ARTICLE I
Name and Objects
SECTION 1. The name of the Club shall be The English Cocker Spaniel Club of America, Inc.
SECTION 2. The object of the Club shall be:
(a) to encourage and promote quality in the breeding of pure- bred English Cocker Spaniels and to do all possible to bring their natural qualities to perfection;
(b) to defne precisely the true type of the breed and to urge members and breeders to accept that Standard of the Breed as approved by The American Kennel Club as the only standard of excellence by which English Cocker Spaniels shall be judged;
(c) to do all in its power to protect and advance the interests of the breed and topromote educational activities pertaining to English Cocker Spaniels;
(d) to encourage sportsmanlike competition at dog shows, feld events, obedience trials, hunting tests and tracking tests;
(e) to conduct sanctioned matches and specialty shows, feld events, obedience trials, hunting tests, tracking tests, and other performance events under the rules of The American Kennel Club, and
(f) to encourage the organization of independent local English Cocker Spaniel Specialty Clubs in those localities where there are suffcient fanciers of the breed to meet the requirements of The American Kennel Club.
Name and Objects
SECTION 1. The name of the Club shall be The English Cocker Spaniel Club of America, Inc.
SECTION 2. The object of the Club shall be:
(a) to encourage and promote quality in the breeding of pure- bred English Cocker Spaniels and to do all possible to bring their natural qualities to perfection;
(b) to defne precisely the true type of the breed and to urge members and breeders to accept that Standard of the Breed as approved by The American Kennel Club as the only standard of excellence by which English Cocker Spaniels shall be judged;
(c) to do all in its power to protect and advance the interests of the breed and topromote educational activities pertaining to English Cocker Spaniels;
(d) to encourage sportsmanlike competition at dog shows, feld events, obedience trials, hunting tests and tracking tests;
(e) to conduct sanctioned matches and specialty shows, feld events, obedience trials, hunting tests, tracking tests, and other performance events under the rules of The American Kennel Club, and
(f) to encourage the organization of independent local English Cocker Spaniel Specialty Clubs in those localities where there are suffcient fanciers of the breed to meet the requirements of The American Kennel Club.
SECTION 3. The Club shall not be
conducted or operated for proft and no part
of any profts or remainder or residue from
dues or donations to the Club shall inure to
the beneft of any member or individual.
SECTION 4. The members of the Club shall adopt and may from time to time revise such by-laws as may be required to carry out these objects.
ARTICLE II
Membership
SECTION 1. Eligibility There shall be six (6) types of membership open to all persons who are in good standing with The American Kennel Club and who subscribe to the purposes of this Club:
(a) Regular Members Members are those persons 18 years of age or older. Regular members are required to pay dues, are entitled to vote on all material presented to the membership for a vote and are eligible to hold offce
(b) Life Members Members are persons who have been Regular Members in good standing for 30 continuous years. Life Members are not required to pay annual dues. Life Members have all the privileges of Regular Members, including voting and holding offce.
(c) Junior Members are those persons under 18 years of age. Junior Members are required to pay dues and have all the privileges of Regular Members except the right to vote. Junior Members, upon reaching their 18th birthday, automaticaly become Regular Members
SECTION 4. The members of the Club shall adopt and may from time to time revise such by-laws as may be required to carry out these objects.
ARTICLE II
Membership
SECTION 1. Eligibility There shall be six (6) types of membership open to all persons who are in good standing with The American Kennel Club and who subscribe to the purposes of this Club:
(a) Regular Members Members are those persons 18 years of age or older. Regular members are required to pay dues, are entitled to vote on all material presented to the membership for a vote and are eligible to hold offce
(b) Life Members Members are persons who have been Regular Members in good standing for 30 continuous years. Life Members are not required to pay annual dues. Life Members have all the privileges of Regular Members, including voting and holding offce.
(c) Junior Members are those persons under 18 years of age. Junior Members are required to pay dues and have all the privileges of Regular Members except the right to vote. Junior Members, upon reaching their 18th birthday, automaticaly become Regular Members
(d) Specialty Club Members are
English Cocker Spaniel Specialty
clubs whose constitution and
by-laws are not in contradiction with
the Constitution and By-Laws of this
Club. A Specialty Club Member is
required to pay dues and shall
be entitled to cast one vote on all
matters presented to the membership
for a vote.
(e) Honorary Members are those persons 18 years of age and older who the Board of Directors may elect as Honorary Members because they have rendered outstanding service to the Club or in advancing its objectives. Honorary Members need not ever have been Regular Members of this Club. Honorary Members need not pay dues and may not hold offce or vote unless they are also Regular or Life Members.
(f) Associate Members are entitled to all club privileges except voting and offce holding (offered to individuals who live outside of the club’s area; also offered to individuals who live in the club’s area but are not active).
The Board, at their discretion, may grant a membership, such as to a person who has made a signifcant contribution to the Breed and/or Club through service to the ECSCA. This member need not have completed 30 years as a Club member.
SECTION 2. Dues The amount of the annual dues shall be determined by the Board of Directors and approved by the members by vote, either by mail ballot or electronic voting in accordance with AKC policy and state law. An affrmative vote of the majority of the voting membership is required. Yearly dues shall not exceed: Regular membership $100; Associate membership $75; Junior membership $25 per year.
Dues are payable on or before the 1st day of January of each year. No member may vote whose dues are not paid for the current year. During the month of October, the Treasurer shall send each member a statement of his or her dues for the ensuing year.
(e) Honorary Members are those persons 18 years of age and older who the Board of Directors may elect as Honorary Members because they have rendered outstanding service to the Club or in advancing its objectives. Honorary Members need not ever have been Regular Members of this Club. Honorary Members need not pay dues and may not hold offce or vote unless they are also Regular or Life Members.
(f) Associate Members are entitled to all club privileges except voting and offce holding (offered to individuals who live outside of the club’s area; also offered to individuals who live in the club’s area but are not active).
The Board, at their discretion, may grant a membership, such as to a person who has made a signifcant contribution to the Breed and/or Club through service to the ECSCA. This member need not have completed 30 years as a Club member.
