RICHLAND POST No. 6OF

THE AMERICAN LEGION

CONSTITUTIONAnd

BY-LAWS

CharteredOctober 1, 1920

Revised July 24th, 1947Revised November 10, 1949

Revised June 12, 1952Revised June 10, 1965

Revised February 9, 1989Revised February 10, 1998

200 Pickens StreetColumbia, South Carolina

29201

INDEXConstitution................................................................................1-6By-Laws....................................................................................7-14Foundation Trust Agreement..................................................15-25Past Commanders and Adjutants............................................26-27Past Department Commanders and Adjutants whoBelonged to Richland Post No. 6.................................................28

Dedication:The Constitution and By-Laws as Revised February 9, 1989 are

dedicated to the memory of Mr. A.B. Fennell.

The American Legion, Richland Post No. 6 gratefully acknowledges the efforts of Bert H. Herrington in the drafting and

preparation of the Constitution and By-Laws set forth herein.February 9, 1989

The American Legion, Richland Post No. 6 gratefully acknowledges the efforts of John F. Camp in the drafting and

preparation of the Constitution and By-Laws as set forth herein.February 10, 1998

CONSTITUTIONof Richland Post No. 6, Inc.

The American Legion, Department of South CarolinaPREAMBLE

For God and Country, We Associate Ourselves Together for the Following Purposes:

To uphold and defend the Constitution of the United States of America; to maintain law and order; to foster and perpetuate a one hundred percent Americanism; to preserve the

memories and incidents of our association in the Great Wars; to inculcate a sense of individual obligation to the community, state and nation; to combat the autocracy of both the classes and the masses; to make right the master of might; to promote peace and good will on earth; to safeguard and transmit to prosperity the principles of justice, freedom, and democracy; to consecrate and sanctify our comradeship by our devotion to mutual helpfulness.

ARTICLE INAME

Section 1. The name of this organization shall be RICHLAND POST NO. 6, INCORPORATED THE AMERICAN LEGION, DEPARTMENT OF SOUTH CAROLINA; hereinafter, referred to as RICHLAND POST NO. 6.

ARTICLE IIOBJECTS

Section 1. The objects and purposes of this post shall be to promote the principles and policies as set forth in the foregoing preamble and the NATIONAL and DEPARTMENTAL CONSTITUTION of the American Legion.

ARTICLE IIINATURE

Section 1. Richland Post No. 6 is a civilian organization and membership therein does not affect or increase liability of military or police service.

Section 2. This organization shall be absolutely non-political and shall not be used for the dissemination of partisan principles nor the promotion of the candidacy of any person seeking public office or preferment.

ARTICLE IVMEMEBERSHIP

Section 1. Eligibility to membership in this post shall be as prescribed by the National Constitution of the American Legion as amended (Article IV – Eligibility)

Section 2. Application for membership shall be made in writing under such regulations as may from time to time be prescribe by the Post Executive Committee.

Section 3. All applications for membership shall be acted upon at the next post meeting following the making of such application and shall at such meeting be accepted, rejected or referred for further investigation and consideration. If three or more members cast their vote against acceptance of said application, then such application shall be recorded as rejected. A rejection application shall not be considered again until after the expiration of six (6) months from the date of such rejection.

Section 4. Any member or this post may be suspended or expelled for cause by a two-thirds vote of the Post Executive Committee after being charged and said charges being preferred under oath in writing and fair trial had upon same as set forth in Section 6 of this article.

Section 5. Upon conviction of any Post Officer of a crime of moral turpitude as defined by the South Carolina Supreme Court, that said office shall be declared vacant by the Post Commander and forthwith as provided by the Constitution and By-Laws as in the case of any other vacancy.

Section 6. Upon the filing by any officer of charges against any other officer of the Post coming out of the failure on his part to perform the duties of his office, according to the Constitution and By-Laws of this Post, neglect, incapacity or inability to serve, or failure to carry out orders and directions of the Post Executive Committee, then the offending Officer shall be served with a certificate copy of the charges and shall be given twenty (20) days for the set date to file a request with the notification by the Post Adjutant of a day fixed and time set, he shall be required to appear before the Post Executive Committee and answer such charges as may be preferred against him. If said officer fails to file such a request within a specified time, then the Post Executive Committee shall have the power to act upon the charges, at such time as the Commander my designate. A two-thirds majority vote of the Post Executive Committee on said charges shall be binding upon him. At any trial held, Post Judge Advocate shall be the presiding officer.

Section 7. A member who has been expelled or suspended from this post for any cause may be reinstated to membership by a two-thirds vote of the Membership present in the Post meeting, and payment of current dues for the year in which the reinstatement. Occurs.

Section 8. Any member who has been suspended and/or expelled has the right to appeal to the Department Executive Committee. Their decision is binding on both the post and individual.

ARTICLE VOFFICERS

Section 1. The administration affairs of Richland Post No. 6 of The American Legion shall, except as may be provided by the By-Laws, be under the supervision of the Executive Committee which will consist of ten (10) m members in addition to the elected officers of the Post (a total of seventeen (17) officers). The term of office of the Executive Committee is set forth in the By-Laws.

Section 2. The elected officers of the Post shall be a Commander, First Vice-Commander, Second Vice-Commander, Third Vice-Commander, a Post Adjutant, Post Finance Officer and a Sergeant-at-Arms, who shall be nominated from the floor at the meeting preceding the annual election.

Section 3. All officers shall be elected annually and they shall hold office until their successors are duly installed.

