ARTICLE I - NAME
The name of this
organization shall be the Ship Operations Cooperative Program, the official
abbreviation and the term "SOCP" shall be construed to mean the Ship
Operations Cooperative Program.
The SOCP may also be
referred to as the "Cooperative."
ARTICLE II - PURPOSE
The purpose of the
SOCP shall be to provide a non-profit organization, of maritime industry
professionals, that promotes beneficial innovations in ship and other maritime operations
through the identification, development, and application of new methods, tools,
ARTICLE III - OBJECTIVES
The objectives are to
improve the safety, productivity, efficiency, security, and environmental performance
of U.S. vessel operations. Activities of the SOCP include:
Section 1. Bringing together on a regular basis
representatives from U.S. based maritime organizations (including commercial,
governmental, educational, labor unions, research, and classification societies
or other invited organizations) which are involved in, or provide support for,
the design, construction, operation, management, maintenance, or repair of
Section 2. Facilitating dialog with U.S. maritime
partners representing business, government, education and labor to determine
common problems and interests among the Cooperative's members to improve
maritime efficiencies and effectiveness.
Section 3. Making recommendations concerning
cooperative actions, which might be undertaken to resolve these problems by
implementing applicable research, technology or training initiatives and
Section 4. Developing and implementing SOCP membership
approved plans for the performance of projects to benefit SOCP members and the
U.S. maritime industry. These projects may include, but are not limited to:
A. Product - research,
development, testing and/or evaluation.
Maritime Education/Training (K-12, Maritime Academies, Union Programs) - linkages with
Industry/government partners to foster the U.S. maritime workforce.
C. Maritime Industry and SOCP Awareness and
Section 5. Making recommendations to regulatory agencies
and standards organizations in the interest of maritime safety and
environmental protection based on its collective knowledge and/or the results
of SOCP projects.
ARTICLE IV - ORGANIZATIONAL STRUCTURE
Section 1. The Ship Operations Cooperative Program shall
be governed by the Cooperative Agreement, Bylaws, Code of Membership and such
other documents as the Cooperative may make consistent therewith.
Section 2. The governing body of the Cooperative shall
be the Members of the Cooperative, except that the Cooperative shall elect as
spokespersons and for oversight, a President, a Vice-President, Secretary and
Treasurer. The Vice President may serve as Secretary and Treasurer per
Section 3(B). In addition, an Operations Committee shall be elected to
guide the day-to-day operations of the Cooperative and to support the President
and Vice-President. Employees of United States Government agencies that support
and participate in Cooperative activities will not act in any oversight role.
Section 3. The structure of the Cooperative shall be as
A. President - The President will have overall responsibility for all aspects
of the Cooperative's operations.
1. The President will
act on the Cooperative's behalf and provide direction on all matters concerning
2. The President shall preside over the Operations Committee.
B. Vice-President - The Vice-President will assist the President in the performance
of his/her duties and will act as President when he/she is not available. The Vice-President will hold the offices of
Secretary and Treasurer when these offices are not filled.
C. Secretary - The Secretary shall verify that all organizational records are
properly maintained and submitted to government bodies, as required, by the
Program Administrator. The Secretary, after Cooperative approval has been
obtained, shall attest to all leases, contracts, and such other papers as are
required by the Cooperative.
D. Treasurer - The Treasurer shall be responsible for keeping and maintaining
all financial records and all other papers concerning the finances of the
Cooperative. The Treasurer shall prepare or oversee the preparation of financial
reports in accordance with all governing rules, regulations and laws. Collect
member dues and maintain records of payments and delinquencies. The Treasurer
shall establish and maintain the procedure for disbursement of funds, and
collection and control over revenue. The Treasurer shall be responsible
for insuring compliance with all tax authority agencies, including the filing
of returns and reports as required by those agencies.
E. Banker – Presidential
Appointment of an SOCP Banker from the membership. The Banker shall be responsible for the
operation and signatory authority over SOCP bank accounts. The Banker will be responsible to the
Treasurer who shall establish and maintain the procedure for disbursement of
funds, and collection and control over revenue.
F. Operations Committee Representatives - The Operations Committee will, in addition
to the President and Vice-President, be comprised of five (5) elected
representatives and the previous President who will be invited to participate
as a committee member.