SECTION 2. Dues The amount of the annual dues shall be determined by the Board of Directors and approved by the members by vote, either by mail ballot or electronic voting in accordance with AKC policy and state law. An affrmative vote of the majority of the voting membership is required. Yearly dues shall not exceed: Regular membership $100; Associate membership $75; Junior membership $25 per year.
Dues are payable on or before the 1st day of January of each year. No member may vote whose dues are not paid for the current year. During the month of October, the Treasurer shall send each member a statement of his or her dues for the ensuing year.
SECTION 3. Election to Membership Each applicant for membership shall apply
on a form as approved by the Board of
Directors and which shall provide that the
applicant agrees to abide by this Constitution
and By-Laws and the rules of The American
Kennel Club. The application shall state
the name, address and occupation of the
applicant. The applicant must be proposed
by one and seconded by two Regular or Life
Members in good standing. The applicant,
proposer and seconders must be unrelated by
family ties. Accompanying the application,
the prospective member shall submit an
application fee, the amount of which shall
be determined by the Board of Directors.
Applicants may be elected at any meeting
of the Board of Directors or by ballot of the
Directors by mail. Affrmative votes of twothirds of the Directors present at a meeting of
the Board or voting by mail, shall be required
to elect an applicant. An application which
has received a negative vote by the Board of
Directors may be presented by the applicant’s
proposer or one of the applicant’s seconders at
the next Annual Meeting of the Club and the
members may elect such applicant by secret
ballot and a favorable vote of 75% of the
members present.
SECTION 4 Termination of Membership Memberships may be terminated:
(a) by resignation. Any member in good standing may resign from the Club upon written notice to the Secretary; but no member may resign when in debt to the Club. Dues obligations are considered a debt to the Club and they become incurred on the frst day of each fscal year
(b) by lapsing. A membership will be considered lapsed and automatically terminated if said member’s dues remain unpaid 30 days after the frst day of January; however, the Board may grant an additional 90 days of grace to such delinquent members in meritorious cases. In no case may a person be entitled to vote whose dues are unpaid as of the date of that vote.
(c) by expulsion. A membership may be terminated by expulsion as provided in Article VII of these By-Laws
SECTION 4 Termination of Membership Memberships may be terminated:
(a) by resignation. Any member in good standing may resign from the Club upon written notice to the Secretary; but no member may resign when in debt to the Club. Dues obligations are considered a debt to the Club and they become incurred on the frst day of each fscal year
(b) by lapsing. A membership will be considered lapsed and automatically terminated if said member’s dues remain unpaid 30 days after the frst day of January; however, the Board may grant an additional 90 days of grace to such delinquent members in meritorious cases. In no case may a person be entitled to vote whose dues are unpaid as of the date of that vote.
(c) by expulsion. A membership may be terminated by expulsion as provided in Article VII of these By-Laws
SECTION 5. Loss of Voting Privileges
(a) By resignation. Resignations can be accepted via email provided the sender’s address is documented and readily recognizable. Usually, resignations can only be rescinded if they have not been announced or formally acted upon if the bylaws so require.
(b) Members who are in debt to the club for obligations other than dues can be disciplined in accordance with the applicable bylaw article.
ARTICLE III
Meetings
Meetings are defned as gatherings where attendees see and/or hear each other. This includes meeting “in person” (or “face to face”) i.e. physically in the same room. The Board of Directors may hold meetings and conduct its business by Video Conference or Telephone Conference in a manner similar to that which would apply if the meeting were held face-to-face.
SECTION 1. Annual Meeting The Annual Meeting of the Club shall be held in conjunction with the Club’s National Specialty Show if possible, at a place, date and hour designated by the Board of Directors Notice of the Annual Meeting shall be in writing and mailed or e-mailed by the Corresponding Secretary to each Regular, Life, Associate, and Specialty Club Member at least 30 days prior to the date of the meeting. A quorum for the Annual Meeting shall be 10% of the members in good standing.
SECTION 2. Special Election Meeting A Special Election Meeting will be held in January of each year at a place, date and hour designated by the Board of Directors. No business will be conducted at the meeting except the declaration of results for the elections for the Board of Directors and Offces for the current year. Notice of the Special Election Meeting in writing shall be mailed or e-mailed by the Corresponding Secretary to each Regular, Life, and Specialty Club member at least 30 days prior to the date of the meeting. It is anticipated that only the club offcer or board member designated
(a) By resignation. Resignations can be accepted via email provided the sender’s address is documented and readily recognizable. Usually, resignations can only be rescinded if they have not been announced or formally acted upon if the bylaws so require.
(b) Members who are in debt to the club for obligations other than dues can be disciplined in accordance with the applicable bylaw article.
ARTICLE III
Meetings
Meetings are defned as gatherings where attendees see and/or hear each other. This includes meeting “in person” (or “face to face”) i.e. physically in the same room. The Board of Directors may hold meetings and conduct its business by Video Conference or Telephone Conference in a manner similar to that which would apply if the meeting were held face-to-face.
SECTION 1. Annual Meeting The Annual Meeting of the Club shall be held in conjunction with the Club’s National Specialty Show if possible, at a place, date and hour designated by the Board of Directors Notice of the Annual Meeting shall be in writing and mailed or e-mailed by the Corresponding Secretary to each Regular, Life, Associate, and Specialty Club Member at least 30 days prior to the date of the meeting. A quorum for the Annual Meeting shall be 10% of the members in good standing.
SECTION 2. Special Election Meeting A Special Election Meeting will be held in January of each year at a place, date and hour designated by the Board of Directors. No business will be conducted at the meeting except the declaration of results for the elections for the Board of Directors and Offces for the current year. Notice of the Special Election Meeting in writing shall be mailed or e-mailed by the Corresponding Secretary to each Regular, Life, and Specialty Club member at least 30 days prior to the date of the meeting. It is anticipated that only the club offcer or board member designated
by the Board of Directors to preside at the
meeting, the Corresponding Secretary, and
the witnesses designated by the Board of
Directors will actually attend the meeting,
but the meeting shall be open to all members.
The name of the club offcer or director who
will preside at the meeting and of three (3)
members appointed as witnesses shall be
included in the written notice to members.