Section 4. Any elected officer, executive committee member or appointed chairman of any standing committee may be removed for inefficiency at the charge of the Commander, by the Executive Committee, a two-thirds vote of said committee being necessary to effect such removal.

Section 5. Every member of Richland Post No. 6 in good standing shall be eligible to hold any office in this post.

Section 6. The duties of the Officers, the Executive Committeemen, and standing committees shall be those usually appertaining to such office or committeemen, and as further provided in the By-Laws, not to be contrary of the Executive Committee.

ARTICLE VIFINANCE

Section 1. The revenue of the post shall be derived from annual membership dues, rental of property owned, interest received for Trust funds, and other lawful activities as may be approved by the Post Executive Committee.

Section 2. The amount of such membership post dues shall be fixed and determined by the Post Executive Committee and approved by the members of this post.

Section 3. The Post shall pat to the Department Headquarters, the National and Departmental dues for every member of the post.

ARTICLE VIICHARTER MEMBERS

Section 1. Members who joined Richland Post No. 6 prior to August 4, 1919, the date of issuance of the temporary Post charter, shall be known as CHARTER MEMBERS. The role of such members shall be preserved by the Post.

ARTICLE VIIISUBSIDIDARY ORGANIZATION

Section 1. Richland Post No. 6 recognizes as subsidiary organizations within in this Pot: the American Legion and the Sons of The American Legion.

Section 2. Membership in this subsidiary of these organizations shall be the same as fixed by THE NATIONAL AND SOUTH CAROLINA CONSTITUTION and By-Laws of The American Legion and that of this Post.

ARTICLE IXAMMENDMENTS

Section 1. This constitution is adopted subject to the provisions of the NATIONAL CONSTITUTION and the Constitution of the Department of South Carolina, The American Legion. Any amendment to said NATIONAL CONSTITUTION or DEPARTMENTAL CONSTITUTION, which is in conflict with any provisions hereof, should be regarded as automatically repealing or modifying the provisions of this Constitution to the extent of such conflict.

Section 2. This constitution may be amended at any regular meeting by vote of two-thirds of the members of said post attending such regular meeting, provided a quorum is present (a quorum in this instance is one-thirtieth of the membership or twenty-five (25) members present, whichever is greater), and further provided that the proposed amendment shall have been given to all members at least ten (10) days in advance of the date when such amendment is to be voted upon, notifying said members that at such meeting a proposal to amend the constitution is to be voted upon.

BY-LAWSARTICLE I

NAME

Section 1. The Post existing under these By-Laws is to be known as Richland Post No. 6, The American Legion Department of South Carolina.

Section 2. The objects of this Post are as set forth in the Constitution as published February 10, 1998 and as amended.

ARTICLE IIMANAGEMENT AND ELECTION

Section 1. The government and management are entrusted to an Executive Committee of ten (10) members and the elected officers. The immediate past Commander is to be an ex-officio member of the Executive Committee for the year following his service as Commander, without voting privileges, and he/she will be Chairman of the delegation at the State Department Convention.

Section 2. Election Procedures:A. In election post officers the following schedule will be followed: At the March

meeting of the Post, a nominating committee will be elected by the post-executive committee. The commander shall not appoint nor be a member or the committee. This committee shall make its formal reports to the Post at the April meeting. Post officers will be elected in the May meeting with the Post Commander calling for additional nominations for the floor of the Post meeting. Post Officers will be installed at the June meeting. The names of newly elected officers shall be reported to the Department Headquarters immediately following the election or by June 1 on forms provided by the Department Headquarters.

B. Officers to be nominated and elected are as follows: Commander, First Vice Commander, Second Vice Commander, third Vice commander, Post Adjutant, Post Finance Officer and Sergeant-at-Arms.

C. The Bulletin will be published and mailed at least ten (10) days prior to the elections, listing the offices and individual names being nominated for each elective office. There shall be no differential s to the method of nomination. The individual’s names will be listed in alphabetical order as to the office for which nominated.

D. The actual election procedure will be by secret ballot, providing that there are two (2) or more candidates for any one (1) office; otherwise the election may be by voice vote.

E. A quorum is designated as a one-thirtieth of the membership or twenty-five (25) members in good standing, which ever is greater, to be verified by the Sergeant-at-

F. Arms. Any and all elections are by majority vote. No proxy votes are authorized and/or accepted at any meeting.

Section 3. All vacancies of Richland Post No. 6 existing in any elective office from any cause other than the expiration of the term shall be filled by a majority vote of the Executive Committee, with the exception of the office of the Commander, First Vice Commander, Second Vice Commander, whereas the position will be assumed by the next line officer in succession. The positions(s) will be only for the un-expired term of that office. All vacancies occurring in appointed offices shall be filled by the Commander with the concurrence of the Executive Committee.

ARTICLE IIITHE RICHLAND POST NO. 6 EXECUTIVE COMMITTEE

Section 1.A. The newly elected commander upon being sworn into office shall

appoint five (5) Executive Committeemen to replace those Executive Committeemen whose term of office has expired. The term of office for each executive officer is two (2) years. They will be so appointed that the five (5) members will be carried over each year being joined by five (5) newly appointed members.

B. The Richland Post 6 Executive Committee shall meet for organization and such other business as may come before it al the call of the Commander within ten (10) days after the installation of the new officers of said committee. Thereafter the Executive committee shall meet at the call of the Commander, at least once every thirty-one (31) days or as often as the Commander may deem it necessary.

C. The Richland Post 6 Commander shall call a meeting of the Executive Committee upon the joint written request of three (3) or more members of the Committee. The signers of the joint request must be present at the meeting to conduct business.

