The following are proposed ByLaws to be considered at the ANNUAL MEETING scheduled for January 25, 2026 . These changes are to document our operations and current practices, and to bring our ByLaws into compliance with US Army’s requested format for a potential chapter on Ft Drum post.
BYLAWS of the CORPORATION
I. Mission Statement
II. Organization Name and Statement of Purpose
III. General Provisions
IV. Functions, Activities, Safety and Operating Procedures
V. Membership and Dues
VI. Governance, Officers and Governing Body
VII. Duties of Officers
VIII. Meetings, Elections and Voting
IX. Standing Committees
X. Funding & Donation Sources
XI. Taxes & Governmental Accountability
XII. Insurance Coverage and Liability
XIII. Prohibitions & Statement of Non-Discrimination
XIV. Dissolution
I. Mission Statement
Our mission is to honor to the soldiers who served as Ski Troopers and Mountaineers in WW II, and to honor all who served with them. We will keep their memory alive in the eyes of the public by presenting an accurate, educational and informative display whenever possible. We will assist others in their research about these soldiers.
II. Organization Name and Statement of Purpose
The organization shall be known at the Tenth Mountain Division Living History Display Group, Inc. (D.B.A. Tenth Mountain Living History)
The purpose of this organization is:
- to promote and foster the education of the public regarding the history and contributions of the 10 th Mountain Division in WW II through the Living History format.
- to encourage communications amongst members by collecting, distributing, and
publishing information about all aspects of the Division. - to develop and maintain a library and database for the use of members and other
interested parties in creating an accurate Living History portrayal. - to identify and preserve the historical artifacts, traditions and histories of those who served
in or with the Division - to bring members together at periodic gatherings to share information about the Division.
to support the activities of the veterans of the Division in regards to other education and
preservation efforts, including but not limited to the 10 th Mountain Division Resource
Center, the Denver Public Library and the Colorado Historical Society.
I!I. General Provisions
The Corporation elects to be governed by all provisions of the Colorado Nonprofit Corporation Act not otherwise applicable to it under of the Colorado Corporations Code. The governing body shall be the Board of Directors, elected by the membership of the Corporation in an annual meeting held in the first quarter of each calendar year. The term of office of each member of the Board shall be 3 years, unless otherwise specified and approved by the membership.
IV. Functions, Activities, Safety and Operating Procedures
The primary function of the organization is to provide “Living History” formatted historical displays to educate the general public and it’s members of the artifacts, history and traditions of the WWII 10 th Mountain Division soldiers and related units. This may include participation in battle reenactments, static display, historical research, consultation, educational programming, social engagement, museum work or any other related activity deemed relevant by the members of the organization.
The members and officers shall establish safety and operating procedures as needed to ensure safe interaction with the general public, in recognition that activities may involve interaction with firearms, light and heavy equipment and machinery, motor vehicles, strenuous activity, inclement weather and other environmental hazards. In all cases, individual and group safety shall be a paramount concern.
As a portion of the display involves the display of weapons of war, every reasonable safety
precaution must be followed. Along those lines, a manual of safe practices shall be created and maintained for member’s use. Deliberate violation of these established practices may result in disciplinary action by vote of the Executive Committee, up to and including legal action and revocation of membership.
In matters of public appearances, members shall strive to appear in a proper military manner, including articles of dress and personal grooming, consistent with that of a WW II soldier, or if in civilian clothes, consistent with that of a civilian of that period. When in military uniform, every effort shall be made to honor and respect the dignity of the American soldier, and no action shall be taken that would dishonor the uniform not those who wore it. All appropriate military courtesies shall be given to all persons in uniform, regardless of nationality.
Along those lines, a manual of authenticity standards consistent with the period portrayed shall be created and maintained for member’s use. Deliberate consistent violation of these established standards may result in disciplinary action by vote of the Executive Committee, up to and including revocation of membership. In all manners of authenticity, the Board of Directors shall have the final decision about authenticity standards and acceptability in displays.
V. Membership and Dues
Membership in the Corporation shall be open to all individuals who agree to abide by the Bylaws, the Articles of Incorporation and who maintain current dues. Membership is defined as any individual registered as a member. Such a membership shall have one vote in all membership elections. All members will have full rights and privileges. Membership may be revoked only by act of the Board of Directors after careful deliberation for deliberate actions considered not in the best interest of the Corporation. Upon revocation, any dues paid for the current year are to be refunded. Any member may resign without recourse at any time.
Membership dues shall be set at $30.00 per person per year, or $40.00 for a family membership, unless dues are waived by the Board of Directors for outstanding service to the organization in the previous year.
