Article IV

Board Meetings

Section 1. Board Meetings. The first meeting of the Board shall be held immediately following the Annual Meeting and election. Other meetings of the Board of Directors shall be held at times and places or in any manner prescribed by the laws of the state in which the Club is incorporated and as designated by the President or by a majority vote of the entire Board. Notice of each such meeting shall be e-mailed by the Secretary to each Director at least 14 days prior to the date of the meeting. The quorum for a Board meeting shall be a majority of the Board.

Section 2. Board Business. The Board of Directors may also conduct business (including disciplinary hearings) by telephone conference, video conference, or by any other method permitted by the laws of the state in which the Club is incorporated. Items voted upon by any method other than “in-person” meetings must be confirmed in writing by the Secretary within seven days.

Article V

Directors and Officers

Section 1. Board of Directors. The Board shall be comprised of the President, Vice-President, Secretary, and Treasurer as well as one director on the Board (as available) and an AKC Delegate (as available), all of whom shall be members in good standing who are residents of the United States. The President and Secretary will be elected on even years and the Vice President, Treasurer, will be elected on odd years. They shall be elected for two-year terms as provided in Article VI and shall serve until their successors are elected or they are reelected. General management of the club’s affairs shall be entrusted to the Board of Directors.

Section 2. Officers. The Club’s Officers, consisting of the President, Vice-President, Secretary, and Treasurer, as well as the AKC Delegate shall serve in their respective capacities both with regard to the Club and its meetings 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 office of President in addition to those particularly specified in these bylaws.

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 Secretary shall keep a record of all meetings of the Club and of the Board and of all votes taken by mail, email, or online voting service and of all matters of which a record shall be ordered by the Club. H/She shall have charge of correspondence, notify members of meetings, notify new members of their election to membership, and Directors of their election to office, keep a roll of the members of the Club with their email addresses, which shall be sent to any member in good standing, upon written request, not more than once every Club year, and carry out such other duties as are prescribed in these bylaws.

d. The Treasurer shall collect and receive all moneys due or belonging to the Club. Moneys shall be deposited in a bank approved by the Board, in the name of the Club. The books shall at all times be open to the inspection of the Board and the Treasurer shall report at every meeting the condition of the Club’s finances and every item of receipt and payment not before reported; and at the Annual Meeting shall render an account of all moneys received and expended during the previous fiscal year. The Treasurer shall be bonded in such amount as the Board shall determine.

e. AKC Delegate: Among other duties, the Delegate shall report to the Club all actions and matters discussed at AKC’s Quarterly Delegate Meetings.

a. The AKC Delegate shall be appointed by the Board of directors and will be a voting member of the Board.

b. The AKC Delegate shall serve a 3-year term with an unlimited number of terms permitted.

Section 3.. Vacancies. Any vacancy occurring on the Board during the year shall be filled for the remainder of the position’s term by a majority vote of the Board. However, a vacancy in the office of President shall be filled automatically by the Vice-President for the remainder of the term. Should one (1) or more years remain on the unexpired term, the member shall be treated as if he/she had served a full term.

Article V

Committees

Section 1. The board may each year appoint standing committees to advance the work of the club in such matters as dog shows, obedience trials, trophies, annual prizes, membership, and other fields which may well be served by commit tees. Such committees shall always be subject to the final authority of the board. Special commit tees 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 successors to those persons whose services have been terminated.

Article VI

The Club Year, Voting, Nominations, and Elections

Section 1. The Club Year. The Club’s fiscal year shall begin on the 1st day of January and end on the 31st day of December. The Club’s official year shall begin immediately at the conclusion of the elections and shall continue through the next election. The elected Officers and Directors shall take office immediately upon the conclusion of the election and each retiring Officer shall turn over to her/his successor in office all properties and records relating to that office within 30 days after the election.