D. A quorum of the Richland Post 6 Executive Committee is nine (9) members to conduct any business brought before the Committee. Proxy votes are not authorized in any vote of business brought before the executive Committee.

Section 2A. The Richland Post 6 Executive Committee shall hire such employees as may

be necessary for the continued operation of the Legion Home. They shall authorize and approve all expenditures. The Executive Committee shall establish and authorize co-signers of all checks along with the Finance Officer and/or the Post Commander (Ref. Article III, Section 4 &Article IV, Section 1). The Executive Committee shall require adequate bonds from all persons handling Richland Post 6 funds; shall hear the reports of Committee Chairman at least once a month; shall be responsible for adequate insurance, both fire, casualty and liability for all property owned by Richland Post 6. The Executive Committee is charge with the overall responsibility of all Richland Post 6 properties; to maintain and insure such operational order as may be required for the good of membership.

B. The Richland Post 6 Commander, Chairman of the Executive Committee shall present to the members a reading of the minutes or a comprehensive summary of minutes of the Executive Committee meeting at the next regular meeting.

Section 3. A. The Richland Post 6 Executive Committee cannot encumber, lease, sell or

otherwise dispose of any real property without the approval of the membership or cause any financial liability, other than day-to-day operation.

B. The Richland Post 6 Executive Committee is so authorized to manage and conserve the Legion home property.

Section 4. Duties of the Finance Officer: The Finance Officer shall have charge of all finances and see that they are safely deposited in some local bank as designated by the Executive Committee, and shall report once a month to the Richland Post 6 Executive Committee the condition of the finances of the Post, with such recommendation as he may deem expedient or necessary for raising funds with which to carry on the activities of the Post. The Finance Officer and/or the Post Commander shall sign all checks disbursing the monies of the Richland Post 6. All checks require two (2) signatures. Co-signers being indicated by the Executive Committee (Ref. Article III, Section 2 and Article IV, Section 1) He shall furnish such fidelity bonds in such sum as shall be fixed by the Executive Committee. There shall be an annual audit of the finances by a certified public accountant or a public accountant licensed by the State of South Carolina. All funds are considered a part of the general fund of Richland Post 6. The Finance Officer shall be Chairman of the Finance Committee.

Section 5. Duties of the Richland Post 6 Historian: The Post Historian shall be charge with the individual records and incidents of the Post and Post members, and shall perform such other duties as may properly pertain to the office as may be determined by the Commander or the Executive Committee.

Section 6. Duties of the Richland Post 6 Chaplain: The Post Chaplain shall be charge with the spiritual welfare of the Post’s comrades and will offer divine but non-sectarian service in the event of dedication, funerals, public functions, etc., adhering to such ceremonial rituals as are recommended by the National or Departmental Headquarters from time to time.

Section 7. Duties of the Richland Post 6 Sergeants-at-arms. The Sergeant-at-Arms shall preserve order at all meetings and shall perform such other duties as may be from time to time assigned to him by the Executive Committee.

Section 8. Duties of the Richland Post 6 Service Officer: The Service Officer shall be in charge of the rehabilitation program and shall be Chairman of the Committee on Rehabilitation and serve with two (2) or more members appointed by the Commander. He shall cooperate fully with the Commander and other officers in performing the first duty laid upon the American Legion and each member thereof, and that is the care of our disabled and the widows and orphans of deceased ex servicemen. He shall at all times cooperate with the Veterans Administration, other service officers and organizations in the presentation and prosecution of all just claims on behalf of ex-servicemen and their families. Further, he is responsible in the program and procedures for dispensing aid to ex-service veterans, their immediate families and/or widows.

ARTICLE IVDUTIES OF OFFICERS

Section 1. Duties of Richland Post 6 Commander: It shall be the duty of the Commander to preside at all meetings of the Post and to have general supervision over the business and affairs of the Post. He is further authorized to call a meeting of any/or all committees so formed at his direction for the betterment of the Post and its membership. He shall make or cause a monthly financial statement to be prepared and available to the membership of this Post; further, he shall make a written annual report covering the business and accomplishments of the Post for the year and present such recommendations for the ensuing year, which will be read at the annual meeting and a copy thereof forwarded immediately to the Department Adjutant. The Post Commander and/or the Finance Officer shall sign all checks disbursing the monies of Richland Post 6. (Reference Article III, Sections 2 &4).

Section 2. Duties of the First Vice Commander: The First Vice Commander is primarily responsible for promoting membership. He shall assume and discharge the duties of the Commander in the Commander’s absence, disability, or when requested by the commander. He shall serve as the Ex-officio officer of the Memorial Committee.

Section 3. Duties of the Second Vic Commander: The Second Vice Commander shall assume and be responsible for the recreation and entertainment of fellow veterans, including patients at the Veterans Administration Hospital. He shall discharge the duties of the Commander when requested by the Commander.

Section 4. Duties of the Third Vice Commander: The Third Vice Commander shall be responsible for all Richland Post 6 youth activities, to include baseball and The Sons of the American Legion.

Section 5. Duties of the Richland Post 6 Adjutant: The Adjutant shall have charge of and keep a full and correct record of all proceedings of all meetings, keeping such records as Department and National Organizations may require, render reports of membership annual or when called upon at a meeting, and under the directions of the Commander, handle all correspondence of the Post.

ARTICLE VDELEGATES

Section 1. Delegates and alternates to a Departmental Convention shall be elected by voice vote by the members at the last regular meeting of Richland Post 6 prior to the date of such Convention.

