CONSTITUTION
Section
1. The name of the
Club shall be Siberian Husky Club of America, Incorporated (SHCA).
Section
2. The objectives of
the Club shall be:
a.
to
do all that is possible to preserve the heritage and the working ability of the
pure-bred Siberian Husky, and to bring the natural qualities and abilities to
perfection through selective breeding;
b.
to
encourage the organization of independent local Siberian Husky Specialty Clubs
in those localities where there are sufficient fanciers of the breed to meet
the requirements of The American Kennel Club (AKC);
c.
to
educate members and to urge breeders to adhere to the standard of the breed as
approved by AKC as the only standard of excellence by which Siberian Huskies
shall be judged;
d.
to
do all in its power to protect and advance the interests of the breed;
e.
to
advance the health, well-being, and proper care of the breed and to disseminate
accurate information about the breed to members and the general public;
f.
to
encourage sportsmanship at conformation events, companion events, performance
events, and any other event under the Rules and Regulations of AKC; and at sled
dog races, fun runs, demonstrations; and at any event sponsored or held by the Club;
g.
to
conduct sled dog races, fun runs and demonstrations, and to conduct sanctioned
matches, specialty shows, special attractions, junior showmanship events,
companion events, performance events, and any other event for which the club is
eligible under the Rules and Regulations of the AKC;
h.
to
protect and advance the Siberian Husky as a versatile companion and to protect
the ability to own, show, breed, race, train and otherwise enjoy the breed.
Section
3. The Club shall
not be conducted or operated for profit and no part of any profits or remainder
or residue from dues or donations to the Club shall inure to the benefit of any
member or individual.
Section
4. The members of
the Club shall adopt and may from time to time revise such Bylaws as may be
required to carry out these objectives.
BYLAWS
ARTICLE I
Membership
Section
1. Classes of
Membership. There shall be six (6) classes of membership open to
persons who are in good standing with the AKC, who subscribe to the objectives
of this Club, and who subscribe to the Club’s Code of Ethics and the Guidelines
for Ethical Breeding Practices.
a.
Members
with full privileges.
These members enjoy all privileges of the Club, including the right to vote,
hold office, and sponsor applicants for membership. These members count in the
determination of a quorum.
1.
Regular
Member. Shall be
open to all persons eighteen years of age and older who:
i. are residents of the United States
of America or its territories and possessions,
ii. have owned a Siberian Husky for at
least three consecutive years,
iii. have actively participated in AKC
conformation shows, companion events, or organized sled dog races, and
iv. have been involved in organized AKC
breed-related activities such as SHCA-sponsored programs or local Siberian
Husky specialty clubs.
2.
Foreign
member with privileges.
All persons who are a regular member in the SHCA before March 1, 2021, shall automatically
convert on March 1, 2021 from a Regular Member to a Foreign member with
privileges, if they do not maintain a residency in the United States of America
or its territories and possessions. Failure to maintain a continuous membership
in the SHCA after March 1, 2021 shall require such a person to reapply as a
Foreign Member without privileges.
3.
Life
Member. Shall be
open to any regular member in good standing who:
i. is at least 55 years of age,
ii. has been a member for at least 25
years,
iii. has provided notable, continuous
service to the Club and
iv. has received the affirmative vote of
2/3 of the Board of Directors.
Life Members will not be required to
pay dues.
b.
Members
without Full privileges.
These members do not count in the quorum, do not vote, do not hold office, and
do not sponsor applicants for membership. They may hold committee membership;
however, they may not chair a committee and they have no vote in the committee.
They will receive club publications.
1.
Associate
Member. Shall be open to all persons who have owned a
Siberian Husky for at least one year, who are residents of the United States,
and who do not meet the criteria of a Regular Member.
2.
Junior
Member. Shall be
open to all persons between the ages of ten and seventeen. Upon reaching
eighteen years of age, Junior members must reapply, without an application fee,
for another class of membership. Junior members failing to apply for
another membership within six (6) months after their 18th birthday, shall have
their membership automatically lapse.
3.
