By-Laws

Whereas, a Company of Volunteer Militia that was established, raised, and commanded in 1857 by John Hunt Morgan was named the Lexington Rifles, and

Whereas, in response to the repeated treacherous usurpations by the federal government of the United States against the People of Kentucky, the Lexington Rifles committed to fight in defense of justice and liberty, and

Whereas, the Lexington Rifles was mustered into the Confederate States Army as "Morgan's Company" on October 27, 1861, later gaining renown under the sobriquet of "Morgan's Raiders", and

Whereas, Morgan’s Company was designated as Company A of the 2nd Kentucky Cavalry upon organization of that regiment by Colonel John Hunt Morgan, and

Whereas, elements of the 2nd Kentucky Cavalry fought the enemies of freedom across ten states, establishing itself as a formidable fighting force that became famous in the annals of warfare for cunning, gallantry, and valor

Now, Therefore, be it resolved that this organization shall henceforth be known as the “Lexington Rifles”, and that it may also be referred to as “Company A, 2nd Kentucky Cavalry”, or as “Morgan's Company”.

SECTION II: Motto

Whereas, the historical reliability of the book, "A History of Morgan’s Cavalry", written by Basil W. Duke, a former Lieutenant of Morgan’s Company, has been established and is recognized, and

Whereas, Chapter V of Duke's book bears reference to the motto, “Our Laws, The Commands of Our Captain”, that was prominently displayed at the entrance to the Lexington Rifles Armory located at Main and Upper Streets in Lexington, Kentucky,

Now, Therefore, be it resolved that those words and that sentiment shall be retained as the official motto.

SECTION III: Mission

The objective of this organization is to accurately portray Company A of the Second Kentucky Cavalry Regiment during the War for Southern Independence. This organization shall also be devoted to recognizing the bravery and devotion of all those Confederates who fought and sacrificed for the cause of liberty, and to honor them by reenacting in a manner and style that is authentic, professional, educational, safe, and enjoyable...

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ARTICLE II

Administration

SECTION I: Authority

The parliamentary authority to enact by-laws as foundation for the civil affairs of this organization is derived from its members. Any by-law may be adopted, revised, or deleted by 2/3 majority vote of the Company.

A. The Regulations for the Army of the Confederate States and the Articles of War, adopted by the Confederate War Department on 28 January, 1863, will govern the military affairs of this organization and nothing contrary to them will be enjoined or permitted.

SECTION II: Responsibility

All members constitute the Company and shall share responsibility for administering and managing the civil affairs of this organization. Decisions that are made by the elected Board of Directors on behalf of the Company may be overridden by a simple majority vote.

SECTION III: Board Of Directors

An elected Board of Directors shall have the duties and powers necessary to conduct the administrative affairs of the Company. The office description and responsibilities of each are as follows.

A. Chief of Staff: The chief executive officer possesses all the superintending powers and duties usually vested in the office of President, and who is authorized to act as the official representative of the Company in conducting non-military affairs with members and other persons, entities, or organizations.

1.) The Chief of Staff shall preside over non-military meetings of the Company and is responsible for preparing an agenda for all such proceedings.

2.) The Chief of Staff is empowered to authorize payment of any bill not exceeding $50 United States currency, or $850 Confederate States currency.

B. Adjutant: The assistant executive officer possesses all the superintending powers and duties usually vested in the office of Vice President, and who is empowered to assist the Chief of Staff in conducting non-military affairs of the Company.

1.) The Adjutant shall assume all responsibilities of the Chief of Staff in cases of his absence or incapacitation.

C. Company Clerk: The clerical officer possesses all the general powers and duties usually vested in the office of Secretary, and who shall maintain all non-financial records and correspondence of the Company.

1.) The Company Clerk shall notify members of the time, place, and proposed agenda of all meetings of the Company, and shall keep the minutes of all such proceedings.

2.) The Company Clerk shall register the Company for attendance at all scheduled events.

3.) The Company Clerk shall conduct all elections and act as an elections judge by keeping a list of participation points accrued by each member; issuing election ballots; and for tallying and certifying election results.

D. Paymaster: The financial officer of the Company possesses all the general powers and duties usually vested in the office of Treasurer, and who is accountable for all financial transactions of the Company.

1.) The Paymaster is responsible for the deposit of U.S. and C.S. currency, script, gold, and other valuables in the name and to the credit of the Company in such depositories as may be designated by the Board of Directors.

2.) The Paymaster is empowered to disburse Treasury funds for the payment of any bill that is owed by the Company, and to collect any debt that is owed to it.

3.) The Paymaster is responsible for presenting at the annual business meeting the operating budget of the Company, which shall estimate expected revenues and expenditures for the fiscal year.

4.) The Paymaster shall enforce any pertinent Special Orders and will investigate revenue evasion; counterfeiting; forgery; smuggling; and the distillation of illicit spirits.