ARTICLE VIFOUNDATIONS & ORGANIZATIONS

WITHIN THE POST

Section 1. The membership of Richland Post 6 may create or cause to be created such eleemosynary corporations, foundations, and/or other similar organizations as may deem desirable and/or necessary. Such organizations shall be for charitable, scientific, and/or educational purposes, so organized as to qualify for tax-exempt status under any existing federal, state, and municipal laws and regulations. All organizations within the Post shall exist to aid it in ministering to its members. As an outgrowth and expressions of the Post’s life, the organizations are subject to its oversight and direction.

Section 2. An appointed member of the Richland Post 6 Executive Committee cannot hold another elective office while serving on the Richland Post 6 Executive Committee nor serve on any major committee.

Section 3. The membership of the Post can so petition for a special meeting of the Richland Post 6 Executive Committee by signatures of twenty-five (25) qualified

members indicating their membership card number, sixteen (16) of the signers must be present at the required special meeting of the Elective Committee.

Section 4. The Richland Post 6 Executive Committee shall insure that the newly elected Commander establish/ appoints by letter and parameter of responsibilities such committees as to afford the usual operations of the Post; the minimum committees are:

1. Finance Committee2. Baseball Committee3. Constitution and By-Laws Committee4. Memorial Committee5. Veterans Affairs & Relief Committee6. The Americanism Committee7. Membership Committee8. Rehabilitation Committee

ARTICLE VIISTANDING COMMITTEES

Section 1.

A. The Post Commander, immediately upon taking office, shall identify the various standing committees that may be required to accomplish and direct the various programs for the good of the American Legion and notify each via letter setting forth the assigned responsibilities. The Commander shall appoint the chairman of each committee and the number of persons to assist the Chairman to accomplish the stated responsibilities. The Commander will monitor the progress of all committees; further the Commander is empowered to call a meeting of any or all standing committees, Chairman, and/or members of each committee.

B. The Commander shall appoint five (5) individuals to serve on the Richland Post 6 Executive Committee and the Post Historian, Post Service Officer, Post Chaplain and Post Judge Advocate.

Section 2. The Finance committee shall consist of three (3) members and the Chairman. The members will serve a three (3) year term of office. During the fiscal year 1988-1989 the members shall be appointed as follows: one (1) year term; one (1) for a two (2) year term; one (1) for a three (3) year term. Thereafter one (1) member shall be appointed by the Commander each year as he assumes office to serve for a three (3) year term of office. The Finance Committee shall be charged with the responsibility of

preparing the Annual Budget, and no expenditures of any Post Funds, not provided for in the budget shall be made by the Executive Committee, unless first referred to the Finance Committee for its study and recommendations. All voting on business that may come before the finance committee shall be decided by the majority vote. Proxy votes are not authorized or acceptable; a quorum of this committee is tow (2) members.

Section 3. Members of each committee shall serve at the pleasure of the Commander and the Post Executive Committee. Any vacancy that may occur shall be filled by the Commander with the concurrence of the Executive Committee to fulfill the balance of the terms of the office of said member.

ARTICLE VIII

Section 1. The Commander, with the concurrence of the Richland post 6 Executive Committee, shall have the authority to remove any member of any committee including Richland post 6 Foundation Directors. The termination of any member must be set forth in writing and presented to the Executive Committee as set forth in the Constitution, Article IV, Section 6.

Section 2. No member of the Richland Post 6 can serve on two (2) major committees at the same time. The Executive Committee is to determine the definition of a major committee.

Section 3. Richland Post 6, The American Legion is operated as a private club, for the exclusive use of bonafied members of the Richland Post 6, their families, and guests. The facilities are not open to the use of any person or group of persons just because they may hold membership in another Post or adjunct hereof. Such persons or groups must obtain permission to utilize any portion of the Post. The policy of renting out the facility in part or in entirety is part of the responsibility of the Post Executive Committee. Any function accruing from renting of the property for partied, etc., the privacy of such parties is to be observed by the membership.

ARTICLE IX

Section 1. The regular meeting of Richland Post 6 shall be held at any place designated by the Commander on the Second Thursday of night of each month, except in the month of July. Another date may be substituted, if desired, by the Richland Post 6 Executive Committee, for any monthly meeting. The Commander may transact such business as may properly be brought before the Post for action; any meeting may be converted into entertainment, as deemed advisable by the Executive Committee.

Section 2. The Commander or a majority of the Executive Committee shall have power to call a special meeting of the Richland Post 6 at any time.

Section 3. Upon written request of thirty (30) or more members, the Committee shall call a special meeting of Richland Post 6.

Section 4. One-thirtieth of the membership or twenty-five (25) members present and voting, whichever is greater, shall constitute a quorum.

ARTICLE X

Section 1. Richland Post 6 shall incur, or cause to be incurred, no liability or obligation whatever, which shall be subject liability to the Richland Post 6 subdivision, members of The American Legion or other individuals, corporations, or recognized organizations.

Section 2. The property of Richland Post 6 is under the control of the Executive Committee and the elective officers in so far as daily management and routine operations are concerned, but no mortgage can be place on any of the property, or any of it sold without majority approval by said committee and consent of Richland Post 6 membership, which must be notified in writing at least thirty (30) days before action is to be taken, the notification to outline fully what is contemplated. A quorum for such a meeting in one-thirtieth of the membership or twenty-five (25) members present and voting, whichever is greater.

Section 3. At no time can any person(s), individually or collectively benefit by the sale of property (unless they are duly licensed as a real estate agent in the State of South Carolina, or an attorney participating in the transaction as such).