SECTION 3. Special Club Meetings Special Club Meetings may be called by the President or by a majority vote of the members of the Board who are present at a meeting of the Board or who vote by mail or e-mail and shall be called by the President upon receipt of a written petition signed by 10% of the members in good standing. Written notice of the meeting shall be mailed or emailed by the Corresponding Secretary at least 7 days and no more than 30 days prior to the meeting. The notice of the meeting shall state the purpose of the meeting and no other Club business may be transacted. The quorum for the meeting shall be 10% of the members in good standing.
SECTION 4. Board Meetings Meetings of the Board of Directors shall be held at such times and places as are designated by a majority vote of the entire Board. Meetings may be held in person, by telephone conference, video conference or by e-mail. Written notice of each such meeting shall be mailed at least 14 days prior to the date of the meeting including electronic notices. Electronic notice for Board Meetings shall require e-mail to each Board member who provides the Corresponding Secretary with a current e-mail address 14 days in advance. The quorum for a Board meeting shall be a majority of the Board.
SECTION 5. . By unanimous consent the Board of Directors may conduct its business by mail or electronically by e-mail. Business by e-mail shall require the following procedure which, must be in place:
(a) Every Board member must have, or have access to, a means to participate
(b) A procedure must be in place to verify the identity of the individual participating to insure that they are a valid Board member
SECTION 3. Special Club Meetings Special Club Meetings may be called by the President or by a majority vote of the members of the Board who are present at a meeting of the Board or who vote by mail or e-mail and shall be called by the President upon receipt of a written petition signed by 10% of the members in good standing. Written notice of the meeting shall be mailed or emailed by the Corresponding Secretary at least 7 days and no more than 30 days prior to the meeting. The notice of the meeting shall state the purpose of the meeting and no other Club business may be transacted. The quorum for the meeting shall be 10% of the members in good standing.
SECTION 4. Board Meetings Meetings of the Board of Directors shall be held at such times and places as are designated by a majority vote of the entire Board. Meetings may be held in person, by telephone conference, video conference or by e-mail. Written notice of each such meeting shall be mailed at least 14 days prior to the date of the meeting including electronic notices. Electronic notice for Board Meetings shall require e-mail to each Board member who provides the Corresponding Secretary with a current e-mail address 14 days in advance. The quorum for a Board meeting shall be a majority of the Board.
SECTION 5. . By unanimous consent the Board of Directors may conduct its business by mail or electronically by e-mail. Business by e-mail shall require the following procedure which, must be in place:
(a) Every Board member must have, or have access to, a means to participate
(b) A procedure must be in place to verify the identity of the individual participating to insure that they are a valid Board member
(c) A mechanism must be in place to
verify that all eligible Board
members are “listening”
(d) All Board members must agree to participate by this format The procedure for preparing, mailing, returning and counting board business ballots by mail or by e-mail shall be determined by the Board of Directors as detailed in Article III, Section 7 and Article V of these bylaws SECTION 6. The Board of Directors may hold meetings and conduct its business by conference telephone call in a manner similar to that which would apply if the meeting were held face-to-face.
SECTION 7. Voting Except as otherwise provided in this Constitution and By-Laws:
1. Voting on all club business shall be limited to members in good standing. Voting by proxy shall not be permitted.
(a) Action shall be taken at all face-to- face meetings of members by the majority vote of all members present in person,
(b) Action shall be taken at all meetings of the Board of Directors by the majority vote of all Directors participating in the meeting in person, by telephone, video conference call, or by electronic e-mail.
(c) Action shall be taken on all matters submitted to members by mail or electronic ballot by the majority vote of all members submitting ballots in the manner specifed by the Board of Directors in connection with the matter being voted upon, and
(d) Action shall be taken on all matters submitted to the Board of directors by mail ballot or electronic ballot by majority vote of all Directors submitting valid mail or electronic ballots in the manner specifed by the Board of Directors in connection with the matter being voted on
(d) All Board members must agree to participate by this format The procedure for preparing, mailing, returning and counting board business ballots by mail or by e-mail shall be determined by the Board of Directors as detailed in Article III, Section 7 and Article V of these bylaws SECTION 6. The Board of Directors may hold meetings and conduct its business by conference telephone call in a manner similar to that which would apply if the meeting were held face-to-face.
SECTION 7. Voting Except as otherwise provided in this Constitution and By-Laws:
1. Voting on all club business shall be limited to members in good standing. Voting by proxy shall not be permitted.
(a) Action shall be taken at all face-to- face meetings of members by the majority vote of all members present in person,
(b) Action shall be taken at all meetings of the Board of Directors by the majority vote of all Directors participating in the meeting in person, by telephone, video conference call, or by electronic e-mail.
(c) Action shall be taken on all matters submitted to members by mail or electronic ballot by the majority vote of all members submitting ballots in the manner specifed by the Board of Directors in connection with the matter being voted upon, and
(d) Action shall be taken on all matters submitted to the Board of directors by mail ballot or electronic ballot by majority vote of all Directors submitting valid mail or electronic ballots in the manner specifed by the Board of Directors in connection with the matter being voted on
2. The Board of Directors shall approve all
methods of voting, by paper or electronic
means. Electronic balloting must be done in
accordance with state of incorporation’s laws
(New Jersey).
Electronic voting, via e-mail or other Internetbased methods, may be used in accordance with AKC’s procedure on Electronic Balloting for AKC Parent Clubs***, and conducted by an independent organization which specializes in electronic balloting when voting on Elections, By-Law amendments, Breed Standard revisions, and any other items the Board of Directors should choose.
Electronic voting is permitted for each Regular, Life or Specialty Club Member only if such member has signed an authorization form agreeing to this method. This authorization, which is revocable, agrees to release the Club from any liability should the ballot be received late or never received by said member due to circumstances beyond the Club’s control. Members not providing written authorization will continue to receive all materials via USPS.