Foreign
Member without privileges.
Shall be open to all persons eighteen years of age and older who are not
residents of the United States or its territories or possessions.
Section
2. Dues. Annual
membership dues for all classes of membership shall not exceed seventy-five
dollars ($75) per member. The Board of Directors shall review dues on a regular
basis, adjust when appropriate, and may assess different dues per class of
membership. If the dues are not adjusted by October 1st of each year, the dues
shall be assessed at the previous year’s rate. Membership dues are due and
payable on or before the 1st day of January each year. During the month of
November, the Treasurer shall send each member a statement of his/her dues for
the coming year. Notice shall be sent to all members whose dues are unpaid
after January 1st, informing them of the lapse deadline and the names of the
lapsing members will be published in the Bulletin prior to the date at which
all unpaid memberships lapse. No member may exercise any right of membership
whose dues are not paid for the current year.
Section
3. Application Processing Fee. The Board of Directors may
establish an application processing fee, not to exceed seventy-five dollars
($75), to be paid by each membership applicant and the fee must accompany the
membership application. The Board of Directors shall review this fee on a
regular basis, adjust when appropriate, and may assess different fees per class
of membership. If the Board does not change the amount of the fee by October
1st of each year, the fee shall be assessed at the previous year’s rate. The fee is non-refundable. The applicant shall be relieved of paying any
dues during the calendar year in which he/she has been approved for membership.
Section
4. Election to Membership.
a.
Each
applicant for membership shall apply on a form as approved by the Board of
Directors which shall provide that the applicant is in good standing with AKC,
and agrees to abide by these Constitution and Bylaws, the Rules and Regulations
of AKC, AKC’s Code of Sportsmanship, the Club’s Code of Ethics
and the Club’s Guidelines for Ethical Breeding Practices. The applicant shall
provide his/her name, address, additional contact information, occupation, and
any other information deemed necessary by the Board of Directors. The
application, for all classes of membership except Associate Membership, shall
include the endorsement of two sponsoring members in good standing who have
personally known the applicant for at least two years. For Associate Members
only, the application shall include the endorsement of one sponsoring member in
good standing who has personally known the applicant for at least one year. The
sponsor(s) must not be immediately related to the applicant or to each other.
Immediately related is defined as spouse, domestic partner, parents,
grandparents, children, grandchildren, siblings, mother-in-law, father-in-law,
daughter-in-law, son-in-law, sister-in-law, brother-in-law, and persons living
in the same household. Adopted, step and half relations count as immediately
related. The application and the
applicable application processing fee shall be submitted to the Recording
Secretary through the Membership Chair, if any.
b.
The
Recording Secretary shall, at least once in each quarter of the year, publish
to the membership the name and address of the applicant, together with the
names of the sponsors.
c.
Absent
an objection, the Board of Directors may vote on an applicant thirty (30) days
after publication to the membership of the pending application. Applicants
shall be elected by secret ballot with the affirmative vote of 2/3rds of the
Board of Directors present at a meeting or 2/3rds of the entire board voting by
mail.
d.
Any
objection to an applicant for membership, together with reasons for such
objection, shall be filed in writing with the Recording Secretary within thirty
days of the publication of notice of the pending application. The Recording
Secretary shall promptly disclose to the Board of Directors all objections and
the reasons for such objections, in confidence, before any action is taken on
the application. The board may take any reasonable action to investigate or
resolve the objections before voting on the applicant. Applicants who have
received objections shall be elected by secret ballot with the affirmative vote
of 2/3rds of the Board of Directors present at a meeting or 2/3rds of the
entire board voting by mail.
e.
An
application which has received a negative vote by the Board may be presented by
one of the applicant's sponsors at the next Annual meeting of the Club and the members
may elect such applicant by a favorable vote of seventy-five percent (75%) of
the members with full privileges in good standing present and voting.
Applicants who have been rejected by the Club may not reapply within twelve
months after such rejection.
Section
5. 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
Recording Secretary but no member may resign when in debt to the Club.
Obligations other than dues are considered a debt to the Club and must be paid
in full prior to resignation.
b.