Section 2. Voting. At the annual meeting or at 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 officers (Delegate) and directors and amendments to the constitution and bylaws and the amendments to the Standard for the breed, which shall be decided by secret ballot conducted in any manner provided for by the laws of the state in which the club is incorporated-written ballot cast by mail or by electronic balloting by an independent firm in accordance with State Law and AKC policy. Voting by proxy shall not be permitted in states where prohibited by State Law. The board of directors may decide to submit other specific questions for decision of the members.

Section 3. Annual Election. The election of officers and directors (and Delegate to The American Kennel Club, who may but need not be a director or officer of the club) shall be conducted by secret ballot in any manner provided for by the laws of the state in which the club is incorporated. Ballots, to be valid, must be received by the Secretary (or independent professional firm designated by the board) by December 1. Ballots, in a contested election, shall be counted by three inspectors of election who are members in good standing and neither members of the current board nor candidates on the ballot (provided, however, that the board may designate an independent professional firm to send, receive and count the ballots apart from the annual meeting).

The nominated candidate receiving the greatest number of votes for each office shall be declared elected. If any nominee, at the time of the meeting, is unable to serve for any reason, such nominee shall not be elected and the vacancy so created shall be filled by the new board of directors in the manner provided by Article V, Section 3.

Section 4. Nominations and Ballots. No person may be a candidate in a Club election who has not been nominated in accordance with these bylaws. A Nominating Committee shall be chosen by the Board of Directors no later than January 15. 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 shall name a chair for the Committee. The Nominating Committee may conduct its business by electronic meeting, mail or e-mail.

a. The Nominating Committee shall nominate from among the eligible members of the Club one candidate for each position on the Board of Directors (and for the Delegate to The American Kennel Club) 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. The Committee shall then submit its slate of candidates to the Secretary by Febuary15. The Secretary shall email the list, including the full name of each candidate and the name of the state in which he/she resides to each member of the Club no later than March 1 so that additional nominations may be made by the members if they so desire. The notice will also include the total number and the names of paid voting members in good standing as of that date, so that members who file petitions will know the minimum number of signatures which must be submitted, and the identity of eligible petitioners.

b. Additional nominations of eligible members may be made by written petition addressed to the Secretary and postmarked on or before April 1, signed by five (5) members and accompanied by the written acceptance of the additional nominee signifying his/her willingness to be a candidate. Except for the position of AKC Delegate, no person may be a candidate for more than one position. If the Secretary is an opposed candidate in the election, the Board shall designate another Officer or Director who is not a candidate in the election to send the final slate to the online voting site, and receive or review ballots for tabulation applicable to the subsections “4c” and “4d”.

c. If no valid additional nominees are received by the Secretary on or before April 15, the Nominating Committee’s slate shall be declared elected and no balloting will be required.

d. If one or more additional nominations are received by the Secretary on or before April 1 he/she shall, on or before April 15, arrange the slate of nominees in alphabetical order listing all with the names of the states in which they reside, and a short self-written résumé of their qualifications. The Secretary will then submit the slate for voting by electronic balloting by an independent firm in accordance with State Law and AKC policy and notify each member in good standing of the ballot. The Secretary or Vice President, whomever is not on the current ballot, shall check the returns against the list of members whose dues are paid for the current year and shall certify the eligibility of the voters as well as the results of the voting which shall be announced at the Annual Meeting.

e. Nominations cannot be made at the annual meeting or in any manner other than as provided above.

Article VII

Committees

Section 1. The Board may each year appoint standing Board Committees to advance the work of the Club in such matters as dog shows, obedience trials, trophies, annual prizes, membership, and other fields which may well be served by Board Committees. Such Board Committees shall always be subject to the final authority of the Board. Special Board Committees (i.e. Bylaw Committee) may also be appointed by the Board to aid it on particular projects.

Section 2. Any Board Committee appointment may be terminated by a majority vote of the Board upon written notice to the appointee; and the Board may appoint successors to those persons whose services have been terminated.

Article VI

DISCIPLINE

Section 1. American Kennel Club Suspension. Any member who is suspended from any of the privileges of The American Kennel Club shall automatically be suspended from the privileges of this Club for a like period.