Section 4. Should the time come when Richland Post 6 no longer operates as such, (after a six (6) months waiting period to allow for a revival of the charter) the property shall be sold. The proceeds of said sale shall be placed, and as a part of, the Richland Post 6 Foundation Fund. At this time the name of the Foundation will be changed to The American Legion Richland Post No. 6 Educational Fund. The purpose is to provide scholarships, grants and loans for the descendants of members of The American Legion to attend and be enrolled in a program of Education leading to and Associate or higher degree in a South Carolina state supported institution of Higher Learning accredited by and accreditation agency approved by the U.S. Office of Education. The procedures and guidelines will be established by the Executive Committee prior to turning in the Charter to the American Legion State Headquarters.

ARTICLE XIRULES OF ORDER

Section 1. All proceedings of Richland Post 6 shall be conducted under and Pursuant to Robert’s Rules of Order, except as otherwise provided by the Constitution and of these By-Laws.

ARTICLE XIIAMENDMENTS

Section 1. These By-Laws may be amended at any regular meeting by a vote of two-thirds of the members attending such regular meeting, provided at least one-thirtieth of the membership or twenty-five (25) members, whichever is greater, are present. Provided also, that the proposed amendment shall have been submitted in writing and at the next preceding regular meeting, and provided further, that written notice shall have been given to all members at least thirty (30) days in advance of the date when such amendment is to be voted upon, notifying said members that at such meeting a proposal to amend the By-Laws is to be voted upon. It is the duty of the First Vice-Commander to coordinate the provisions of this article.

STATE OF SOUTH CAROLINA TRUST AGREEMENTCOUNTY OF RICHLAND

THIS TRUST AGREEMENT is made this 11th day of February, 1988, by and between Richland Post No. 6, The American Legion, Department of South Carolina, a non-profit corporation organized and existing under the laws of the State of South Carolina and exempt from the state and federal income taxation under Section 501(c)(19) of the Internal Revenue Code of the 1986 (hereinafter referred to as the “Settlor”) and Richland Post No. 6, The American Legion, Department of South Carolina a non-profit corporation organized and existing under the laws of the State of South Carolina (hereinafter referred to as the “Trustee”).

ARTICLE IPURPOSE OF TRUST

Trust is organized pursuant to Section 501 (c)(19) of the Internal Revenue Code of 1986 and shall be operated exclusively for the sole purpose of receiving, holding and investing assets and property received for the Settlor, and such other individual or entities who may

contribute assets and property, and distributing the income there from only to Richland Post No. 6, The American Legion, DEPARTMENT OF SOUTH CAROLINA (hereinafter referred to as the “Beneficiary”) in accordance with the terms of this Trust to be used by the Beneficiary solely for the tax-exempt purposes set forth in the Beneficiary’s Charter

and By-Laws and in Treasury Regulation Section 1.501(c)(19)-1(c). Notwithstanding any other provision of this Trust, no part of the net earnings of this Trust, in whole or in part, shall inure to the benefit of any private shareholder or member or the Beneficiary, and no

part of the activities of this Trust shall consist of carrying on propaganda, or otherwise attempting, to influence legislation, or of participating, in, or intervening in (including the publication or distribution of statements) any political campaign on behalf of any candidate for the public office. Notwithstanding any other provision of this Trust, this

Trust shall not conduct or carry on any activities that are not permitted to be conducted or carried on by an organization which is tax exempt pursuant to Section 501(c)(19) of the Internal Revenue Code of 1986 and any other applicable legislation and regulation as

they now exist or may hereafter be amended.

ARTICLE IINAME OF TRUST

The name of this Trust shall be the RICHLAND POST NO. 6 FOUNDATION, and so far as practicable the Trustee shall conduct the activities of the Trust in that name.

ARTICLE IIITRUST FUND

The Settlor, upon receipt by the Settlor, shall transfer to the Trustee all principal and interest received by the Settlor from the sale of the Legion Lake property. The Trustee,

may, in its discretion, receive other donation from the Settlor or from any other source in cash, or in other property acceptable to it. All donation so received shall be held,

managed and administered by the Trustee pursuant to the terms of this Trust. All income from the donations shall be paid out by the Trustee pursuant to the terms of this Trust and only for the purposes of this Trust. The Trustee may accept donations which restrict their uses and purposes and limit the time, manner and amount or other terms of distributions, provided such restriction and limitations comply with the uses and purposes set forth in

Article I and IV and with all other provisions of this Trust.

ARTICLE IVDISTRIBUTION OF INCOME

The Trustee shall distribute the trust income only to the Beneficiary in such amounts and at such time as the Trustee in its sole discretion shall determine to be used by the

Beneficiary in furtherance of its tax-exempt purposes as set forth in its Charter and By-Laws and as set forth in Treasury Regulation Section 1.501(c)(19)-1(e)(2) and (3). Any

income not distributed at the end of a Trust fiscal year shall be accumulated and added to the corpus.

ARTICLE VDISTIBUTION OF CORPUS

The corpus of this Trust shall not be encroached upon or distributed except as provided herein. The Trustee may distribute such amounts of corpus to the Beneficiary as it

determines, in its sole discretion, to be absolutely and unconditionally necessary to fulfill the tax-exempt purposes of the Beneficiary when the Trustee has determined, in its sole

discretion, that the income of the Trust and the other sources of income of the Beneficiary are manifestly insufficient. The Trustee shall construe this Article V in a strict manner. It

is not intended by the Settlor that the corpus of the Trust be regularly or periodically encroached upon; rather, the corpus is to be made available to the Beneficiary only in

exceptional and unusual circumstances.

