the keeping of accurate account of all receipts and disbursements of the SMSC. He shall maintain the SMSC bank account, and present an annual financial statement to the Annual Meeting of the Membership. The Treasurer shall also arrange to insure the filing of all necessary forms with the IRS.
6. A Membership Coordinator may be appointed to maintain and update the SMSC membership list, facilitate contact among members within the privacy expectations of the members, transact all business relating to application and renewal of memberships and report on SMSC membership changes at the Annual Meeting.
7. An Events Coordinator may be appointed to assist the Executive Director in planning and managing collectors meetings, organizing and coordinating meeting arrangements, publicity and accommodations with local task forces, assisting the Treasurer in tracking costs and budgets, and maintaining lists of attendees that may be required for certain activities The Events Coordinator may also serve as the primary contact for organizing other SMSC events such as museum exhibits or educational events.
8. A Parliamentarian may be appointed to draft by-law revisions and ensure that all Board and committee meetings are run according to Robert’s Rules of Order to the extent required by any member of the Board or committee. He shall present all proposed revisions to the by-laws to the Board for decision.
9. A Webmaster may be appointed to establish and maintain the Organization’s domain name, and design, maintain and periodically update the Organization’s website. Design of the website shall be subject to the approval of the Board and will be compatible with the 1250 Scale Message Board
10. For the purposes of Massachusetts law (MGL ch.180 sec.6A) the Board of Directors shall appoint a Clerk who shall be a permanent resident of the Commonwealth of Massachusetts. The Clerk shall be responsible, at the direction of the Officers and the Board, submitting annual reports to the Secretary of State’s Office and otherwise acting as the Organization’s representative in its dealings with the Commonwealth. The position of Clerk may be held by any Officer or Board Member provided that individual maintains residency in the Commonwealth. In the event that none of the elected Officers or Board Members maintains such residency, the Board shall appoint a Resident Agent who meets the Commonwealth Residency requirement to act as Clerk.
11. The Board may establish such other Officers, who shall not be Board Members unless explicitly so directed by the Board, as it may deem appropriate for the conduct of the SMSC’s activities.
Article VII – Standing Committees
1. The Board may, from time to time, create and dissolve such committees as may be needed and required to further the goals of the organization. The chairs for these committees will be on a volunteer basis and be approved by the Board. The committees’ membership shall be drawn from among the Members of SMSC, but shall not be limited to them.
Article VIII – Amendment of Bylaws
1. These bylaws may be amended by application of any member of the SMSC in good standing to the President, who shall refer the matter to the Parliamentarian to draft the appropriate language for action by the Board. Provisional ratification of the amendment shall be by a majority vote of the Board. Once so ratified, the President shall submit the amendment(s) in writing through the Secretary to the SMSC membership for vote no less than 10 days prior to the Annual Meeting, unless otherwise determined by the Board.
2. Amendments approved by Board vote do not take effect until approved by a majority vote of members present at the Annual Meeting of the SMSC or a special meeting of its members.
3. Upon approval by the Membership, the SMSC Board shall duly direct the Parliamentarian to amend the bylaws accordingly.
Article IX –Tax Status and Dissolution
1. In the event of the dissolution of the SMSC, all assets shall be assigned to an organization qualified under with Section 501 (c) (3) of the Internal Revenue Code or corresponding sections of any future Federal tax code chosen by the Board,
2. SMSC shall at all times be operated so as to continue to qualify as an organization described in Section 501(c)(4) of the Internal Revenue Code (or any corresponding future provision of federal tax law). In no event shall any part of the net earnings of SMSC inure to the benefit of any private shareholder.
3. Notwithstanding any other provision of these bylaws, the Board may at any time elect to take such action as may, in the Board’s judgment, be appropriate to qualify the SMSC, or a subsidiary thereof, as an organization described in section 501(c)(3) of the Internal Revenue Code or the corresponding section of any future federal tax law.
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MERCHANDISE
PROMOTIONAL ITEMS WITH THE SMSC LOGO (MUGS, STEINS,TOTE BAGS, CAPS, T-SHIRTS, GOLF SHIRTS, HOODIES, ETC.) CAN BE ORDERED DIRECTLY FROM CAFE PRESS THROUGH THE LINK BELOW. BE SURE TO SPECIFY SIZES AND COLORS.
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