By
lapsing. A
membership will be considered as delinquent if such dues remain unpaid after
January 1st. The membership shall be automatically
terminated if such member’s dues remain unpaid after March 31.
c.
By
expulsion. A
membership may be terminated by expulsion as provided in Article VIII of these Bylaws.
Section
6. Good Standing. A
member in good standing is defined as one who is current with Club dues, if
applicable, and has not been suspended by the Club or AKC.
ARTICLE II
Meetings and Notices
Section
1. Annual Meeting.
The annual meeting of the Club shall be held during the period beginning
September 1 and ending November 1, in conjunction with the Club’s National
Specialty if possible, of each year at a place, date, and hour designated by
the Board of Directors. Notice of the
annual meeting shall be prominently displayed in the Bulletin by the Recording
Secretary to each member at least 60 days prior to the date of the meeting, and/or
by any means in accordance with Section 6 of this Article. The quorum for the annual meeting shall be ten percent (10%)
of the membership with full privileges in good standing. At the annual meeting, the membership shall
receive reports on the activities of the Club.
Section
2. Special Club Meetings.
Special Club meetings may be requested by the President and/or called by a
majority vote of the members of the Board or shall be called by the Recording
Secretary upon receipt of a petition signed by ten percent (10%) of the Club members
with full privileges who are in good standing. Such meeting shall be held at
such place, date, and hour as may be designated by the Board of Directors. Notice
of such meeting shall be sent by the Recording Secretary at least thirty (30)
days and not more than sixty (60) days prior to the meeting in accordance with
Section 6 of this Article. The notice of
the meeting shall state the purpose of the meeting and no other club business
may be transacted. The quorum for such a meeting shall be ten percent (10%) of
the members with full privileges in good standing.
Section
3. 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
such times and places in accordance with Section 4 of this Article as are
designated by a majority of the entire Board. Notice of each such meeting will be sent by
the Recording Secretary with an agenda provided by the President to each member
of the Board at least 21 days prior to the date of the meeting in accordance to Section 6 of this Article. The quorum for a Board Meeting
shall be a majority of the Board.
Section
4. Conduct of Board meetings. The Board may conduct its business:in
person;
a.
by
mail or signed facsimile through the Recording Secretary;
b.
through
the use of
telephone conference, videoconference or any means of communication by which
all board members may simultaneously hear each other during the meeting.
c.
by
email if all members of the board consent to taking the particular
vote by email. E-mail cannot be utilized for any item which requires a
secret ballot. The consent may be by email confirmation and may be revoked at
will. Votes taken by e-mail shall be printed out showing the board member’s
email address along with the vote cast. E-mail confirmations and written
consents shall be filed with the records of the meeting. Such consents shall be
treated for all purposes as a vote at a meeting.
d.
by
any other method permitted by the laws of New Hampshire.
Section
5. Conduct of Annual meetings. The Club may conduct its business:
a.
in
person;
b.
via
virtual, electronic or teleconference/videoconference meeting, if an in-person
meeting cannot be held because of the cancellation of the Club’s National
Specialty. If this method is used:
1.
the
electronic meeting shall allow the members to simultaneously hear and, if
possible, see the officers and board members;
2.
the
notice of the meeting shall include:
i. Officer and any submitted committee reports;
ii. An adequate description of how to
access the meeting;
iii. A means whereby a member with full
privileges may place an item on the agenda. Such submissions shall include, but
are not limited to, matters in Article 1, Section 4(e).
iv. An adequate description of how a
member with full privileges may raise points of order or other matters during
the meeting.
3.
Any
matters requiring a vote by the membership shall be accomplished by balloting pursuant
to Article VI, Section 2.
c.
by
any other method permitted by the laws of New Hampshire.
Section
6. Notice. Notice may be sent by the Recording Secretary
in any manner permitted under the laws of New Hampshire. Notice may be
accomplished by either mail or e-mail pursuant to below.
a.