Dues may be reduced by 50% if the member(s) participate in 3 or more significant unit activities or events in the prior year. Dues are collected on a calendar year basis, with no provision for pro rata adjustment for less than full year membership, or for refund for voluntary resignation of membership. Veterans of US military service in WWII shall not be assessed membership dues.
Potential new members shall be encouraged to participate in at least one or more event as a guest prior to joining, to allow them to make a more informed decision. The Board of Directors may waive membership dues in recognition of specific service rendered.
VI. Governance, Officers and Governing Body
All members of good standing may seek election to the Officer/Board of Directors. The Board of Directors will establish all meeting dates and times. All Officers and Board of Directors shall be elected at the Annual Meeting. The normal term of office shall be three (3) years, unless otherwise stipulated by members at time of election,. Re-election for consecutive terms is permissible. Only current registered members may vote. Any proposed changes to the Articles of Incorporation or the Bylaws must be submitted for consideration 30 days in advance and can only be voted on at the Annual Meeting. Any item of business submitted must include name and signature of a registered member. Board of Directors meetings may be held at other times at the direction and discretion of the Board of Directors.
The Officers shall be the Director/President, the Assistant Director/Vice President, the
Secretary/Treasurer, Chapter Representatives as elected by each chapter of the organization, and any other positions the membership choses to serve in an officer capacity.
VII. Duties of Officers
The following lists the primary duties of the officers, as elected by the members.
Director/President Leads communication & organization efforts. Can
delegate but is responsible for all event organization, communication, new member
recruitment and organizational needs. It is expected that the President or his designate will
communicate to members at least monthly, or more frequently as needed. Determines
who maintains possession of organizational assets, and ensures proper use of those
assets. Serves as uniform and authenticity advisor. Leads annual meeting.
Assistant Director/Vice President Assists President in any assigned tasks.
Typically either the President or the Vice President should be present at each event, but
this is not required. In the event the President is unable to perform a task or duty, the Vice
President is expected to step in to perform said task or duty. Maintains an accurate list
with the assistance of the Secretary-Treasurer of organization assets, including who is in
possession of said asset. Maintains membership roster of paid, honorary and probationary
members, including email & phone. Also uniform and authenticity advisor
Secretary/Treasurer Maintains and reports on unit finances, including
income, expenses and donations. Maintains legal contacts and reports for Federal (IRS)
and State (Secretary of State) reporting annually. Functions as the legal REGISTERED
AGENT for the NFP corporation. Maintains copies of any other legal documents as
needed, including but not limited to: State Sales Tax Exempt status, Articles of
Incorporation, Bylaws, State Reporting and anything required to maintain our Good
Standing with the State of Colorado.
Chapter Representatives Maintains communication with chapter
members, including local communication and event organization, and participates in
Organization discussions and decisions remotely. Ensures compliance with Federal, State
& Local guidance, as well as in advising the other officers on important decisions.
Any other officer(s) Any other duties as requested by the
membership or Executive Committee
Upon the resignation or long-term incapacitation of any member of the Executive Committee, the remaining members of the committee shall make a temporary appointment until elections can be held.
VIII. Meetings, Elections and Voting
The only mandatory meeting shall be the Annual Meeting to be held in the first calendar quarter of the year. Other meetings may be called by any officer at any time. Informal meetings may be held at any gathering or event that the group participates in, but only the Annual Meeting shall be the venue for formal action and officer elections.
Each registered member shall have an opportunity to cast a vote on all measures up for a
membership vote. The simple majority of the Tenth Mountain Division Living History Display Group members will elect officers. All registered members are invited to nominate qualified persons for Corporation Officer. Only registered members may vote in election. Voting for the Office of “Director” and all Corporation officers will be by simple vote of all registered members. All motions, resolutions, referenda and/or other items of business properly submitted will require a simple majority vote to pass. Voting may be by a show of hands or in the case of elections to Executive Committee by a secret ballot at the discretion of the Executive committee, or by request by the majority of the members present at the Annual Meeting. Votes by proxy are permitted, with a signed letter of authorization presented at the time of the vote. Votes remotely by email, by
remote participation are expressly permitted.
IX. Standing Committees
The only standing committee shall be the elected officers, serving as the Executive Committee. Each chapter should initiate it’s own internal committee to manage chapter business, chapter finance and other relevant activities, and shall select a chapter representative to serve on the Executive Committee.
Other ad-hoc committees may be formed by the officers or members to address temporary or permanent needs of the organization, and should report their recommendations and guidance to the Executive Committee and the general membership as needed.