ARTICLE IV
Directors and Offcers
SECTION 1. Board of Directors The Board of Directors shall be comprised of the President, Vice-President, Corresponding Secretary, Recording Secretary, Treasurer, Delegate to The American Kennel Club, immediate Past President and six other persons, all of whom shall be members in good standing and who are residents of the United States. The President, Vice-President, Corresponding Secretary, Recording Secretary, Treasurer, and Delegate to The American Kennel Club shall be elected for one year terms. The President, VicePresident and Recording Secretary may serve no more than three consecutive terms. The number of terms which may be served by the Corresponding Secretary, Treasurer and Delegate to The American Kennel Club is not limited. The term of the immediate Past President shall begin with the election of his or her successor and continue until the next
Electronic voting, via e-mail or other Internetbased methods, may be used in accordance with AKC’s procedure on Electronic Balloting for AKC Parent Clubs***, and conducted by an independent organization which specializes in electronic balloting when voting on Elections, By-Law amendments, Breed Standard revisions, and any other items the Board of Directors should choose.
Electronic voting is permitted for each Regular, Life or Specialty Club Member only if such member has signed an authorization form agreeing to this method. This authorization, which is revocable, agrees to release the Club from any liability should the ballot be received late or never received by said member due to circumstances beyond the Club’s control. Members not providing written authorization will continue to receive all materials via USPS.
ARTICLE IV
Directors and Offcers
SECTION 1. Board of Directors The Board of Directors shall be comprised of the President, Vice-President, Corresponding Secretary, Recording Secretary, Treasurer, Delegate to The American Kennel Club, immediate Past President and six other persons, all of whom shall be members in good standing and who are residents of the United States. The President, Vice-President, Corresponding Secretary, Recording Secretary, Treasurer, and Delegate to The American Kennel Club shall be elected for one year terms. The President, VicePresident and Recording Secretary may serve no more than three consecutive terms. The number of terms which may be served by the Corresponding Secretary, Treasurer and Delegate to The American Kennel Club is not limited. The term of the immediate Past President shall begin with the election of his or her successor and continue until the next
regularly elected President takes offce. In the
event that the offce of immediate Past President
is vacated by death, resignation, or for other
reason, it shall remain vacant until regularly
flled by succession to this offce. The other
directors shall be elected for two-year terms and
may serve no more than two consecutive terms.
The terms of the Directors shall be staggered
so that three Directors’ terms expire each year.
General management of the Club’s affairs shall
be entrusted to the Board of Directors.
SECTION 2. Offcers The Club’s offcers, consisting of the President, Vice-President, Corresponding Secretary, Recording Secretary and Treasurer shall serve in their respective capacities both with regard to the Club and its members and the Board and its meetings.
(a) The President shall preside at all meetings of the Club and of the Board, and shall have the duties and powers normally appurtenant to the offce of President in addition to those particularly specifed in these By-Laws.
(b) The Vice-President shall have the duties and exercise the powers of the President in case of the President’s death, absence or incapacity
(c) The Recording Secretary shall keep a record of all meetings of the Club and of all votes taken by mail, and of all matters of which a record shall be ordered by the Club. The Recording Secretary shall notify Offcers and Directors of their election to offce and carry on such other duties as are prescribed in these By-Laws or directed by the Board.
(d) The Corresponding Secretary shall have charge of correspondence, as directed by the Board; shall notify members of meetings, notify new members of their election to membership, keep a roll of the members of the Club with their addresses and carry out such other duties as prescribed in these By-Laws or directed by the Board.
(e) The Treasurer shall collect and receive all moneys due or belonging to the Club. The Treasurer shall deposit
SECTION 2. Offcers The Club’s offcers, consisting of the President, Vice-President, Corresponding Secretary, Recording Secretary and Treasurer shall serve in their respective capacities both with regard to the Club and its members and the Board and its meetings.
(a) The President shall preside at all meetings of the Club and of the Board, and shall have the duties and powers normally appurtenant to the offce of President in addition to those particularly specifed in these By-Laws.
(b) The Vice-President shall have the duties and exercise the powers of the President in case of the President’s death, absence or incapacity
(c) The Recording Secretary shall keep a record of all meetings of the Club and of all votes taken by mail, and of all matters of which a record shall be ordered by the Club. The Recording Secretary shall notify Offcers and Directors of their election to offce and carry on such other duties as are prescribed in these By-Laws or directed by the Board.
(d) The Corresponding Secretary shall have charge of correspondence, as directed by the Board; shall notify members of meetings, notify new members of their election to membership, keep a roll of the members of the Club with their addresses and carry out such other duties as prescribed in these By-Laws or directed by the Board.
(e) The Treasurer shall collect and receive all moneys due or belonging to the Club. The Treasurer shall deposit
the same in a bank approved by the
Board of Directors, in the name of the
Club. The Treasurer’s books shall at
all times be open to inspection of the
Board of Directors and the Treasurer
shall report to them at every meeting
the condition of the Club’s fnances
and every item of receipt or payment
not before reported; and not later than
March 1st of each year shall render an
account of all moneys received and
expended during the previous fscal
year. The Treasurer may be bonded
in such amount as the Board of
Directors shall determine. At the
direction of the Board of Directors, the
Treasurer shall submit such books and
records as may be requested to such
person or persons as may be designated
by the Board of Directors for the
purpose of conducting an audit of the
same.
(f) The Delegate to The American Kennel Club shall be the offcial representative of the Club to The American Kennel Club. The Delegate shall perform the duties of such offce as prescribed in the constitution and by-laws of The American Kennel Club and shall attend the meetings of the Delegates to such club. The Delegate shall report to the Directors and membership on all matters of interest to the Club on a quarterly basis.
SECTION 3. Vacancies among the Offcers during the year shall be flled by a majority vote of the remaining members of the Board; (excepting) that a vacancy in the offce of President shall be flled automatically by the Vice-President and the remaining vacancy in the offce of Vice-President shall be flled by the Board of Directors.
SECTION 4. Inability or Refusal To Serve If the Board of Directors, by affrmative vote of nine (9) Directors, determines that any offcer or director is unable to act, or refuses to fulfll the responsibilities of offce, the Board of Directors, by the affrmative vote of two- thirds of the Directors, shall delegate the powers and duties of such offcer or director to any other Regular or Life Member for such period of time as the Directors may deem advisable, or may declare the offce vacant. If the offce is
(f) The Delegate to The American Kennel Club shall be the offcial representative of the Club to The American Kennel Club. The Delegate shall perform the duties of such offce as prescribed in the constitution and by-laws of The American Kennel Club and shall attend the meetings of the Delegates to such club. The Delegate shall report to the Directors and membership on all matters of interest to the Club on a quarterly basis.