By
mail. When notice
is given by mail, it must be via first class US mail with postage prepaid, and shall be deemed given when deposited in the
mail or the delivery service addressed to such person at such person’s address
as it appears on the records of the Club.
b.
By
e-mail. The Club
may send to members notices, including notification of club meetings, dues, minutes and other club publications, and to board members
notification of meetings via email, provided that,
1.
The
club member or board members has signed an authorization agreeing to this
method of communication.
2.
Such
authorization is renewed annually and is revocable at will.
ARTICLE III
Directors and Officers
Section
1. Board of Directors.
The board shall have at least five voting members who are not of the same
immediate family or related by blood or marriage. The Board shall be comprised
of the President, First and Second Vice-Presidents, Recording Secretary,
Corresponding Secretary, Treasurer, and seven other persons, all of whom shall
be members in good standing who are residents of the United States. They shall
be elected for two-year terms on odd numbered years at the Club's annual
meeting as provided in Article VI, and shall serve
until their successors are elected. General management of the Club's affairs
shall be entrusted to the Board of Directors.
Section
2. Officers and Directors.
The Club's officers, consisting of the President, First and Second
Vice-Presidents, Recording Secretary, Corresponding Secretary, and Treasurer
shall serve in their respective capacities 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
First Vice-President
shall have the duties and exercise the powers of the President in case of the
President's absence, death or incapacity.
c.
The
Second Vice-President
shall be second in ascendancy after the First Vice-President.
d.
The
Recording Secretary
shall be responsible for:
1.
Managing
and preserving a record of all meetings of the Club and of the Board and of all
votes taken and all matters of which a record shall be ordered by the Club,
including current Standing Rules;
2.
Keeping
an up-to-date roll of members in good standing and their contact information
which shall be sent to any member in good standing upon written notice not more
than once every club year;
3.
Notifying
new members of their election;
4.
Notifying
members of the time and place of members' meetings;
5.
Notifying
Board Members of the time and place of Board meetings;
6.
Carrying
out such other duties as are prescribed in these Bylaws and/or by the Board of
Directors.
e.
The
Corresponding Secretary
shall be responsible for:
1.
Taking
charge of all Club correspondence not covered in the duties of the Recording
Secretary, particularly the preparing and mailing of all club materials;
2.
Carrying
out such other duties as are prescribed in these Bylaws and/or by the Board of
Directors.
f.
The
Treasurer shall be
bonded, or the Club otherwise similarly insured against negligence or loss by
the Treasurer or any officer, in such amount as the Board of Directors
determine, and shall:
1.
Collect
and receive all monies due or belonging to the Club;
2.
Deposit
the same in a bank approved by the Board, in the name of the Club;
3.
Disburse
funds necessary to discharge the liabilities of the Club; such disbursements
shall in no event exceed a maximum limit on all expenditures imposed by the
Board of Directors. If liabilities are incurred in excess of this maximum limit,
prior approval of the Board must be obtained before payment can be made;
4.
Keep
the books open to inspection of the Board at all times;
5.
Report
to the Board at every meeting the condition of the Club's finances and every
item of receipt or payment not before reported;
6.
Render
at the annual meeting an account of all monies received and expended during the
previous fiscal year;
7.
Generate,
and manage an annual budget;
8.
Manage
and review the investment activities of the Club;
9.
File
appropriate tax statements;
10. Maintain a record of all
non-expendable Club property held by the Directors or members of the Club;
11. Maintain appropriate corporate
reporting to the state of Incorporation;
12. Carrying out such other duties as
are prescribed in these Bylaws and/or by the Board of Directors.
g.
The
Directors, along
with the Officers, shall:
1.
Participate
in and vote on all issues coming before the Board of Directors;
2.
Carry
out their duties in a manner consistent with the best interests of the entire
Board of Directors and the Club.
Section
3. Removal from Office. An officer or director may be
removed from office for failure to discharge his duties as prescribed in
Section 2 of this Article by a secret vote of two-thirds (2/3rd) of the entire
Board of Directors at a meeting where the notice of which has specified the
proposed removal.