Section 2. Charges. An individual member may prefer charges against another individual member for alleged misconduct prejudicial to the best interests of the Club or the breed. Written charges with specifications must be filed in duplicate with the Secretary together with a deposit of $150 which shall be forfeited if such charges are not sustained by the Board or a committee following a hearing. Disciplinary hearings may be held via telephone/video conference call as provided by Article IV; Section 2 of these Bylaws. The Secretary shall promptly send a copy of the charges to each member of the Board or present them at a Board meeting, and the Board shall first consider whether the actions alleged in the charges, if proven, might constitute conduct prejudicial to the best interests of the Club or the breed. If the Board 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 entertains jurisdiction of the charges, it shall fix a date for a hearing not less than three (3) weeks nor more than six (6) weeks thereafter. The Secretary shall promptly send one copy of the charges and the specifications to the accused member by certified mail together with a notice of the hearing and an assurance that the defendant may personally appear in his/her own defense and bring witnesses if he/she wishes.

Section 3. Board Hearing. The Board or Board 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 complainant and defendant, the Board or Board Committee may by a majority vote of those present reprimand (A written reprimand directed exclusively to the member may be somewhat detailed but an official published reprimand should only indicate that subsequent to a board hearing “…member X was officially reprimanded as a result of charges filed by member Y.) or suspend the defendant from all privileges of the Club for not more than six months from the date of the hearing or until the next Annual Meeting if that will occur after six months. And, if it deems that punishment insufficient, 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/her fellow members at the ensuing Club meeting which considers the Board’s or Board Committee’s recommendation. Immediately after the Board or Board Committee has reached a decision, its finding shall be put in written form and filed with the Secretary. The Secretary, in turn, shall notify each of the parties of the Board’s or or Board Committee’s 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 Board’s or Board Committee’s recommendation as provided in Section 3 of this Article. The defendant shall have the privilege of appearing in her/his own behalf, though no evidence shall be taken at this meeting. The President shall read the charges and the Board’s finding and recommendation, and shall invite the defendant, if present, to speak on his/her own behalf if s/he wishes. The members shall then vote by secret ballot on the proposed expulsion. A 2⁄3 vote of those present and voting at the meeting shall be necessary for expulsion. If expulsion is not so voted, the Board’s suspension shall stand.

Article IX

Amendments

Section 1. Amendments to the constitution and bylaws and breed standard may be proposed by the Board of Directors or by written petition addressed to the Secretary signed by 20 percent 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 by the Secretary for a vote within three (3) months of the date when the petition was received by the Secretary. Proposed amendments to the Standard for the breed must be submitted to the members with recommendations of the Board by the Secretary for a vote following the procedures established by the AKC Board of Directors.

Section 2. The constitution and bylaws may be amended at any time (or the Standard for the breed in accordance with AKC policies), provided a copy of the proposed amendment has been sent or emailed by the Secretary to each member in good standing. Voting will be conducted via electronic balloting by an independent firm in accordance with State Law and AKC policy. Instructions with the amendment will specify a date not less than 30 days after the notification by which the ballots must be completed. The favorable vote by 2/3 of the members in good standing who return valid ballots within the time limit shall be required to affect such amendment.

Section 3. No amendment to the constitution and bylaws (or to the Standard for the breed) that is adopted by the Club shall become effective until it has been approved by the Board of Directors of the American Kennel Club.

ARTICLE X

DISSOLUTION

DISSOLUTION

Section 1. The Club may be dissolved at any time by the written consent of not less than 2⁄3 of the members in good standing. 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 benefit of dogs selected by the Board of Directors.

ARTICLE XI

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 President
Report of Secretary
Report of Treasurer
Reports of Committees
Election of Officers and Board (at Annual Meeting)
Election of new members
Unfinished 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 Secretary
Report of Treasurer
Reports of Committees
Unfinished business
Election of new members
New Business
Adjournment

Article X II

Parliamentary Authority

Section 1.  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 bylaws and any other special rules of order the Club may adopt.