SECTION 3. Vacancies among the Offcers during the year shall be flled by a majority vote of the remaining members of the Board; (excepting) that a vacancy in the offce of President shall be flled automatically by the Vice-President and the remaining vacancy in the offce of Vice-President shall be flled by the Board of Directors.
SECTION 4. Inability or Refusal To Serve If the Board of Directors, by affrmative vote of nine (9) Directors, determines that any offcer or director is unable to act, or refuses to fulfll the responsibilities of offce, the Board of Directors, by the affrmative vote of two- thirds of the Directors, shall delegate the powers and duties of such offcer or director to any other Regular or Life Member for such period of time as the Directors may deem advisable, or may declare the offce vacant. If the offce is
declared vacant, it shall be flled according to
the provisions of Section 3 of this Article.
SECTION 5. Transition If this Constitution is approved by The American Kennel Club prior to October 1st of the year in which it becomes effective, the Nominating Committee appointed in accordance with Article V, Section 4 herein shall nominate candidates in accordance with this Constitution. If this Constitution is approved by The American Kennel Club on or after October 1st of the year in which it becomes effective, the Board of Directors shall elect from among the membership of the Club a person to serve as Recording Secretary until the next Special Election Meeting. At the Special Election Meeting following adoption of this Constitution and By-Laws, the three persons elected Directors at that meeting shall serve for two year terms. The Directors whose terms do not expire at that meeting shall serve the remaining year of the term to which they were originally elected. Thereafter, the terms specifed in Section 1 shall apply
ARTICLE V
The Club Year, Voting,
Nominations, Elections
SECTION 1. Club Year The Club’s fscal year shall begin on the 1st day of January and end on the 31st day of December. The Club’s offcial year shall begin immediately at the conclusion of the Special Election Meeting and shall continue until the conclusion of the next Special Election Meeting. The elected Offcers and Directors shall take offce immediately upon the conclusion of the Special Election Meeting and each retiring offcer shall turn over to his or her successor in offce all properties and records relating to that offce within 30 days after the election.
SECTION 2. Voting At the Annual Meeting or a special meeting of the Club, voting shall be limited to those members in good standing who are present at the meeting, except for the annual election of Offcers and Directors, amendments to the Constitution and By-laws and the Standard for the Breed which shall be decided by paper or electronic
SECTION 5. Transition If this Constitution is approved by The American Kennel Club prior to October 1st of the year in which it becomes effective, the Nominating Committee appointed in accordance with Article V, Section 4 herein shall nominate candidates in accordance with this Constitution. If this Constitution is approved by The American Kennel Club on or after October 1st of the year in which it becomes effective, the Board of Directors shall elect from among the membership of the Club a person to serve as Recording Secretary until the next Special Election Meeting. At the Special Election Meeting following adoption of this Constitution and By-Laws, the three persons elected Directors at that meeting shall serve for two year terms. The Directors whose terms do not expire at that meeting shall serve the remaining year of the term to which they were originally elected. Thereafter, the terms specifed in Section 1 shall apply
ARTICLE V
The Club Year, Voting,
Nominations, Elections
SECTION 1. Club Year The Club’s fscal year shall begin on the 1st day of January and end on the 31st day of December. The Club’s offcial year shall begin immediately at the conclusion of the Special Election Meeting and shall continue until the conclusion of the next Special Election Meeting. The elected Offcers and Directors shall take offce immediately upon the conclusion of the Special Election Meeting and each retiring offcer shall turn over to his or her successor in offce all properties and records relating to that offce within 30 days after the election.
SECTION 2. Voting At the Annual Meeting or a special meeting of the Club, voting shall be limited to those members in good standing who are present at the meeting, except for the annual election of Offcers and Directors, amendments to the Constitution and By-laws and the Standard for the Breed which shall be decided by paper or electronic
ballot cast by mail or email in accordance with
AKC’s procedures on Electronic Balloting for
AKC Parent Clubs.*** Voting by proxy shall not
be permitted.
The Board of Directors may decide to submit other specifc questions for decision of the membership by written or mail or e-mail or fax to those members who have signed the authorization form.
No votes for write-in candidates will be used for elections.
SECTION 3. Voting by Specialty Club Members A Specialty Club Member shall be entitled to cast one vote on all matters put to a vote of Regular and Life Members. Each such vote shall be cast on behalf of a Specialty Club Member only by its duly appointed and accredited representative and only if the credentials of such representative (1) are duly signed by the President of such Specialty Club Member and attested by its Secretary and (2) are on fle with the Recording Secretary of this Club, and (3) comply with the rules and regulations as determined from time to time by the Board of Directors.
SECTION 4. Nominations and Ballots No person may be a candidate in a Club election who has not been nominated in accordance with these By-Laws. A Nominating Committee shall be chosen by the Board of Directors on or before July 1st. The Committee shall consist of three members from different areas of the United States, and two alternates, all members in good standing, no more than one of whom may be a member of the current Board of Directors. The Board of Directors shall name a Chairman for the Committee. The Nominating Committee may conduct its business in person, by mail, by conference telephone call, or email.
(a) The Nominating Committee shall nominate from among the eligible members of the Club, one candidate for each offce and for each other position on the Board of Directors to be flled at the next Special Election Meeting and shall procure the acceptance of each nominee so chosen. The Committee should consider geographical representation of the membership on the Board to the extent that it is practicable to do so. On or before October 1st the Committee shall submit its slate of candidates to the Recording Secretary, who shall report the list of candidates to the Board of Directors. The Corresponding Secretary shall mail or email the list, including the full name of each candidate and the name of the
The Board of Directors may decide to submit other specifc questions for decision of the membership by written or mail or e-mail or fax to those members who have signed the authorization form.
No votes for write-in candidates will be used for elections.