X. Funding and Donation Sources
Current funding consists of the following sources:
Dues (as outlined above): In the event of chapter dues, it is suggested that each chapter
retain 50% of all dues collected for local operations and events, and the balance sent in to
the Secretary/Treasurer for national operations
Corporate Support: The Tenth Mountain Division Foundation agreed to share a
designated portion of the income from the 10 th Mountain Division license plate program with this organization. Annually this provides a small operating fund to be used for meals at
events, transportation , maintenance of organization vehicles and other legitimate operating expenses. As of 2026, this is the sole primary income source.
Donations: As a 501(c)(3) Not-for-Profit, community and individual donations are
permitted and may be tax deductible. Solicitation for such donations may be controlled by
local,, state and federal law, or by event sponsors.
Appearance Fees: Select organizations may offer a monetary donation to encourage an
appearance by this organization, but as such the organization shall not set a fee or
establish a rate for such an appearance. These contributions should be considered as
Corporate Support or Donations. The organization does NOT have Appearance Fees.
The President shall authorize financial disbursements as budgeted, or in keeping with the stated objectives of the Corporation. The President is limited to unplanned expenditures not to exceed $500.00 without approval of the majority of the Board of Directors. Neither the President nor the Board of Directors are authorized to incur debt of any kind, not to enter into a financial obligation on behalf of the Corporation in excess of current net holdings without the obligation being put to the membership for a vote.
XI. Taxes and Governmental Accountability
This organization is a recognized IRS 501(c)(3) Not-for-Profit corporation (EIN 84-1571095), and tax liability is significantly limited. (see IRS determination letter). The corporation is registered in Colorado as a Charitable organization since 2003 and has maintained GOOD STANDING with the State of Colorado since that point. In addition, purchases for direct use by the organization are also determined to be exempt from Colorado sales tax (Exempt certificate 98036014). In the event that there is a tax liability, the corporation must assume all tax liability for all income and expenses as defined by relevant federal, state and local law. The corporation has no employees and has no responsibility to report wages or deductions. In all matters, accountability to follow
federal, state and local law is the responsibility of each member AND for the officers of the
corporation. In no way does the corporation accept accountability for the personal actions of the officers nor the members, but is accountable to all governmental agencies to comply with all legitimate governmental requests. In thee event
XII. Insurance Coverage & Liability
As the organization is operating as a charitable NFP, the corporation is limited in liability to a
maximum of the financial assets of the corporation. The corporation does not share that
responsibility with it’s officers. Operators of motor vehicles, equipment and other artifacts must accept personal liability for said operation, and should provide any needed coverage on personal policies as needed. In no way does the corporation accept the responsibility for the actions or inactions of it’s members. As such, the corporation does not maintain liability coverage, but may purchase coverage if required for specific venues or events.
It is expressly agreed and understood that all Officers and members working for and assisting the Corporation in achieving it’s goals and purposes, will make personal decisions and judgements that may, in hindsight, appear to be detrimental to the interests of the Corporation or individual members. It is a specific condition of membership that no member at any time, or for any reason whatsoever, shall hold any appointed or elected office of the Corporation, member of any committee, or volunteer assisting the Corporation, liable for any good faith action taken, except where:
Such action involved the commitment of a crime.
Where such action was taken to expressly cause damage to the reputation or property of
the Corporation or its members.
Where such action was taken to negligently place at personal risk any member of the
public, the Corporation or any display visitor.
Where an individual having custody of the property of the Corporation fails to deliver such
property when directed by the Executive Committee.
XIII. Prohibitions and Statement of Non-Discrimination
In keeping with the nature of the display and the Articles of Incorporation, the Corporation shall make no effort to influence legislation nor to make contributions to any political campaign, nor shall any member while on duty at any public function campaign or attempt to influence legislation, unless such legislation has a direct and lasting impact on the purpose of the organization. Unless otherwise authorized, this organization will not make use of Divisional, Regimental, Brigade or other distinctive insignia of the U.S. Army outside of it’s historic use on non-current uniforms, nor will members nor the organization represent their actions having affiliation, approval or endorsement of any aspect of the Department of Defense.
In keeping with the nature of the display and the Articles of Incorporation, the Corporation and it’s members shall not discriminate against any individual because of race, creed, color, gender, religious affiliation, sexual orientation or national origin. Deliberate violation of these established standards may result in disciplinary action by vote of the Executive Committee, up to and including legal action and revocation of membership.
XIV. Dissolution
If the organization is dissolved by vote of the members, all funds in the treasury at the time of dissolution shall be used to meet any outstanding debts, liabilities or obligations. The balance of any assets remaining and any real property and non-liquid assets will be disposed of as determined by the membership at the last annual meeting and approved by a majority vote on that date, and distributed in accordance with relevant federal and state law.
(proposed on 12-12-25 for consideration of the members)