Section
4. Vacancies. Any vacancies on the Board or
among the offices during the term shall be filled until the next biennial
election by a majority vote of all the remaining members of the Board. However,
a vacancy in the office of President shall be filled automatically by the First
Vice President, and a vacancy in the office of First Vice President shall be
filled automatically by the Second Vice President, and the resulting vacancy in
that office shall be filled by the board until the next biennial election.
Section
5. Indemnification of Officers and Board Members. The officers and Directors of the
Club shall be indemnified by the Club against liability and against expenses
reasonably incurred by them in conjunction with any action, suit or proceeding
by reason of their having been an Officer or Director
of the Club, except in relation to matters as to which they shall be finally
adjudged in such action, suit, or proceeding, to have been determined to be
acting in individual bad faith. Such right of indemnification shall not be
deemed exclusive of any other rights to which they may be entitled as a matter
of law. However, the personal liability may not be eliminated or limited for a Director,
Officer, or both, to the Club for monetary damages for breach of fiduciary duty
with respect to any transaction from which the Director, Officer, or both,
derived an improper personal benefit.
ARTICLE IV
Conflict of Interest
Section
1. Establishment of a Conflict
of Interest Policy.
The Club shall adopt, implement, enforce and regularly
review Policies and Procedures governing conflicts of interest and pecuniary
benefits transactions. The Policy and Procedures shall, at a minimum, meet the
requirements of New Hampshire law as then in effect. Each officer or director
shall have an affirmative duty to disclose to the Club each transaction with
the Club that could be a conflict of interest or a pecuniary benefit
transaction, and that officer or director shall be prohibited from
participating in the discussion or voting on the matter. Each officer and director, prior to taking
his/her position on the Board, shall submit to the Recording Secretary a signed
Conflict of Interest Policy.
Section
2. Transactional Limitations.
Under no circumstances may the Club:
a.
Lend
money or property to a board member or his/her immediate family member;
b.
Sell,
purchase or lease (for more than five years) real estate from or to a board
member or his/her immediate family member without prior court approval; or
c.
Engage
in transactions that are unfair or impair the Club’s ability to perform its
mission.
Section
3. Permissible Transactions. A
Board member, and any immediate family member of a board member, may engage in
transactions with the Club under certain circumstances, which include:
a.
Transactions
under $500. If the
total value of a board member’s transactions with the organization is less than
$500 in a fiscal year, the transactions are permitted if they are in the Club’s
best interest.
b.
Transactions
in excess of $500. If the total value of a board member’s transactions
with the Club exceeds $500 in a fiscal year:
1.
The
Board member may only sell goods or services in the ordinary course of the
Club’s business and charge only a reasonable or discounted price;
2.
The
Board member must disclose the details of the transaction to the board and may
not take part in the discussion or vote on the transaction;
3.
A
two-thirds majority of a quorum of the board, who have not themselves sold
goods or services to the Club in the last fiscal year, must find that the
transaction is in the Club’s best interest;
Section
4. Accurate Records. The
Board must keep written minutes regarding its actions and must keep a list of
all members with whom the organization does business. The Club must annually
report each such transaction to the New Hampshire Director of Charitable
Trusts, including the names of those to whom the benefit accrued and the amount
of the benefit.
Section
5. Transactions in excess of $5,000. If the value of a Board member’s
transactions with the Club exceeds $5,000 in a fiscal year, the Club must
comply with Section 3bB) above, publish a notice in a New Hampshire newspaper
for each fiscal year in which such transactions exceed $5,000, and notify New
Hampshire’s Director of Charitable Trusts before consummating the transaction.
ARTICLE V
The Club Years
Section
1. Club Years. There are three separate Club Years as
follows:
a.
The
Club's fiscal year shall begin on the 1st day of June and end on the 31st day
of May.
b.
The
Club's official year shall begin immediately at the conclusion of the election
at the annual meeting on odd numbered years and shall continue through
committee reports at the next annual meeting. On alternate years, the official
year shall begin immediately at the conclusion of committee reports and shall
continue through the election at the next annual meeting. The elected officers
and directors shall take office immediately upon the conclusion of the annual
meeting and each retiring officer shall turn over to his successor in office
all properties and records relating to that office within thirty (30) days
after the election.
c.
