San Francisco Bay Weimaraner
Club Constitution and By-laws
CONSTITUTION
Article I - Name and Object
BY-LAWS
Article I - Membership
Article II - Meetings and Voting
Article III - Directors and Officers
Article IV - The Club Year, Annual Meeting, Elections
Article V - Committees
Article VI - Discipline
Article VII - Addition of Amendments
Article VIII - Dissolution
Article IX - Order of Business
Article X - Amendments
CONSTITUTION
ARTICLE I Name
and Object
SECTION 1. The
name of the Club shall be The San Francisco Bay Weimaraner Club.
SECTION 2. The
objectives of The San Francisco Bay Weimaraner Club shall be:
(a) To encourage
and promote quality in the breeding of purebred Weimaraners and
do all that is possible to bring their natural qualities to perfection;
(b) To urge members and breeders to accept the standard for the
breed as set forth by The American Kennel Club by which Weimaraners
shall be judged;
(c) To do all in its power to protect and advance the interest of
the breed by encouraging sportsmanlike competition at dog shows,
obedience trials, field trials and hunt tests;
(d) To conduct sanctioned and licensed specialty shows, obedience
trials, field trials and hunt tests under the rules of The American
Kennel Club.
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
By-laws as may be required to carry out these objectives.
BY-LAWS
ARTICLE I Membership
SECTION 1.
Eligibility
There shall be
four types of membership open to all persons eighteen (18) years of
age and older who are in good standing with The American Kennel Club
and who subscribe to the purposes of this Club.
Regular Membership:
He or she must be over eighteen (18) years of age. In order to hold
office or vote, dues must be paid.
Family Membership:
Will consist of no more than two (2) voting adults, and all minor
children living at the same mailing address. Dues must be paid current
to hold office or to vote.
Associate Membership:
Will consist of Newsletter receipt only. There will be no voting
privileges for this member(s). The reason is to allow for a membership
outside of the San Francisco Bay Area. These members are not counted
towards a quorum during it's general meetings.
Life Memberships:
Dues for this membership are a one time fee. The Board of Directors
has the authority to offer under special circumstances a Life Membership
to a person or persons which may have made a contribution or a donation
of financial, real property, or bartered goods. A life member would
not have voting privileges, but paying the cost difference between
Associate membership and Family membership, the Life member may
maintain voting privileges for the calendar year. (For Revoking
a Life membership, see Article VI).
While membership
is to be unrestricted as to residence, The Club's primary purpose
is to represent the members of the San Francisco Bay Area counties.
Membership is open to any individual or family that is in good standing
with The American Kennel Club. All members are to uphold the conditions
outlined here in these By-laws
SECTION 2.
Dues
Membership dues
shall be payable on the first day of May of each fiscal year. Dues
will be prorated fifty percent (50%) for new members joining after
November 1. During the month of March, the Treasurer shall send to
each member a statement of dues for the ensuing year. Notice in the
March newsletter shall constitute notice of dues. No member may vote
if their dues are not paid for the current year. Membership applications
received during the fiscal year shall be accompanied by dues in an
amount which shall be determined by the Board of Directors which will
cover the remainder of the fiscal year from the date of the application.
The Board of Directors shall publish in the January Newsletter the
dues for the ensuing year. No member may vote whose dues are not paid
for the current fiscal year.
SECTION 3: Membership
All applications
are to be filed with the secretary and will be published in the next
newsletter. If no inquiries are received from the membership about
the applicant they will become a member thirty (30) days after publication.
Any comments from the membership will require the application to be
presented to the entire membership at the next regular meeting. The
application will be voted upon and affirmative votes of 2/3rds of
the members present and voting shall be required to elect the applicant.
Applicants for membership who have been rejected by the Club may not
reapply within six (6) months after such rejection. All dues will
be returned.
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. No member may resign when in debt to the
Club. Dues obligations are considered a debt to the Club and they
become due on the first day of each fiscal year.
(b) By Lapsing.
A membership will be considered as lapsed and automatically terminated
if such member's dues remain unpaid sixty (60) days after the first
day of the fiscal year. The Board may grant an additional sixty
(60) days of grace to such delinquent members in special cases.