The corpus of this Trust shall only be distributed to the Beneficiary. All distribution of corpus shall comply with Treasury Regulation Section 1.501(c)(19)-1(e)(2).

ARTICLE VIACTION OF TRUSTEE

Section 1. Number and Selection. The Trustee shall act and be governed by a Board of Directors consisting of eight (8) members of the Settlor. four (4) Directors shall be non-voting, and four (4) shall be voting Directors. The Board shall have responsibility for all activities of the Trust. The non-voting Board members shall consist of the Settlor’s Commander, First Vice-Commander, its immediate past Commander and its Adjutant. The four (4) voting Board Members shall be at-large members of the Settlor. Each at-large Director shall be elected by a majority vote of Settlor members at the May meeting of the Settlor as provided in its Charter and By-Laws; provided, however, that the initial at-large Directors may be elected at a regular or special meeting of the Settlor called for the purpose to serve such interim term as shall be determined at said regular or special meeting. Their successors shall be elected at the following May meeting of the Settlor. At the initial election of the at-large Board members to serve a full term of service, the four (4) at-large Directors shall be elected for the following terms: one (1)

shall be elected to serve (1) one year, one (1) to serve (2) years, one (1) to serve three (3) years, and one (1) to serve four (4) years. At each subsequent election, the at-large Directors shall be elected to serve a full four (4) year term. All members of the Board of Directors must be active members of the Settlor. In the election of Directors, the Executive Committee of the Settlor shall act as a nominating committee and shall nominate one (1) candidate for each director position to be filled at any meeting called for that purpose of using the following schedule.

The Executive Committee shall make its formal report to the Trustee at the April meeting, with the Post Commander calling for additional nomination from the floor. Nominations will be officially closed at this time. Directors will be elected at the May meeting, will be installed at the June meeting and will assume office on July 1st. Except as hereinabove provided, all elections shall be conducted in conformity with the Charter and By-Laws as then duly adopted by the Settlor.

Section 2. Meetings. The Board of Directors shall meet at least once every four (4) months at such time and place, as it shall designate. A special meeting of the Board may be called at any time by the President of the Board and shall be called by him upon the request of two (2) Directors. Notice of any and all meetings shall be give to the members of the Board personally or by mail, telephone or telegram at least seven (7) days prior to the date of the meeting. Notice of such meeting may be waived in writing or by telegram. Attendance at any meeting shall constitute waiver of notice of such meeting.

Section 3. Quorum and Voting. At all meetings of the Board of Directors, a majority of the Directors then in office shall be necessary to constitute a quorum for the transaction of business. The act of a majority of the Directors present at a duly constituted meeting at which a quorum is present shall be the act of the Board of Directors. The Directors present at a meeting may not continue to do business in the event of the withdrawal of enough Directors to leave less that a quorum, but may adjourn the meeting from time to time until a quorum shall be present. Notice of such adjournment shall be given to any directors who were not present, and unless announced at the meeting to the other Directors. At any meeting of the Board of Directors, each Director shall be entitled to one (1) vote on any issue. Such vote must be cast personally by each Director without benefit of proxy.

Section 4. Term and Compensation. After the initial election of Board members, each Director shall be elected to one (1) and four (4) year term and shall serve until his successor has been duly elected and qualified. A newly elected Director shall assume office on July 1st, and his or her four (4) year term shall be measured on the basis of four (4) calendar years from that date. No Director may serve more than one (1) term consecutively. A former Director may, however, be re-elected to the Board after his or her absence for the Board for a period of one (1) year. The terms of the Directors shall be staggered as provided in Section 1 of this Article. Each Director shall serve without

compensation for service in such office. Nothing in this Section shall preclude payment of expenses incurred by Directors in carrying out the business of the Trust.

Section 5. Resignation, Removal and Vacancies. Any director may resign his position at any time. The membership of the Settlor may remove a Director, with or without cause, at any time by majority vote at a duly constituted meeting of the Settlor. If any vacancies occur in the voting Director, the Executive Committee of the Settlor shall, by majority vote, chose a successor or successors and the Director(s) so chosen shall hold office until the next annual meeting of the Settlor for the election of Directors and until their successors have been elected and qualified. If any vacancies occur in the non-voting Directors, the Executive Committee of the Settlor shall, by majority vote, choose a successor or successors, and the Director (s) so chosen shall hold office until the next election for the position(s) which the resigning or removed non-voting Director(s) held in the Settlor. In the even that the Executive Committee shall be unable by majority vote to fill either such vacancy within thirty (30) days of the occurrence thereof, the Commander and Adjutant of the Settlor shall call a meeting of the membership of Settlor to fill such vacancy. Any increase or decrease in the number of Directors shall be determined only by a majority vote of members of the Settlor at any duly called meeting. In the event of an increase in the number of Directors, the Directors (s) to fill the increase shall be nominated and voted upon at the same meeting. Any decrease in the number of Directors shall become effective as the next term (s) expire.

Section 6. Conduct and Indemnification of Directors. No Director shall be liable to the Trust for any loss or damage suffered by it on account of any action taken or omitted to be taken by such Director in good faith, if such Director exercised or used the same degree of care and skill as a prudent person would have exercised or used in the circumstances in the conduct of his own affairs, or relied upon the advice of any accountant, agent, counsel or custodian selected by the Board. Each Director shall be fully protected in acting upon any instrument, certificate or paper, believed by him to be genuine and to be signed or presented by the proper person or persons. No Director shall be under any duty to make any investigation or inquiry as to any statement contained in any such writing but may accept the same as conclusive evidence of the truth and accuracy of the statements therein contained.