The
Club’s membership year is the calendar year, January 1 through December 31.
ARTICLE VI
Voting and Balloting, Nominations,
Elections
Section
1. Voting. At the
annual meeting or at a special meeting of the Club, voting shall be limited to
those members with full privileges in good standing who are present at the
meeting, except for the biennial election of officers and directors, amendments
to the Constitution and Bylaws, and amendments to the standard for the breed
which shall be decided by balloting in accordance with Section 2 of this
Article. The Board of Directors may decide to submit other specific questions
for decision of the members with full privileges by balloting. Voting by proxy
will not be permitted.
Section
2. Balloting.
a.
Where
balloting is required by these Bylaws or determined necessary by the Board of
Directors, the balloting may be done by the Recording Secretary, a
Board-appointed teller committee of three members with full privileges in good
standing who are neither members of the current board nor candidates for
election, or an independent professional firm (ballot recipients) designated by
the board to process ballots. In elections where the Recording Secretary is an
opposed candidate, the board shall use either the teller committee or an
independent professional firm as the ballot recipient.
b.
Ballots
must specify a day not less than thirty (30) days nor more than forty (40) days
for the return receipt of any ballot.
c.
If
by mail, a Dual-envelope and balloting system will be used for biennial
elections, Constitution and bylaw amendments and breed standard revisions. Each
member with full privileges in good standing shall be sent by first class mail
a blank envelope and a return envelope marked “Ballot,” bearing the name of the
member and addressed to the ballot recipient designated by the board. In order for the ballots to remain secret, each voter shall
seal their ballot in the blank envelope which in turn shall be placed in the
second envelope addressed to the ballot recipient. The Ballot recipient shall
certify the eligibility of the voters by checking the returns against the list
of members whose dues are paid for the current year prior to opening the outer
envelopes and removing the blank envelopes. The Ballot recipients shall certify
the results of the voting to the Recording Secretary.
d.
If
by electronic balloting, the balloting process must be in accordance with AKC’s
procedure on Electronic Balloting for Parent Clubs. It must be conducted by an
independent professional firm which specializes in electronic balloting. A
member must sign a written authorization agreeing to this method of balloting,
which is revocable, and which agrees to release the Club from any liability
should the ballot be received late or not received by the member, due to
circumstances beyond the Club’s control. Members not providing written
authorization will receive all materials via first class mail as provided
above.
a.
Nominations
cannot be made at the annual meeting or in any manner other than provided in
this section. No person may be a candidate in a Club election who has not been
nominated in accordance with these Bylaws.
b.
A
Nominating Committee shall be chosen by the Board of Directors on or before February
15th of odd numbered years. The Committee shall consist of five members and two
alternates, all members with full privileges in good standing, no more than one
of whom shall be a member of the current Board of Directors. The Board shall
name a Chair for the Committee.
c.
The
Nominating Committee shall nominate from among the eligible members of the
Club, one candidate for each office and for each other position on the Board of
Directors and shall procure the acceptance in writing 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 Recording Secretary. The Recording Secretary shall provide
this slate for publication in the Bulletin. The slate shall be prominently displayed
in the Bulletin, or mailed, or emailed to each member of the Club on or before
ninety (90) days before the Club's annual meeting.
d.
Additional
nominations of eligible members may be made by written petition, signed by ten
(10) members with full privileges, addressed to the Recording Secretary and
received at his/her regular address on or before sixty (60) days before the
Club's annual meeting. Each additional nominee shall send to the Recording
Secretary within the deadline of this section a written acceptance signifying
his/her willingness to be a candidate.
e.
No
person shall be a candidate for more than one position.
Section
4. Election.
a.
Uncontested
elections. If no
valid additional nominations are received by the Recording Secretary on or
before sixty (60) days before the Club's annual meeting, the Nominating
Committee's slate shall be declared elected at the time of the annual meeting,
and no balloting will be required.
b.