SECTION 3. Voting by Specialty Club Members A Specialty Club Member shall be entitled to cast one vote on all matters put to a vote of Regular and Life Members. Each such vote shall be cast on behalf of a Specialty Club Member only by its duly appointed and accredited representative and only if the credentials of such representative (1) are duly signed by the President of such Specialty Club Member and attested by its Secretary and (2) are on fle with the Recording Secretary of this Club, and (3) comply with the rules and regulations as determined from time to time by the Board of Directors.
SECTION 4. Nominations and Ballots No person may be a candidate in a Club election who has not been nominated in accordance with these By-Laws. A Nominating Committee shall be chosen by the Board of Directors on or before July 1st. The Committee shall consist of three members from different areas of the United States, and two alternates, all members in good standing, no more than one of whom may be a member of the current Board of Directors. The Board of Directors shall name a Chairman for the Committee. The Nominating Committee may conduct its business in person, by mail, by conference telephone call, or email.
(a) The Nominating Committee shall nominate from among the eligible members of the Club, one candidate for each offce and for each other position on the Board of Directors to be flled at the next Special Election Meeting and shall procure the acceptance of each nominee so chosen. The Committee should consider geographical representation of the membership on the Board to the extent that it is practicable to do so. On or before October 1st the Committee shall submit its slate of candidates to the Recording Secretary, who shall report the list of candidates to the Board of Directors. The Corresponding Secretary shall mail or email the list, including the full name of each candidate and the name of the
State in which each candidate resides, to each
member of the Club on or before October 15th,
so that additional nominations may be made by
the members if they so desire.
(b) Additional nominations of eligible members may be made by written petition addressed to the Recording Secretary and received at the Recording Secretary’s regular address on or before November 15th, signed by 20 members of the Club and accompanied by the written acceptance of each such additional nominee signifying the member’s willingness to be a candidate. No person shall be a candidate for more than one position.
(c) If no valid nominations are received by the Recording Secretary on or before November 15th, the Recording Secretary shall report the same to the Board of Directors, and the Nominating Committee’s slate shall be declared elected at the time of the Special Election Meeting, and no balloting will be required.
(d) If one or more valid additional nominations are received by the Recording Secretary on or before November 15th, the Recording Secretary shall promptly report the names of the additional nominees to the Board. Then, on or before December 1st,, each member in good standing shall be sent a ballot listing all of the nominees for each position in alphabetical order, with the names of the States in which they reside, either in accordance with the AKC rules on electronic voting (Article III, Section 7), or sent by the Corresponding Secretary via mail. If conducting the vote by mail, the ballot will be sent together with a blank envelope and a return envelope addressed to an independent professional frm designated by the Board of Directors marked “Ballot” and bearing the name of the member to whom it was sent. So that the ballots may remain secret, each voter, after marking a ballot, shall seal it in the blank envelope which in turn shall be placed in the second envelope addressed to the designated professional frm. The designated professional frm shall check the returned ballots against a list of members in good standing provided by the Corresponding Secretary prior to opening the outer envelopes ad removing the blank envelopes. Only ballots received from members in good standing shall be counted. The designated professional frm shall count the ballots and certify in writing in a sealed envelope to
(b) Additional nominations of eligible members may be made by written petition addressed to the Recording Secretary and received at the Recording Secretary’s regular address on or before November 15th, signed by 20 members of the Club and accompanied by the written acceptance of each such additional nominee signifying the member’s willingness to be a candidate. No person shall be a candidate for more than one position.
(c) If no valid nominations are received by the Recording Secretary on or before November 15th, the Recording Secretary shall report the same to the Board of Directors, and the Nominating Committee’s slate shall be declared elected at the time of the Special Election Meeting, and no balloting will be required.
(d) If one or more valid additional nominations are received by the Recording Secretary on or before November 15th, the Recording Secretary shall promptly report the names of the additional nominees to the Board. Then, on or before December 1st,, each member in good standing shall be sent a ballot listing all of the nominees for each position in alphabetical order, with the names of the States in which they reside, either in accordance with the AKC rules on electronic voting (Article III, Section 7), or sent by the Corresponding Secretary via mail. If conducting the vote by mail, the ballot will be sent together with a blank envelope and a return envelope addressed to an independent professional frm designated by the Board of Directors marked “Ballot” and bearing the name of the member to whom it was sent. So that the ballots may remain secret, each voter, after marking a ballot, shall seal it in the blank envelope which in turn shall be placed in the second envelope addressed to the designated professional frm. The designated professional frm shall check the returned ballots against a list of members in good standing provided by the Corresponding Secretary prior to opening the outer envelopes ad removing the blank envelopes. Only ballots received from members in good standing shall be counted. The designated professional frm shall count the ballots and certify in writing in a sealed envelope to
the presiding offcer of the Special Election
meeting, the eligibility of the voters as well as
the results of the election. Only ballots received
by the designated professional frm on or before
December 31st shall be counted. At the Special
Election Meeting the presiding offcer shall
open the sealed envelope and announce the
results of the voting. The person receiving the
largest number of votes for each position shall
be declared elected. In the event of a tie vote for
any offce, the winner shall be determined by a
random drawing. Following the announcement
of the results of the balloting and the declaration of the results of the election, the presiding
offcer of the Special Election Meeting shall
immediately send a report of the results of the
meeting together with a copy of the certifcation
of the results of the balloting by the designated
professional frm to each member of the retiring
Board of Directors.
(e) When voting via mail, the Corresponding Secretary shall immediately supply a replacement ballot to any member who fles with the Corresponding Secretary an affdavit that the ballot and/or return envelope originally sent to such member has been lost or destroyed. The return envelope addressed to the independent professional frm marked “Ballot” and bearing the name of the member to whom it was sent shall also bear the words “Replacement Ballot”. Only ballots submitted in an envelope marked “Replacement Ballot” shall be accepted and counted from any member receiving such replacement ballot.
(f) Nominations cannot be made in any other manner than as provided above.
ARTICLE VI
Committees
SECTION 1. The Board may, each year, appoint standing committees to advance the work of the Club. Such committees shall always be subject to the fnal authority of the Board. Special committees may also be appointed by the Board to aid it on particular projects.