The Trust shall indemnify any Director or Former Director of the Trust for expenses actually and necessarily incurred by him in connection with the defense of any action, suit or proceeding in to matters with respect to which he shall be adjudged liable for gross negligence or willful misconduct in the performance or his duties as such Director. The Trust may also reimburse any such Director for a reasonable cost of the settlement of any action, suit or proceeding, if it shall be found, by a majority of the disinterested members of the Board of Directors, that such settlement was made in the best interested of the Trust and that such Director was not guilty of gross negligence or willful misconduct in the performance of his duties as a Director.

ARTICLE VIIACTION OF BOARD OF DIRECTORS

Section 1. Officers. The Board shall elect a President, a Vice-President, a Secretary and a Treasurer and such other assistant or subordinate officers as the Board of Directors shall deem necessary to manage the day-to-day affairs of the Trust. The President, Vice-President, Secretary and Treasurer must be a member of the Board of Directors; however, assistant or subordinate officers need not be members of the Board. Any two (20 or more offices may be held by the same person. All officers of the Trust must be active members of the Settlor.

Section 2. Election of Officers, Term and Waiver of Bond. All officers of the Trust shall be elected annually by the Board of Directors, at a meeting of the Board held within ten (10) days following each annual election of Board members. The officers shall hold office for a term of twelve (12) months. Officers shall be elected by a majority of Board members present at the meeting. The Board of Directors may waive the requirement of bond for any officer with the exception of Treasurer. Any officer elected or appointed by the Board may be removed, with or without cause, at any time by a majority of Board members present at any duly called Board meeting.

Section 3. Authority and Duties. All officers shall have such authority and perform such duties in the management of the Trust as may be provided by this Trust or as provided by the Board of Directors.

a. President and Vice-President. The President shall have general supervision over the affairs of the Trust and over the other officers; shall preside at all Director’s meetings; shall sign all written contracts of the Trust; shall perform all such other duties as are incident to his office. The President shall co-sign all checks of the Trust with the Treasurer. In the case of the absence or disability of the President, his duties shall be performed by the Vice-President. The President and Vice President shall perform such other duties as the Board of Directors may prescribe.

b. Secretary. The Secretary shall issue all notices of all Directors, meetings and shall attend and keep the minutes of the same; shall have charge of all Trust documents records and papers; shall perform all such other duties as are incident to his office; and shall attest the signature of the President or Vice-President on all written contracts of the Trust.

c. Treasurer. The Treasurer shall have the custody of all money and securities of the Trust. He shall co-sign all checks of the Trust with the President. He shall keep regular books of account and shall submit them, together with his

vouchers, receipts, records and other papers, to the Directors for their examination and approval as often as they may require; and he shall perform all such duties as are incident to his office; provided, however, that the duties of the Treasurer, including the everyday keeping of records and signing checks, may be performed by such other persons as the Board of Directors may appoint.

d. Bond. The President, Vice-President, Secretary and Treasurer fo the Trust shall have bond, in such sum and with such sureties as the Director may require, conditioned upon the faithful performance of the duties of their office.

Section 4. Conduct and Indemnification of Officers. The officers of the Trust shall enjoy the same indemnification as provided to the Directors in Section 6 of Article VI.

ARTICLE VIIIPOWERS OF TRUSTEE

In the administration of this Trust and of the Trust fund, the Trustee shall have all powers and authority necessary or available to carry out the purposes of this Trust and, without

limiting the generality of the foregoing, shall have the following powers and authority, all subject, however to the condition that no power of authority shall be exercised by the

Trustee in any manner or for any purpose whatsoever which may not be exercised by an organization which is tax exempt pursuant to Section 510(c)(19) of the Internal Revenue Code and other applicable legislation and regulations as they now exist or may hereafter

be amended;

a. To receive the income, profits, rents and proceeds of the Trust fund, and to collect and receipt for the same.

b. To purchase, subscribe for, retain, invest and reinvest in securities or other property wherever situated, and whether or not productive or of a wasting nature and without any requirements for diversification as to the kind or amount. The words “securities” or “other property” as used in the Agreement shall be deemed to include real or personal property, corporate shares, common or preferred, or any other interest in any corporation, association, investment trust, or investment company, bonds, notes debentures, or other evidences of indebtedness or ownership, secured or unsecured, even though the same may not be legal investments for a trustee under the laws applicable hereto; but securities and other property shall not be deemed to include shares or indebtedness of the Settlor unless the same is donated to this Trust.

c. To sell for cash or on credit, convert, redeem, exchange for other securities or other property, or otherwise dispose of any securities or property at any time held by it.

d. To alter, repair, improve, erect buildings upon, demolish, manage, partition, mortgage, lease, exchange, grant options to lease or to buy, and sell or dispose of, at public or private sale, and upon such conditions and such terms as to cash and credit as it may deem advisable, real property owned by the Trust.

e. To pay all administration expenses of this Trust and any taxes imposed upon it and to settle, compromise, or submit to arbitration, any claims, mortgages, debts, or damages, due or owing to or from this Trust, to commence to defend suits or legal proceedings, and to represent this Trust in all suits or legal proceedings.

f. To exercise any conversion privilege or subscription right available in connection with any securities or another property at any time held by it; to consent to the reorganization, consolidation, merger, or readjustment of the finances of any corporation, company, or association or to the sale, mortgage, pledge, or lease of the property of any corporation, company or association any of the securities of which may at any time be held by it and to do any act with reference thereto, including the exercise of options, the making of agreements and the payment of expenses, assessments, or subscriptions which may be deemed necessary or advisable in connection therewith, and to hold and retain any securities or other property which it may so acquire.