Contested
elections. If one
or more valid additional nominations are received by the Recording Secretary as
provided in Section 3(c) of this Article, on or before sixty (60) days prior to
the Club’s annual meeting, ballots shall be sent according to Section 2 of this
Article. The ballot shall list in alphabetical order all of
the nominees for each position. The nominated candidates receiving the greatest
number of votes for each office shall be declared elected. If any nominee, at
the time of the election, 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 III, Section 4.
ARTICLE VII
Committees and Delegate
Section
1. The Board may
each year appoint standing committees to advance the work of the Club in such
matters as dog shows, trophies, annual awards, membership, and other fields
which may well be served by committees. Such committees shall always be subject
to the final 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
successors to those persons whose service has been terminated.
Section
3. Committees may
conduct its business in person, by mail, by e-mail, by fax, by telephone
conference, by video conference, or other electronic means.
Section
4. The Delegate to the American Kennel Club
shall be appointed by a majority vote of the Board for a two-year term on odd
number years at the first Board meeting following the Annual Meeting. The
delegate must be a resident of the United States of America and its territories
or possessions. The delegate shall serve until a successor has been accepted by
the American Kennel Club. Among other
duties, the delegate shall represent the Club at all meetings of the Delegates
to the American Kennel Club and shall report to the Club actions and matters
discussed at AKC’s Quarterly Delegate Meetings. In the event of a vacancy of the AKC Delegate,
the Club must apply to the office of the AKC Executive Secretary for approval
of Delegate credentials.
ARTICLE VIII
Discipline
Section
1. American Kennel Club Suspension.
Any member who is suspended from any privileges of The AKC 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
specifications must be filed in duplicate with the Recording Secretary together
with a refundable deposit of thirty-five dollars ($35.00), or a reasonable
amount set annually by the board not to exceed one hundred dollars, which shall
be forfeited if such charges are not sustained by the Board or a Special Board
Committee following a hearing. The Recording Secretary
shall promptly send a copy of the charges to each member of the Board or
present a copy of the charges at an in-person meeting of the Board.
Section
3. Hearings and voting.
Disciplinary hearings and any Board action relating to disciplinary hearings
may be held in person, via telephone conference or by video conference.
Section
4. Jurisdiction. After due consideration, the Board
shall vote whether the actions alleged in the charges, if proven, might
constitute conduct prejudicial to the best interests of the Club or of the
breed. If a majority of the Board considers that the
charges do not allege conduct which would be prejudicial to the best interests
of the Club or of the breed, it shall refuse to entertain jurisdiction. If the
Board entertains jurisdiction of the charges, it shall fix a date of a hearing
by the Board or a Special Board committee appointed by a majority of the Board, of not less than three
members of the Board, not less than three (3) weeks nor more than six (6) weeks
thereafter. The Recording Secretary shall promptly send a copy of the charges
to the complainant and the accused member by certified mail, return receipt
requested, together with a notice of the hearing and an assurance that they may
personally appear in their own behalf and bring witnesses if they wish.
Section
5. Board Hearings.
The Board or Special Board Committee shall have complete authority to decide
whether counsel may attend the hearing, but both complainant and the accused
member shall be treated uniformly in that regard. Should the charges be
sustained after hearing all the evidence and testimony presented by complainant
and accused member, the Board or Special Board Committee, may by a majority
vote of those present, reprimand or suspend the accused member 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 (6) months.
And, if it deems that punishment is insufficient, the Board may also recommend
to the membership that the penalty be expulsion. In such case, the suspension
shall not restrict the accused member’s right to appear before his/her fellow
members at the ensuing Club annual meeting which considers the recommendation
of the Board or committee. Immediately after the Board or Special Board Committee
has reached a decision, its findings shall be put in written form and filed
with the Recording Secretary. The Recording Secretary, in turn, shall notify
each of the parties of the decision and penalty, if any, by registered mail,
return receipt requested.