In no case may a person be entitled to vote at any Club meeting
whose dues are unpaid as of the date of that meeting.
(c) By Expulsion.
A membership may be terminated by expulsion as provided in Article
VI of these By-laws.
ARTICLE II Meetings and Voting
SECTION 1.
General Meeting
Meetings of the
Club shall be held in the greater San Francisco Bay Area. Meetings
shall be held every other month, at such date, hour and place as may
designated by the Board of Directors. Written notice shall be sent
by the Secretary at least ten (10) days prior to the date of the meeting.
The quorum for such a meeting shall be twenty percent (20%) of the
voting members, individual and family memberships are voting members,
while associate and life memberships will not apply towards the number
of members needed to make up a quorum.
SECTION 2.
Special Club Meeting
Special Club
meetings may be called by the President, or by a majority vote of
the members of the Board who are present and voting at any regular
or special meeting of the Board; and shall be called by the Secretary
upon receipt of a petition signed by five (5) voting members of the
Club who are in good standing. Such special meetings shall be held
within the greater San Francisco Bay Area at such place, date and
hour as may be designated by the person or persons authorized herein
to call such meetings. Written notice of such meeting shall be mailed
by the Secretary at least five (5) days and not more than fifteen
(15) days prior to the date of the meeting, and said notice shall
state the purpose of the meeting, and no other business may be transacted.
SECTION 3.
Board Meetings
Meetings of the
Board of Directors shall be held every other month within the greater
San Francisco Bay Area on such date, hour and place as may be designated
by the Board. Written notice of each such meeting shall be sent to
the Board members by the Secretary at least five (5) days prior to
the date of the meeting. The quorum for such meeting shall be a majority
of the Board. Should there not be a quorum, the business at hand shall
be rolled over to the next board meeting. Board meetings may be conducted
via teleconference.
SECTION 4.
Special Board Meetings
Special meetings
of the Board may be called by the President; and shall be called by
the Secretary upon receipt of a written request signed by at least
three (3) members of the Board. Such special meetings shall be held
within the greater San Francisco Bay area at such place, date and
hour as may be designated by the person authorized herein to call
such meeting. Written notice of such meeting shall be mailed by the
Secretary at least five (5) days and not more than ten (10) days prior
to the date of the meeting, or cable notice shall be filed at least
three (3) days and not more than five (5) days prior to the date of
the meeting. Any such notice shall state the purpose of the meeting
and no other business shall be transacted thereat. A quorum for such
a meeting shall be a majority of the Board.
SECTION 5.
Voting
Each member in
good standing whose dues are paid for the current year shall be entitled
to one (1) vote at any meeting of the Club at which he/she is present.
Proxy voting will not be permitted at any Club meeting or election.
A quorum must be met in order to hold a vote. Should there not be
a quorum, the business at hand shall be tabled and rolled over to
the next general meeting.
ARTICLE III Directors and Officers
SECTION 1.
Board of Directors
The Board shall
be comprised of the President, Vice-president, Secretary, Treasurer
and, two (2) board members all of whom shall be members in good standing.
All members of the Board of Directors shall serve for) one (1) year
terms. All members of the Board shall be elected at the Club's annual
meeting as provided in Article IV and shall serve until their successors
are elected. General management of the Club's affairs shall be entrusted
to the Board of Directors. Under arbitration where these By-laws do
not cover enough of the specifics in detail to resolve the issue,
the Board of directors shall refer to and make a ruling based their
findings in the most current revision of Robert's Rules of Order.
SECTION 2.
Officers
The Club's officers,
consisting of the President, Vice-president, Secretary and Treasurer
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 the President in addition to those particularly specified in
these By-laws.
(b) The Vice-president
shall be responsible for the Club's owned Real assets and any other
duties specified in these By-laws. In the event the President is
unable to perform his/her duties, the Vice-president shall preside,
and shall have the duties and powers normally appurtenant to the
office of President.
(c) The Secretary
shall keep a record of all meetings of the Club and of the Board
and all matters of which a record shall be ordered by the Club.
He/she shall have charge of the correspondence, notify members of
meetings, notify officers and directors of their election to office,
keep a roll of the members of the Club with their addresses, and
carry duties as are prescribed in these By-laws.