SECTION 2. Any committee appointment may be terminated by a majority vote of the full membership of the Board upon written notice
(e) When voting via mail, the Corresponding Secretary shall immediately supply a replacement ballot to any member who fles with the Corresponding Secretary an affdavit that the ballot and/or return envelope originally sent to such member has been lost or destroyed. The return envelope addressed to the independent professional frm marked “Ballot” and bearing the name of the member to whom it was sent shall also bear the words “Replacement Ballot”. Only ballots submitted in an envelope marked “Replacement Ballot” shall be accepted and counted from any member receiving such replacement ballot.
(f) Nominations cannot be made in any other manner than as provided above.
ARTICLE VI
Committees
SECTION 1. The Board may, each year, appoint standing committees to advance the work of the Club. Such committees shall always be subject to the fnal authority of the Board. Special committees may also be appointed by the Board to aid it on particular projects.
SECTION 2. Any committee appointment may be terminated by a majority vote of the full membership of the Board upon written notice
to the appointee, and the Board may appoint
a successor to any person whose service has
been terminated.
ARTICLE VII
Discipline
SECTION 1. American Kennel Club Suspension Any member who is suspended from the privileges of The American Kennel Club automatically shall be suspended from the privileges of this Club for a like period.
SECTION 2. Charges Any member may prefer charges against a member for alleged misconduct prejudicial to the best interests of the Club or the breed. Written charges with specifcations must be fled with the Recording Secretary together with a deposit of $100 which shall be forfeited if such charges are not sustained by the Board of Directors or its designated Committee following a hearing. The Recording Secretary shall promptly send a copy of the charges to each member of the Board of Directors or present them at a Board Meeting. The Board of Directors shall frst consider whether the actions alleged in the charges; if proven, might constitute conduct prejudicial to the best interest of the Club or the breed. If the Board of Directors considers that the charges do not allege conduct which would be prejudicial to the best interests of the Club or the breed, it may refuse to entertain jurisdiction. If the Board of Directors entertains jurisdiction of the charges, it shall fx a date for a hearing by the Board of Directors or by a Committee designated by the Board of Directors, not less than three (3) weeks nor more than six (6) weeks hereafter. The Recording Secretary shall promptly send one copy of the charges to the accused member by Certifed or Registered Mail, Return Receipt Requested, together with a notice of the hearing and an assurance that the defendant may personally appear in his or her own defense and may bring witnesses if the accused member wishes.
SECTION 3. Board Hearing The Board of Directors or it’s designated Committee shall have complete authority to decide whether counsel may attend the hearing, but both complainant and defendant shall be treated uniformly in that regard. Should the charges
ARTICLE VII
Discipline
SECTION 1. American Kennel Club Suspension Any member who is suspended from the privileges of The American Kennel Club automatically shall be suspended from the privileges of this Club for a like period.
SECTION 2. Charges Any member may prefer charges against a member for alleged misconduct prejudicial to the best interests of the Club or the breed. Written charges with specifcations must be fled with the Recording Secretary together with a deposit of $100 which shall be forfeited if such charges are not sustained by the Board of Directors or its designated Committee following a hearing. The Recording Secretary shall promptly send a copy of the charges to each member of the Board of Directors or present them at a Board Meeting. The Board of Directors shall frst consider whether the actions alleged in the charges; if proven, might constitute conduct prejudicial to the best interest of the Club or the breed. If the Board of Directors considers that the charges do not allege conduct which would be prejudicial to the best interests of the Club or the breed, it may refuse to entertain jurisdiction. If the Board of Directors entertains jurisdiction of the charges, it shall fx a date for a hearing by the Board of Directors or by a Committee designated by the Board of Directors, not less than three (3) weeks nor more than six (6) weeks hereafter. The Recording Secretary shall promptly send one copy of the charges to the accused member by Certifed or Registered Mail, Return Receipt Requested, together with a notice of the hearing and an assurance that the defendant may personally appear in his or her own defense and may bring witnesses if the accused member wishes.
SECTION 3. Board Hearing The Board of Directors or it’s designated Committee shall have complete authority to decide whether counsel may attend the hearing, but both complainant and defendant shall be treated uniformly in that regard. Should the charges
be sustained after hearing all the evidence
and testimony presented by a complainant
and defendant, the Board of Directors or it’s
Committee may by a majority vote of those
present suspend the defendant from all privileges
of the Club for not more than six (6) months from
the date of the hearing, or until the next Annual
Meeting if that will occur after six (6) months.
And, if it seems that punishment is insuffcient,
it may also recommend to the membership
that the penalty be expulsion. In such case, the
suspension shall not restrict the defendant’s right
to appear before his or her fellow members at
the ensuing Club Meeting which considers the
recommendation of the Board of Directors or
the Committee. Immediately after the Board
of Directors or it’s Committee has reached a
decision, it’s fndings shall be put in written
form and fled with the Recording Secretary. The
Recording Secretary, in turn, shall notify each of
the parties of the decision and Penalty, if any.
SECTION 4. Expulsion Expulsion of a member from the Club may be accomplished only at the Annual Meeting of the Club following a hearing and upon the recommendation of the Board of Directors or its designated Committee as provided in Section 3 of this Article. The defendant shall have the privilege of appearing on his or her own behalf though no evidence shall be taken at this meeting. The President shall read the charges and the fndings and recommendations, and shall invite the defendant, if present, to speak in his or her own behalf. The meeting shall then vote by secret written ballot on the proposed expulsion. A 2/3 vote of those present and voting at the Annual Meeting shall be necessary for expulsion. If expulsion is not so voted, any unexpired term of suspension shall stand.
ARTICLE VIII
Amendments
SECTION 1. Amendments to the Constitution and By-Laws and to the Standard for the Breed may be proposed by the Board of Directors or by written petition addressed to the Recording Secretary signed by 20% of the membership in good standing. Amendments proposed by such petition shall be promptly considered by the Board of Directors and must be submitted to the members with recommendations of the Board of
SECTION 4. Expulsion Expulsion of a member from the Club may be accomplished only at the Annual Meeting of the Club following a hearing and upon the recommendation of the Board of Directors or its designated Committee as provided in Section 3 of this Article. The defendant shall have the privilege of appearing on his or her own behalf though no evidence shall be taken at this meeting. The President shall read the charges and the fndings and recommendations, and shall invite the defendant, if present, to speak in his or her own behalf. The meeting shall then vote by secret written ballot on the proposed expulsion. A 2/3 vote of those present and voting at the Annual Meeting shall be necessary for expulsion. If expulsion is not so voted, any unexpired term of suspension shall stand.