Section
6. 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 or Special Board Committee as provided in Section 5 of this Article. The
President shall read the charges and the findings and recommendations, and
shall invite the accused member, if present, to speak in his/her own behalf
though no evidence shall be taken at this meeting. The membership shall then
vote by secret, written ballot on the proposed expulsion. A two-thirds (2/3)
vote of those present and voting at the annual meeting shall be necessary for
expulsion. If expulsion is not so voted, the suspension shall stand.
Section
7, Reassignment of Duties.
If the President is the subject of the charges or disciplinary action, the Vice
President shall perform the duties of the President as described in this
article, and if the Recording Secretary is the subject of the charges or
disciplinary action, the Corresponding Secretary shall perform the duties of
the Recording Secretary as described in this article. This substitution shall
commence immediately upon receipt of written notice of charges described in
Section 1 or 2. Any other officer or board member who is the subject of
disciplinary charges shall remain in his/her position, apart from any
deliberation or hearing of the charges, pending resolution of the charges. If
any other Officer or Director is suspended, the remainder of the Board of
Directors shall select by majority vote another Board Member to fulfill the
duties of said Officer or Director until the suspension is over.
Section
8. Rights Under Suspension.
A member under suspension shall receive all Club information and notices which
are sent to members in good standing. This includes dues notices and the Club
newsletter, as well as other pertinent communications as defined by the Board
of Directors. However, in no manner may the suspended member serve on the
board, serve on a committee, vote, sponsor a member, or in any way participate in
the operation of the Club.
ARTICLE IX
Amendments
Section
1. Amendments to
the Constitution and Bylaws and to the standard of the breed may be proposed by
the Board of Directors or by written petition addressed to the Recording
Secretary signed by twenty percent (20%) of the membership with full privileges
in good standing. Amendments to the Constitution and Bylaws proposed by such
petition shall be promptly considered by the Board of Directors and must be
submitted to the members with full privileges in good standing with
recommendations of the Board by the Recording Secretary for a vote within three
(3) months of the date when the petition was received by the Recording
Secretary. Proposed amendments to the standard for the breed must be submitted
to the members with full privileges in good standing with recommendations of
the board by the Recording 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 and the standard for the
breed may be amended in accordance with AKC policies provided a copy of the
proposed amendment has been mailed by the Recording Secretary to each member
with full privileges in good standing at least thirty (30) days prior to any
balloting. Balloting shall be done according to Article VI, Sections 1 and 2
accompanied by a ballot on which he/she may indicate his/her choice for or
against the action to be taken. The favorable vote of two-thirds (2/3) of the members
with full privileges in good standing whose ballots are returned within the
time limit shall be required to effect any such
amendment.
Section 3.
No amendment to the Constitution and Bylaws or to the standard of the breed
that is adopted by the Club shall become effective until it has been approved
by the Board of Directors of The AKC.
ARTICLE X
Dissolution
Section
1. The Club may be
dissolved at any time by written consent of not less than two-thirds (2/3rds)
of the members with full privileges in good standing. In the event of the dissolution of the Club,
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 one or more charitable
organizations for the benefit of dogs selected by the Board of Directors.
ARTICLE XI
Order of Business and Parliamentary
Authority
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 taking
Minutes of last meeting
Report of President
Report of Recording Secretary
Report of Corresponding Secretary
Report of Treasurer
Reports of committees
Election of Officers and Board (at annual meetings in odd numbered years)
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:
Roll taking
Reading of minutes of last meeting
Report of President
Report of Recording Secretary
Report of Corresponding Secretary
Report of Treasurer
Reports of committees
Unfinished 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 the club Bylaws
and any published, special rules of order the Club may adopt.
Section
4. The validity, construction and effect of the
Club Bylaws and any actions taken under or relating to the Club Bylaws shall be
determined in accordance with the laws of the State of New Hampshire and
applicable Federal laws. For purposes of litigating any dispute that arises
under the Club Bylaws, the parties hereby submit to and consent to the
jurisdiction of the State of New Hampshire, agree that such litigation shall be
conducted in the courts of New Hampshire or the federal court for the United
States for the District of New Hampshire.