(d) The Treasurer
shall collect and receive all moneys due or belonging to the Club.
He/she shall deposit the same in a bank designated by the Board.
In the name of the Club his/her books shall at all times be open
to inspection of the Board and he/she shall report to them at every
meeting, the condition of the Club's finances and every item of
receipt for payment not before reported; and at the annual meeting
he/she shall render an account of all moneys received and expended
during the previous fiscal year. The Treasurer shall be bonded for
an amount as the Board of Directors shall determine. During the
month of May, the books shall be audited by an audit committee.
SECTION 3.
Vacancies
Any vacancies
occurring on the Board or among the offices during the year shall
be filled until the next annual election by a majority vote of all
current Board members at its first regular meeting following the creation
of such vacancy or a special board meeting called for that purpose;
except that a vacancy on the office of President shall be filled automatically
by the Vice-president and the resulting vacancy in the office of Vice-president
shall be filled by the Board.
ARTICLE IV The Club Year, Annual Meeting, Elections
SECTION 1.
Club Year
The Club's fiscal
year shall begin on the first day of May and end on the last day of
April. The Club's official year shall begin immediately at the conclusion
of the election at the annual meeting and shall continue through the
election at the next annual meeting.
SECTION 2.
Annual Meeting
The annual meeting
shall be held in the month of April at which time officers, and directors
for the ensuing year shall be elected by secret, written ballot from
among those nominated in accordance with Section 4 of this Article.
They shall take office immediately upon the conclusion of the election
and each retiring officer shall turn over to his/her successor in
office all properties and records relating to that office within thirty
(30) days after the election.
SECTION 3.
Election
The nominated
candidate receiving the greatest number of votes for each office shall
be declared elected. The two (2) nominated candidates for other positions
on the Board who receive the greatest number of votes for such positions
shall be declared elected.
SECTION 4.
Nominations
No person may
be a candidate in a Club election who has not been nominated. During
the month of December, the Board shall select and confirm a Nominating
Committee consisting of no more than three (3) members and two (2)
alternates, where no more than one of whom may be a member of the
Board. The Secretary shall immediately notify the committee persons
and alternates of their selection. The Board shall name a Chairperson
for the Committee and it shall be his/her duty to call a committee
meeting which shall be held on or before January 15th.
(a) The Committee
shall nominate one (1) candidate for each office and two (2) candidates
for the two (2) other positions on the Board, and after securing
the consent of each person so nominated, shall immediately report
their nominations to the Secretary in writing.
(b) Upon receipt
of the Nominating Committee's report, the Secretary shall before
February 1st notify each member in writing of the candidates so
nominated either by way of the Club's Newsletter, or by separate
notification.
(c) Additional
nominations may be made at the February meeting by any member in
attendance provided that the person so nominated does not decline
when his/her name is proposed, and provided further that if the
proposed candidates is not in attendance at this meeting, his/her
nominator shall present to the Secretary a written statement from
the proposed candidates signifying his/her willingness to be a candidate.
No person may be candidate for more than one (1) position.
(d) Nominations
cannot be made at the annual meeting or in any manner other than
as provided in this Section.
ARTICLE V Committees
SECTION 1. The
Board may each year appoint standing committees to advance the work
of the Club in such matters as specialty shows, obedience trials,
field trials, trophies, annual prizes, 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 in special projects.
SECTION 2. Any
committee appointed may be terminated by a majority vote of the full
membership of the Board upon written notice to the appointee; the
Board may appoint successors to those members whose services have
been terminated.
ARTICLE VI Discipline
SECTION 1.
American Kennel Club Suspension
Any member who
is suspended from the privileges of The American Kennel Club shall
automatically be suspended from the privileges of this Club for a
like period.
SECTION 2.
Charges
Any member may
charge 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 Secretary together with a deposit of
twenty dollars ($20.00)) which shall be forfeited if such charges
are not sustained by the Board following a hearing. 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. If the Board
considers that the charges do not allege conduct which would be prejudicial
to the best interests of the Club it may refuse to entertain jurisdiction.