SECTION III: Committees

Committees may be designated to examine issues; to make recommendations for consideration; and to take responsibility for certain services and functions of the Company. However, nothing herein shall prevent any member from individually proposing a suggestion to the membership for consideration.

A. The committees shall have an advisory role only. All decisions pertaining to committee recommendations shall come before the membership for vote.

B. Any member may suggest the formation of a committee. Multiple committees dealing with identical issues are allowed, provided they each have the required sponsorship and approval by the membership.

C. A committee will consist of 3 members, whose participation will be voluntary.

D. The Company will maintain the following standing committees:

1.) Authenticity: Provides oversight for the historical accuracy of any aspect of Company portrayals.

2.) Recruiting: Responsible for the recruitment of new members and for assisting their transition into the Company.

3.) Attendance: Responsible for determining participation requirements and to act as arbitrator in deciding any disputes thereof.

SECTION IV: Meetings

Meetings of the Company shall be held at a time and place that is convenient to the membership, and as are designated by the Board of Directors. Excluding Councils of War, the rules contained in “Robert’s Rules of Order, Newly Revised” shall govern the parliamentary procedure of these meetings.

A. Annual Business Meeting: The annual business meeting of the Company shall be held within the first ninety days of each calendar year, with at least thirty days notice being given.

B. Special Meeting: Special meetings may be called by the Chief of Staff to discuss and vote on important issues. Such meetings may occur with at least five days advance notice being given, stating the purpose thereof. No other business shall be conducted at a special meeting unless by consent of a majority of members in attendance.

C. Council of War: Councils of War may be called by military staff members and are not subject to the requirements of this section. No advance notice of such meetings need be given, but the presiding military member shall make available a report of all such meetings.

D. Order of Business: The order of business at all meetings shall be as follows:

1.) Call to Order

2.) Minutes

3.) Reports

4.) Old Business

5.) New Business

6.) Adjournment

SECTION V: Financial Affairs

The Company shall operate on an approved budget during the fiscal year, which will run concurrently with each calendar year. No revenue is to be collected from the levy of any dues, imposts, or fees without approval by the members.

A. Dues: To ensure that the Company operates without deficit, membership dues may be assessed to finance and support the approved operating budget of the Company.

B. Imposts: Imposts may be levied to pay for special needs that are not listed in the annual budget and may be time and/or need specific. Such needs may include, but not be limited to, the purchase of ammunition, equipment, and provisions.

C. Commutation Fee: To equalize individual contributions to the Treasury, a commutation fee may be levied in lieu of participation at scheduled fund raising events.

SECTION VI: Special Orders

Procedures for governing the efficient operation of the Company may be written in the form of Special Orders, which may be adopted and changed by simple majority vote of the members. Due to the flexible nature of these procedures, the Special Orders are not included in these By-Laws.

SECTION VII: Discipline

In the interest of preserving order and maintaining discipline, a procedural system will be used to enforce Company laws and to administer justice with decorum. Nothing in this Section shall preclude the military staff from invoking and/or imposing martial law in accordance with the Regulations for the Army of the Confederate States, where applicable.

A. Indictment: A complaint alleging violation of any By-Law or Special Order of the Company by a member may be brought forth only by a fellow member. Such charge will be filed with the Company Clerk, bearing an account of the alleged violation.

B. Hearing: A formal hearing of the complaint against an indicted member will be conducted by the Chief of Staff, who will call a special meeting of the Company for the purpose of presenting evidence, during which the defendant will have the right to confront his accuser and to speak on his own behalf.

C. Verdict: Disposition of the charge will rest solely upon the discretion of the members hearing the case. A secret ballot will be conducted following deliberation to decide the guilt or acquittal of the accused.

D. Sentencing: Upon finding of guilt, punishment will be imposed upon deliberation, and at the discretion, of the members.

SECTION VIII: Dissolution

The organization may dissolve and terminate its affairs through adoption of a resolution at a properly convened meeting of the Company, whereby the resolution will be decided by vote of the members.

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ARTICLE III

Elections & Voting

SECTION I: Voting Rights

Members shall have the privilege of voting for the Board of Directors, Military Staff, Event Schedule, Committee recommendations, and other deliberative issues.

A. Frequency: Voting shall be conducted at each annual business meeting, or at special meetings convened by the Chief of Staff.

B. Eligibility: All members whose membership rights and privileges are not suspended are eligible to vote. However, only military members may vote for military staff positions.

C. Procedures: Two procedural voting systems will be utilized.

1.) Elections to office and the selection of an event schedule shall be decided by secret ballot using a weighted voting system.

2.) Deliberative issues shall be decided by voice vote, show of hands, or secret ballot.

D. Points: Points used for the weighted voting system will be accrued by members according to the following scale.

1.) One (1) point will be earned for each day's participation at any Company event.

