In October 1992, a workshop, lead by the Maritime Administration, was held for the U.S. shipping industry and selected Government organizations to explore interest in the concept of cost-shared cooperative research programs to provide industry-wide research and development for technological innovations that would provide high quality service for customers while minimizing operating costs and maximizing ship safety and reliability.
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 promote beneficial innovations in ship operations through the identification, development, and application of new methods, tools, and technologies.
ARTICLE 111
OBJECTIVES
The objectives are to improve the safety, competitiveness, productivity, efficiency, security, and environmental responsiveness of U.S. vessel operations. Activities of the SOCP include:
Section 1. Bringing together on a regular basis representatives from U.S. based 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 vessels.
Section 2. Determining common problems and interests among the Cooperative's members
Section 3. Making recommendations concerning cooperative actions, which might be undertaken to resolve these problems by implementing applicable technology or training initiatives.
Section 4. Developing and implementing plans for the performance of individual projects which are approved by the membership.
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 AND AUTHORITIES
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. 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.
Section 3. The structure of the Cooperative shall be as follows:
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 the program.
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.
C. Secretary - The Secretary shall be responsible for keeping minutes of meetings, and maintaining other organizational records and documents. The Secretary shall maintain the Membership roster. The Secretary shall maintain records of all member votes for all organizational positions. The Secretary 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, signatory authority over bank accounts 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. 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 Cooperative.
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 Member.
D. Make policy decisions concerning the operation and management of the Cooperative.
E. Approve the financial program for the program year.
F. Act upon bylaws, amendments, resolutions and new business items.
G. Set all fees.
H. Determine the technical program for the year.
I. Retain a Program Administrator.
J. Establish Technical Teams
Section 5. Technical Teams shall:
A. Be led by a Project Executive who is a Member or designee.
B. Support initiatives undertaken by the SOCP.
C. Direct 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.
B. Coordinate daily administrative operations of the cooperative as directed by the President and Vice-President.
C. Provide a central information, coordination, and dissemination service.
D. Provide support services to the Project Executives during project formulation and execution.
E. Provide SOCP marketing service and support that include maintenance and implementation of the SOCP Marketing Plan and new SOCP member recruitment.
F. Coordinate and facilitate production of SOCP meeting reports.
ARTICLE V
ELECTIONS AND TERMS OF OFFICE
Section 1. The term of Office shall correspond with the calendar year, beginning on January 1st and ending on the last day of the calendar year.
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 last day as President.
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.
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 4. 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.
Section 5. Elections shall be held at the fall meeting immediately prior to the beginning of each Program Year.
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 five types, which are defined as follows:
Membership Types and Benefits are as follows:
| Type |
Description |
Annual Contribution |
Voting Rights |
Participate in Meetings & Working Groups |
SOCP Products @ Discounted prices |
| Type I |
All US based organizations that have been accepted by a quorum of SOCP Type I and II members. |
$5,000 (five thousand dollars). |
Yes |
Yes |
Yes.At cost for reproduction plus shipping & handling (S&H) |
| Type II |
Any US Federal or State maritime academy that has been accepted by a quorum of SOCP Type I and II members. |
$1,000 (one thousand dollars). |
Yes |
Yes |
Yes. At cost for reproduction plus shipping & handling (S&H) |
| Type III |
Any US academic institution with maritime interest that have been accepted by a quorum of SOCP Type I and II members. |
$500 (five hundred dollars). |
No |
Yes |
Yes. At cost for reproduction plus shipping & handling (S&H) |
| Type IV |
Any US based association that represents U.S. interests related to the maritime industry that has been accepted by a quorum of SOCP Type I and II members. Upon a reciprocal basis, the association shall allow SOCP representatives to participate in the association’s meetings, working groups & projects of mutual interest. |
$500 (five hundred dollars) |
No |
Yes |
Yes.25% discount from non-member pricing (plus S & H) |
| Type V |
Any international (not US based) organization / association/ academic institution /company with recognized U.S. maritime interests that has been accepted by a quorum of SOCP Type I and II members. Upon a reciprocal basis, a Type V member that is an association shall allow SOCP representatives to participate in that association’s meetings, working groups & projects of mutual interest |
$500 (five hundred dollars) |
No |
Yes |
Yes.25% discount from non-member pricing (plus S & H) |
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.
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 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 quorum.
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.
D. All proxy votes should be submitted in writing to the Secretary/Treasurer
ARTICLE IX
RIGHTS IN PROPERTY
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 Cooperative.
ARTICLE X
IMPLEMENTATION OF THE BYLAWS
The 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, newly revised shall govern all matters not provided for in these Bylaws.
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 amendment has been submitted in writing at the previous regular meeting or 30 days prior to the regular meeting.