1. The Operations
Committee shall assist the President as needed in the daily operations of the
2. The Operations
Committee shall be responsible:
(a) for oversight
and coordinating cooperative technical projects and reports with the SOCP
Program Administrator ensuring projects and Project Executives are delivering
products that benefit the members.
(b) for oversight and
coordination of marketing of the Cooperative to prospective members in
coordination with the SOCP Program Administrator. This includes the
maintenance and implementation of the SOCP Marketing Plan.
(c) for identifying areas
where membership needs to be strengthened and opportunities for obtaining new
members; for coordinating membership recruitment efforts by members with
the SOCP Program Administrator and providing tracking for these efforts.
Section 4. Members of the Cooperative
shall have the authority to:
A. Revoke the
membership of any Member who does not fulfill its obligation or fails to follow
the Code of Membership.
B. Approve the
acceptance of new members.
C. Reinstate a
policy decisions concerning the operation and management of the Cooperative.
the financial program for the program year.
F. Act upon
bylaws, amendments, resolutions and new business items.
G. Set all
the technical program for the year.
I. Retain a
Section 5. Technical Teams shall:
A. Be led by a
Project Executive who is a Member or designee.
initiatives undertaken by the SOCP.
the implementation of projects undertaken by the SOCP.
Section 6. Program Administration shall:
A. Coordinate all activities necessary to conduct SOCP
membership meetings as directed by the President and Vice-President.
daily administrative operations of the cooperative as directed by the President
C. Provide a
central information, coordination, and dissemination service.
support services to the Project Executives during project formulation and
SOCP marketing service and support that include maintenance and implementation
of the SOCP Marketing Plan and new SOCP member recruitment.
Coordinate and facilitate production of SOCP meeting reports.
Section 7. Federal Government Liaisons
Federal employees taking part in SOCP activities do so in their official
capacities and formally
represent the interests of their agencies only. The purpose of such
participation is to serve as spokespersons for agency policies or programs. They are designated as Federal liaison to the
A. The Federal liaisons must serve as non-voting,
non-fiduciary agency representatives to the Cooperative.
The Federal Liaisons serving in this capacity must not participate in
the internal or business affairs, or fund-raising activities of the Cooperative.
For all other purposes, the Federal liaisons are subject to the Federal
ethical standards that apply to Federal employees engaged in official duty
Federal employees may participate as a Federal liaison on Government
time, use Government equipment and services, and travel on Government travel
ARTICLE V - ELECTIONS AND TERMS OF
Section 1. The term of Office shall correspond with the
calendar year, beginning on January 1st and ending on the last day of the
A. The President
shall serve a 12-month term and may be re-elected to the office of
Vice-President after one year from his or her last day as President. The President can be re-elected for one
additional consecutive 12 month term.
B. The Vice-President shall be elected for a 24-month term serving
the first 12-month term as Vice-President followed by a 12-month term as President.
In the event that the President is re-elected for one additional consecutive 12
month term the Vice-President can be re-elected for one additional consecutive
12 month term.
C. The Secretary
- shall be elected to a 12-month term and may be re-elected to additional
12-month terms without limit.
D. The Treasurer
- shall be elected to a 12-month term and may be
re-elected to additional 12-month terms without limit.
Section 2. The Operations Committee shall be elected for
a 24-month term with at least two members of the committee being elected on
alternate years. Operations Committee members may be re-elected to
additional terms without limit.
Section 3. Elections shall be held at the fall meeting
immediately prior to the beginning of each Program Year.
Section 4. Representatives of Federal Government
agencies shall not take part in Cooperative elections.
ARTICLE VI - MEMBERS
Section 1. Any organization with U.S. interests
(including commercial, governmental, educational, labor unions, research, and
classification societies or other invited organizations) which is involved in,
or provides support for, the design, construction, operation, management,
maintenance, or repair of vessels. Membership in the Cooperative shall consist
of six types, which are defined as follows:
Download Membership Types
Section 2. All members are entitled to the
products and services provided by the cooperative.
Section 3. For new Type I members joining after
July 1st of the program year, dues will be prorated to the amount of $2,500 for
that program year.
Section 4. Eligible organizations may apply to
become a Member by submitting the Membership Application to the Secretary. On
acceptance, following the payment of the appropriate Dues, the organization is
recognized as a Member of SOCP. As such the Member organization is
allowed to participate in all policy-making functions and to vote on all
matters before the Cooperative, as noted in the Table under Section 1.