ARTICLE VIII
Amendments
SECTION 1. Amendments to the Constitution and By-Laws and to the Standard for the Breed may be proposed by the Board of Directors or by written petition addressed to the Recording Secretary signed by 20% of the membership in good standing. Amendments proposed by such petition shall be promptly considered by the Board of Directors and must be submitted to the members with recommendations of the Board of
Directors by the Corresponding Secretary within
three (3) months of the date when the petition was
received by the Recording Secretary.
SECTION 2. The Constitution and By-Laws or the Standard for the Breed may be amended at any time provided a copy of the proposed amendment has been mailed by the Corresponding Secretary to each member in good standing on the date of the mailing, accompanied by ballot on which the member may indicate his or her choice for or against the action to be taken. Dual envelope procedures described in article V, Section 4(d) shall be followed in receiving and counting such ballots to assure secrecy of the vote. Notice with such ballot shall specify a date not less than 30 days after the date of mailing by which date the ballots must be returned in the manner specifed by the Board of Directors in connection with the matter being voted upon to be considered valid. The favorable vote of 2/3 of the members in good standing who return valid ballots within the time limit shall be required to effect any such amendment, provided that a quorum of 10% of the members in good standing return valid ballots. SECTION 3. No amendment to the Constitution and By-Laws or to the Standard for the Breed that is approved by the Club shall become effective until it has been approved by the Board of Directors of The American Kennel Club.
ARTICLE IX
Dissolution
SECTION 1. The Club may be dissolved by unanimous consent of all members entitled to act. The members, if voting for dissolution, shall execute and fle a certifcate of dissolution with the New Jersey Secretary of State in accordance with New Jersey law. The Club may also be dissolved by a two-thirds vote of the members of the Club following election by a majority of the Board of Directors to submit the issue of dissolution to the vote of the membership.
SECTION 2. In the event of the dissolution of the Club other than for purposes of reorganization, whether voluntary or involuntary or by operation of law, none of the property of the Club nor any proceeds thereof nor any assets of the Club shall be
SECTION 2. The Constitution and By-Laws or the Standard for the Breed may be amended at any time provided a copy of the proposed amendment has been mailed by the Corresponding Secretary to each member in good standing on the date of the mailing, accompanied by ballot on which the member may indicate his or her choice for or against the action to be taken. Dual envelope procedures described in article V, Section 4(d) shall be followed in receiving and counting such ballots to assure secrecy of the vote. Notice with such ballot shall specify a date not less than 30 days after the date of mailing by which date the ballots must be returned in the manner specifed by the Board of Directors in connection with the matter being voted upon to be considered valid. The favorable vote of 2/3 of the members in good standing who return valid ballots within the time limit shall be required to effect any such amendment, provided that a quorum of 10% of the members in good standing return valid ballots. SECTION 3. No amendment to the Constitution and By-Laws or to the Standard for the Breed that is approved by the Club shall become effective until it has been approved by the Board of Directors of The American Kennel Club.
ARTICLE IX
Dissolution
SECTION 1. The Club may be dissolved by unanimous consent of all members entitled to act. The members, if voting for dissolution, shall execute and fle a certifcate of dissolution with the New Jersey Secretary of State in accordance with New Jersey law. The Club may also be dissolved by a two-thirds vote of the members of the Club following election by a majority of the Board of Directors to submit the issue of dissolution to the vote of the membership.
SECTION 2. In the event of the dissolution of the Club other than for purposes of reorganization, whether voluntary or involuntary or by operation of law, none of the property of the Club nor any proceeds thereof nor any assets of the Club shall be
distributed to any members of the Club, but after
payment of the debts of the Club, its property and
assets shall be given to a charitable organization
for the beneft of dogs selected by the Board of
Directors.
ARTICLE X
Order of Business
SECTION 1. At meetings of the Club, the order of business, so far as the character and nature of the meeting may permit, shall be as follows:
Roll Call
Minutes of last meeting
Report of the President
Report of the Recording Secretary
Report of the Corresponding Secretary
Report of the Treasurer
Report of the AKC Delegate
Reports of Committees
Election of new members
Unfnished business
New Business
Adjournment
SECTION 2. At meetings of the Board, the order of business, unless otherwise directed by majority vote of those present, shall be as follows:
Reading of minutes of last meeting Report of the Recording Secretary Report of the Corresponding Secretary Report of the Treasurer Report of the AKC Delegate Reports of
Committees Unfnished business
Election of new members
New business
Adjournment
SECTION 3. The rules contained in the current edition of Robert’s Rules of Order, Newly Revised, shall govern the Club in all cases to which they are applicable and in which they are not inconsistent with these By-Laws and any other special rules of order the Club may adopt.
*** www.akc.org/clubs/manage/policies/ Revised by membership vote 12/21/2015
AKC approved revisions 04/12/2016
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ARTICLE X
Order of Business
SECTION 1. At meetings of the Club, the order of business, so far as the character and nature of the meeting may permit, shall be as follows:
Roll Call
Minutes of last meeting
Report of the President
Report of the Recording Secretary
Report of the Corresponding Secretary
Report of the Treasurer
Report of the AKC Delegate
Reports of Committees
Election of new members
Unfnished business
New Business
Adjournment
SECTION 2. At meetings of the Board, the order of business, unless otherwise directed by majority vote of those present, shall be as follows:
Reading of minutes of last meeting Report of the Recording Secretary Report of the Corresponding Secretary Report of the Treasurer Report of the AKC Delegate Reports of
Committees Unfnished business
Election of new members
New business
Adjournment
SECTION 3. The rules contained in the current edition of Robert’s Rules of Order, Newly Revised, shall govern the Club in all cases to which they are applicable and in which they are not inconsistent with these By-Laws and any other special rules of order the Club may adopt.
*** www.akc.org/clubs/manage/policies/ Revised by membership vote 12/21/2015
AKC approved revisions 04/12/2016
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