If the Board entertains jurisdiction of the charges, it shall fix
a date of a hearing by the Board not less than three (3) weeks nor
more than six (6) weeks thereafter. The Secretary shall promptly send
one (1) copy of the charges to the accused member by registered mail
together with 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 shall
have complete authority to decide whether counsel may attend the hearing,
but both complainant and defendant shall be treated equally in that
regard. Should the charges be sustained, after hearing all the evidence
and testimony presented by complainant and defendant, the Board 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. 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 recommendation. Immediately after the
Board 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 decision and penalty, if any.
SECTION 4.
Expulsion
Expulsion of
a member from the Club may be accomplished only at a meeting of the
Club following a Board hearing and upon the Board's recommendation
as provided in Section 3 of this Article. Such proceeding may occur
at a regular or special meeting of the Club to be held sixty (60)
days but not earlier than thirty (30) days after the date of the Board!s
recommendation of expulsion. The defendant shall have the privilege
of appearing in his/her own behalf, though no evidence shall be taken
at this meeting. The President shall read the charges and the Board!s
findings and recommendations, and shall invite the defendant, if present,
to speak in his/her own behalf if he/she wishes. The Club shall then
vote by secret written ballot on the proposed expulsion. A 2/3rds
vote of the present voting members, quorum withstanding at the meeting
shall be necessary for expulsion. If expulsion is not voted, the Board's
suspension shall stand.
ARTICLE VII Addition of Amendments
SECTION 1. Amendments
to the Constitution and By-laws may be proposed by the Board of Directors
or by written petition addressed to the Secretary signed by twenty
percent (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
by the Secretary for a vote within three (3) months of the date when
the petition was received by the Secretary.
SECTION 2. The
Constitution and By-laws may be amended by a 2/3rds vote of the members
present during a general meeting or special meeting called for the
purpose, provided, that the proposed amendments have been included
in the notice of the meeting and mailed to each member at least two
(2) weeks prior to the date of the meeting.
ARTICLE VIII Dissolution
SECTION 1.
Dissolution
The Club may
be dissolved at any time by the written consent of not less than 2/3rds
of the members. 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. 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 IX Order of Business
SECTION 1. At
General meetings, 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 Vice-president
Report of Secretary
Report of Treasurer
Report of Committees
Election of Officers and Board (At Annual Meeting)
Unfinished Business
Election of New Members
New Business
Adjournment
SECTION 2. At
Board of Director meetings, 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 Vice-president
Report of Secretary
Report of Treasurer
Report of Committees
Unfinished Business
New Business
Adjournment
SECTION 3. At
any type of meeting of the club, a motion from the floor may be made
to dispense with the "Normal Order of Business". This would have to
carry 2/3 of the voting members. This may not be disputed once the
motion has carried.
ARTICLE X Amendments
First Amendment:
Alternates to the Board of Directors. These are Board appointed positions
which shall in the event of a missing Board member shall fill in to
fulfill the requirements for a quorum. These alternates have the responsibility
to be present during all Board of Director meetings. They are counted
towards a quorum if the total number of Board members drops below
the majority number required for a quorum. The intent of the additional
board members is to provide a set of circumstances where Club's Business
can be run' without postponement.
Second Amendment:
For the protection of the Club's liquid assets, the Board of Directors
only has the authority to approve any single budgetary expenditure
which does not exceed 25% of the total balance in the club's cash
account(s). Any one expenditure which exceeds 25% of the total liquid
asset(s), needs general membership approval. General membership approval
is 2/3 of the voting members present at a general meeting (quorum
withstanding). Under certain circumstances where the board may deem
emergency, the Board of Director may approve budgetary expenditures
which exceeds the 25% limit imposed in these bylaws.
Third Amendment:
For the protection and maintenance of the Club's Real Assets, the
Vice President shall be committee Chairperson held responsible for
the care, inventory and maintenance of all of the club's Real assets.
During the month of February, the President shall appoint two other
committee persons to assist the Vice president in an Inventory of
all Real Assets. A report on the inventory shall include the condition
and location and shall be entered into the April Board of Director's
meeting minutes. The final report shall be signed by all board members
present at the April Board meeting and be presented in writing at
the Annual general meeting. Upon conclusion of the Annual meeting,
the new Board of Directors shall publish the "Real Assets" report
in the newsletter no later than the June Issue.