g. To voter personally, or by general or limited proxy, any shares of stock which may be held by it at any time, and similarly to exercise personally or by general or by limited power of attorney, any right appurtenant to any securities or other property held by it at any time.

h. To borrow and loan money in such amounts and upon such terms and conditions as shall be deemed advisable or proper to carry out the purposes of this Trust, to pledge any securities or other property for the repayment of any loan received and to take a mortgage or other security interest in real or personal property to secure the repayment of any loan made.

i. To hold part of the Trust fund uninvested in such banks, trust companies or other depositories as my be selected.

j. To employ suitable accountants, agents, counsel and custodians and to pay their reasonable expenses and compensation, and to require that the books and records of the Trust shall be audited annually by an independent accounting firm selected by the Board of Directors.

k. To register any securities held by it hereunder in its own name, or to the extent permitted by law, in the name of a nominee with or without the addition of words indicating that such securities unregistered or in bearer form.

l. To make, execute and deliver all instruments necessary or proper for the accomplishment of the purpose of this Trust or of any of the foregoing powers, including deeds, bills of sale, transfers, leases, mortgages, security agreements, assignments, conveyances, contracts, purchase agreements, waivers, releases and settlements.

m. Any other provisions of this agreement notwithstanding, the Trustee shall not engage in any act of self-dealing as defined in Section 4941(d) of the Internal Revenue code of 1986, or corresponding provisions of any subsequent federal tax Federal laws; nor retain any excess business holdings as defined in Section 4943(c) of the Internal Revenue Code of 1986, ore corresponding provisions of any subsequent tax laws; nor make any investments in such manner as to incur tax liability under any subsequent federal tax laws; nor otherwise engage in any which may jeopardize the tax-exempt status of the Trust or the Settlor under the Internal Revenue Code of 1986. or any subsequent federal tax laws.

ARTICLE IXACCOUNTS BY TRUSTEE

The Trustee shall render accounts of its transactions to the Settlor at least quarterly, and the Settlor may approve such accounts by an instrument in writing delivered to the Trustee. In the absence of the filing in writing with the Trustee by the Settlor of exceptions or objections to any such account within 60 days, the Settlor shall be deemed to have approved such account; and in such case or upon the written approval of the Settlor of any such account, the Trustee shall be released, relieved and discharged with respect to all matters and things set forth in such account as though such account had been settled by the decree of a court of competent jurisdiction. No person other than the Settlor may require an accounting or bring any action against the Trustee with respect to this Trust. The Trustee may at any time initiate legal action or proceedings for the settlement of its accounts and, except as otherwise required by law, the only necessary party defendant to any such action or proceeding shall be the Settlor.

ARTICLE XAMENDMENT

The power to amend, alter or repeal all or any part of this Trust shall be vested in the membership of the Settlor. The alteration, repeal or amendment of this TRUST shall be accomplished by a majority of the membership of the Settlor at any duly called meeting at which a quorum is present. Provided, that the proposed amendment shall have been submitted in writing and read at the next preceding regular meeting of the Settlor, and provided further, that written notice amendment is to be voted upon, notifying said members that at such meeting a proposal to amend the By-Laws is to be voted upon. This Trust may be amended or modified from time to time whenever necessary or advisable for the more convenient or efficient administration of this Trust or to enable the Trustee to carry out the purpose of this Trust more effectively, but no such amendment or modifications shall alter the intention of the Settlor that this Trust be operated exclusively for the purposes set forth in Article I and in a manner which shall make this trust tax exempt under Section 501(c)(19) of the Internal Revenue code and other applicable

legislation and regulations as they now exist or as they may hereafter be amended. Every amendment or modification of this agreement shall be made in writing.

ARTICLE XIIRREVOCABILITY AND TERMINATION

This Trust shall be irrevocable but may be terminated at any time by action of the majority of the members of the Settlor at any duly called meeting at which a quorum is present. Upon any such termination, the Trustee shall promptly distribute the entire Trust fund to the Settlor. If the Settlor is not in existence, the Trust fund shall be distributed pursuant to the By-Laws and Constitution of the Settlor as its By-Laws and Constitution last existed; provided however that any such distribution must be to an organization exempt from tax under Section 501(a) of the Internal Revenue Code or to the Federal government or to a State or local government for a public purpose or to an organization which, in the judgment of a court of competent jurisdiction, has been determined as an organization which would use the property in a manner that would best accomplish the general purposes set forth under Article I.

ARTICLE XIISPENDTHRIFT PROVISION

Except as otherwise may be provided herein, all payments of the Corpus and income payable, or to become payable to the Beneficiary shall not be subject to anticipation, assignment, pledge, sale or transfer in any manner, nor shall such corpus and income, while in the possession of the Trustee, be liable for, or subject to the debts, contracts, obligations, liabilities or torts of the Beneficiary.

ARTICLE XII SITUS

This Trust is executed and delivered in the State of South Carolina, the situs shall be in that state, and it shall be governed by, and construed and administered in accordance with the laws of that state.

ARTICLE XIV ACCEPTANCE OF TRUST

The Trustee does hereby accept this Trust and undertake to hold, manage, and administer the Trust fund in accordance with the terms of this Agreement.

ARTICLE XV FISCAL YEAR

The fiscal year of the Trust shall begin on July 1 of each year and end on June 30 of each succeeding year.