2.) One (1) bonus point will be awarded for participation at the annual business meeting; at each fund raising event; and/or on consecutive days of a multi-day Company event.

SECTION II: Election Rules

A democratic system of elections will be the process by which administrative offices and military staff positions are filled, and by which an event schedule is chosen.

A. Ballots: In cases of weighted voting, a secret ballot using the number of points earned by an individual will be used. An eligible member may split the points by assigning all, some, or none of the points in making a selection.

B. Proxies: Upon advance request, the Company will issue a proxy empowering a member to act on behalf of another. The proxy is valid only during the meeting for which it is issued.

C. Offices: Each vacant elected office will be voted upon in descending order from the highest to the lowest by separate ballot using the weighted voting system.

1.) All members in good standing who have attended at least fifty percent of the previous year's events are eligible to hold office. However, only military members are eligible for military staff positions.

2.) Elected officials shall serve a term in office for one year, with no term limits.

D. Schedule: An official event schedule for the calendar year will be chosen from a list of nominations.

1.) Any member may nominate an unlimited number of events for consideration.

2.) A final list of nominated events will be voted upon by the eligible members present. The order in which an event is placed on the election ballot will determine the number of points to be used as a multiplier. .

ARTICLE IV

Membership

SECTION I: Eligibility

Membership is open to all persons over the conscription age of 16 who subscribe to the tenets of this organization. Those under the age of 18 must have the consent of a parent or guardian.

A. Males: All males over the conscription age of 16 will portray soldiers of the Confederate cavalry. Civilian portrayals by males above the age of conscription are not permitted.

B. Females: Since the Company represents a military organization of the 19th-century, military portrayals by females are not permitted.

1.) Membership by females is limited to married wives whose husbands are members, and such status will run concurrently with that of their husbands.

2.) Nothing in this section is meant to preclude or discourage the association of unmarried females with this organization. However, unmarried females are not eligible for membership status.

SECTION II: Types

There are two types of membership. The definition and description of each is as follows.

A. Inducted: Person who has been officially accepted as a member by vote of the Company for having met all the requirements of membership as are set forth in this Article, and possessing all the rights and privileges thereof.

B. Honorary: Non-inducted person who has been officially designated by vote of the Company for having provided such important support to the organization that they are deserving of membership status, but possessing none of the rights and privileges thereof.

SECTION III: Requirements

Each member must be able to demonstrate a level of authenticity, knowledge, skill and safety in their historical portrayal that would assist the Company in satisfying its mission statement. Membership is decided by vote of the Company.

A. Induction may be considered following submission of Confederate Army enlistment papers, and after demonstration of having met all the requirements set forth in this Article.

B. A recruit must earn a minimum of 12 points within 12 consecutive months.

C. Recruit requirements may be waived in considering reinstatement of a former member.

SECTION IV: Allegiance

Members are prohibited from engaging in activities and/or behavior that would conflict with the interests of this organization.

A. Conflict of interest is defined as:

1.) Service in support of the United States government, specifically during the 36th, 37th, 38th, & 39th Sessions of the U. S. Congress convened respectively from 3 December 1860 to 28 July 1866; a practice commonly referred to as "galvanizing".

2.) Unauthorized service to another Confederate organization that is operating concurrently at a scheduled event.

3.) Membership or affiliation in any organization that would threaten to impugn or otherwise denigrate the good name and reputation of the Company or the Confederate States of America.

B. Nothing in this section is meant to prohibit service in support of the United States government during any other Sessions of Congress.

C. Nothing in this section is meant to prohibit service to other Confederate organizations at the direction of the Company military commander or under circumstances whereby the Company is militarily unviable.

D. Nothing in this section is meant to prohibit members from providing service to other reenacting organizations at events other than those at which the Company is operating.

SECTION V: Suspension

A member’s rights and privileges may be suspended automatically or through action by the Company as is herein provided and defined in this Section.

A. Suspension may occur by vote of the members for the following reasons:

1.) Digression from these By-Laws and/or Special Orders of the Company.

2.) Non-return of property owned by the Company.

3.) For character and/or conduct unbecoming a member of polite society in the antebellum South.

B. Suspension will occur automatically when debt to the Company is in arrears, and will not be reinstated unless payment is made or the obligation is forgiven.

SECTION VI: Termination

Membership may be terminated through resignation or by expulsion.

A. Resignation: A member may resign by tendering notice to any member of the Board of Directors.

B. Expulsion: A member may be expelled for not adhering to the tenets of this organization.

1.) Grounds for expulsion include egregious violations of these By-Laws and/or Special Orders of the Company, and for character and/or conduct unbecoming a member of polite society in the antebellum South.

2.) Expulsions are to be performed by vote of the members in accordance with the disciplinary procedures that are set forth in these by-laws.

ARTICLE V

Military Organization