Section 5. A member may, at any time, withdraw
from the SOCP and terminate all obligations under the Cooperative Agreement
upon providing thirty (30) days written-notice to the Vice-President. If a
Member withdraws prior to the end of a program-year, no part of their cash
contribution will be refundable.
ARTICLE VII - FINANCE
Section 1. Dues - All monies due as
a condition of membership shall be paid to the Cooperative as follows:
A. Continuing Members' dues shall be paid by January
1st of each year.
B. New Member dues shall be paid within 30 days
of receiving invoice.
Section 2. A Member's failure to meet its
financial obligations shall be grounds for forfeiture of membership, unless the
Cooperative provides other consideration.
Section 3. The
President and Vice-President will be allotted discretionary funds to carry out
SOCP functions as approved by the Membership. Anticipated fund expenditures
must be approved by both President and Vice-President.
ARTICLE VIII - MEETINGS AND QUORUMS
Section 1. Meetings
A. The regular meetings
of the SOCP shall be held at least two times annually during the program year
unless otherwise ordered by the President.
B. The regular meetings
shall be for the purpose of receiving reports of technical teams,
demonstrations of new technology, making budget allocations, and for any other
business that may arise.
C. The President may
call special meetings.
Section 2. Quorums
A. The Member
organizations present at a regular member meeting or responding to an interim
ballot, whose dues are current, shall constitute a quorum, provided a minimum
of 9 Type I and Type II Members are represented in person or by proxy. A
Member will be considered present if attending electronically.
Section 3. Voting
A. All major
decisions will be made by a vote of the Members of the Cooperative. All
issues requiring a vote of the Cooperative will be decided by a majority of the
B. Each Type I
and Type II member organization is entitled to one vote in all matters
requiring a vote by Members.
C. Only those
members whose dues are current will be eligible to vote.
proxy votes should be submitted in writing to the Secretary/Treasurer.
ARTICLE IX - RIGHTS IN PROPERTY
A. The SOCP shall have
rights to any and all products funded by and produced for SOCP members. A
Member may use, throughout its organization, any and all products developed by
the SOCP for its members, but may not give away, sell or cause to be sold any
product, derivative of the product or service resulting from design,
development, or funding by the Cooperative without the approval of the
B. The SOCP logo as well as
any other Trademarked identifiers are Cooperative assets. Only active members have the authority to
utilize the logo under the terms set out below.
1. Trademarks will only be
used in the manner specified by the Cooperative. Members and advertisers shall comply with the
following terms and conditions:
(a) Members and advertisers
shall use the Cooperative Trademarks solely in connection with approved Cooperative
products/events and not for any other goods and/or services.
(b) Cooperative's name and logo
shall appear on any products or related materials where such product was
produced through Cooperative efforts and/or is marketed by the Cooperative
unless in conflict with specific distribution agreements which take precedence
over this guideline.
(c) Members and/or advertisers
shall not combine the Cooperative Trademarks with any other trademark, trade
name, other logo, words, graphics, photos, slogans, numbers, design features,
(d) Members and advertisers
shall not use the Cooperative Trademarks in any manner that may disparage the said
Trademarks or impair the validity, scope, title or goodwill of the Cooperative.
(e) In each
publication or other item produced or caused to be produced by member or advertiser
that includes any Cooperative Trademark, It is agreed to provide a specific
trademark attribution that uses a ™ and acknowledges the Cooperative as the
owner of the trademark(s) used. Such acknowledgement shall be in a font size
customarily used and at least as large as other trademark attribution.
ARTICLE X - IMPLEMENTATION OF THE BYLAWS
The MARAD- SOCP Cooperative
Agreement is the governing document for the SOCP Bylaws and these Bylaws are in
accordance with the Agreement. However, in the unlikely event that there is a
conflict between the Cooperative Agreement and these Bylaws, the Cooperative
Agreement shall govern.
ARTICLE XI - PARLIAMENTARY AUTHORITY
Robert's Rules of
Order, current version, shall govern all matters not provided for in these
ARTICLE XII - AMENDMENT OF BYLAWS
These Bylaws may be amended
at any regular meeting of the SOCP by a majority vote of the Member
organizations present at a meeting provided that the proposed amendment has
been distributed electronically to all members at least 30 days prior to the
Revision: October 1, 2013; Approved by Members November 07, 2013