United States Kerry Blue Terrier Club, Inc. CONSTITUTION AND BY-LAWS Effective 2017 CONSTITUTION NAME AND OBJECTS SECTION l. The name of the Club shall be the UNITED STATES KERRY BLUE TERRIER CLUB, INC. (“USKBTC”) SECTION 2. The objects of the Club shall be: (a) to encourage and promote quality in the breeding of pure-bred Kerry Blue Terriers, to do all possible to bring their natural qualities to perfection, and to promote ethical breeding practices; (b) to encourage the organization of independent local Kerry Blue Terrier Specialty Clubs in those localities where there are sufficient fanciers of the breed to meet the requirements of the American Kennel Club; (c) to urge members and breeders to accept the standard of the breed as approved by The American Kennel Club as the only standard of excellence by which Kerry Blue Terriers shall be judged and to educate current and prospective judges to that standard; (d) to do all in its power to protect and advance the interests of the breed and to encourage sportsmanlike competition at dog shows, obedience trials and performance events where Kerry Blue Terriers compete; (e) to conduct sanctioned matches, specialty shows, obedience trials and performance events under the rules and regulations of The American Kennel Club, as well as educational symposiums. (f) to support the work of the United States Kerry Blue Terrier Club Charitable Funds, Inc. and its rescue, educational, advocacy, canine health research, and philanthropic activities. 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 objects. BY-LAWS ARTICLE I MEMBERSHIP SECTION 1. ELIGIBILITY There shall be five types of membership open to persons who are in good standing with The American Kennel Club and who subscribe to the purposes of this Club. a. REGULAR members, open to persons over eighteen years of age who are residents of the United States. Regular members enjoy all the privileges of the Club, including the rights to vote and to hold office. b. LIFETIME members, individuals who have been members at least twenty-five years. Lifetime members pay no dues but are eligible to vote and to hold office. This status is conferred by a vote of the Board and is announced at the Annual Membership Meeting. Nominations for lifetime membership may be made in writing to the Corresponding Secretary, giving reasons for this honor at least six (6) months prior to the Annual Membership Meeting. A person recognized for Lifetime membership shall have contributed significantly to the Kerry Blue Breed as well as the United States Kerry Blue Terrier Club or one of the affiliated Chapter Clubs provided they have maintained their membership in the USKBTC. c. ASSOCIATE members, open to persons eighteen years of age or older who live outside the United States. Associate members enjoy all of the privileges of the Club except the rights to vote and to hold office. Associate members do not count in determining a quorum. d. JUNIOR members, open to persons 10-17 years of age. Junior members cannot vote or hold office and do not count in determining a quorum. Junior members may convert to regular membership upon reaching their 18th birthday. e. AFFILIATE members, open to persons eighteen years of age or older who are residents of the United States and support the objects of the Club, but do not know members of the Club to sponsor them for Regular membership. Affiliate members enjoy all of the privileges of the Club except the rights to vote and to hold office. Affiliate members do not count in determining a quorum. After twelve months of continuous membership, an Affiliate member in good standing may convert to Regular membership status without sponsors. In accordance with the provisions of Section 3 of this Article, a person may have Affiliate member status for not more than twenty-four continuous months unless an Application for Regular membership is pending at the time of expiration of the twenty-four-month period in which event such period shall be extended until the Application for Regular membership has been acted upon by the Board of Governors. SECTION 2. DUES. Membership dues shall be as determined by the Board of Governors from time to time, but shall not exceed $50.00 per person per year for any membership category. Annual dues shall become due and payable on the first day of January each year. No member may vote whose dues are not paid for the current year. During the month of November the Treasurer shall cause a dues statement to be sent to each member for the ensuing year. SECTION 3. ELECTION TO MEMBERSHIP. Each applicant for REGULAR, ASSOCIATE or JUNIOR membership shall apply on a form as approved by the Board of Governors. This form shall provide that the applicant agrees to abide by these Constitution and Bylaws, the USKBTC Code of Ethics, and the rules of The American Kennel Club. The application shall carry the endorsement of two members in good standing. The prospective member shall submit with the application dues payment for the current year. Upon publication in the next issue of KERRY BLUEPRINTS, applicants may be elected by secret ballot at any meeting of the Board of Governors or by secret vote of the Governors by mail. Affirmative votes of two-thirds (2/3) of the Governors present at a meeting or of two-thirds (2/3) of the entire Board if voting by mail, shall be required to elect an applicant. The sponsor(s) of an applicant who fails to receive the required two-thirds (2/3) favorable vote of the Board, may present the applicant’s application to the next meeting of the Club. A favorable vote of three-fourths (3/4) of the members present and voting by secret ballot will elect to membership. A rejected applicant may not reapply for six months following such vote of the Club. Each applicant for AFFILIATE membership shall apply on a form as approved by the Board of Governors. This form shall provide that the applicant agrees to abide by these Constitution and By-Laws, the USKBTC Code of Ethics, and the rules of The American Kennel Club. The prospective Affiliate member shall submit with the application dues payment for the current year. Those applying for affiliate status are published in the next issue of Blueprints as information to the general membership. Affiliate membership shall be tracked by the Treasurer, and affiliates shall be contacted by email or phone at the end of twelve months, but not more than twenty-four months, to determine their desire to continue as USKBTC members with regular status. Those wishing to continue membership shall be published in the next issue of Kerry Blueprints at that time at the direction of the Treasurer, and will be voted on at this time. Sixty (60) days after the publication distribution date, the Affiliate applicant may be elected as a Regular member by secret ballot at any meeting of the Board of Governors or by secret vote of the Governors by mail. Affirmative votes of two-thirds (2/3) of the Governors present at a meeting or of two-thirds (2/3) of the entire Board if voting by mail, shall be required to approve the transfer from Affiliate to Regular membership. Any Affiliate member who fails to receive the required two-thirds (2/3) favorable vote of the Board for transfer to Regular membership, may present an application at the next meeting of the Club at which is present a quorum, as specified in Section 1 of Article II of these By-Laws. A favorable vote of three-fourths (3/4) of the members present will elect to Regular membership. A rejected Affiliate applicant for transfer to Regular membership status may not reapply for six months following such vote of the Club. SECTION 4. TERMINATION OF MEMBERSHIP. Membership may be terminated: (a) By resignation. Any member in good standing may resign from the Club upon written notice to the Corresponding 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 first day of the fiscal year. (b) By lapsing. A member will be considered as lapsed and automatically terminated if such member’s dues remain unpaid 90 days after the first day of the fiscal year; however, the Board may grant an additional 90 day grace period to such delinquent members in meritorious 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 or vote. (c) By expulsion. A membership may be terminated by expulsion as provided in Article VI of these By-Laws. SECTION 5. SPECIALTY CLUB PRESIDENT. The President of any local Kerry Blue Terrier Specialty Club, if not already a member of the USKBTC, must apply for membership in the USKBTC within three (3) months of his or her election. ARTICLE II MEETINGS SECTION 1. ANNUAL MEMBERSHIP MEETING. The Annual Meeting of the Club shall be held in the month of October in conjunction with the Club’s Specialty show at a place, date and hour designated by the Board of Governors. Written notice of the Annual Meeting shall be mailed by the Corresponding Secretary to each member at least 30 days prior to the date of the meeting. A quorum for the Annual Meeting shall be ten percent (10%) of the members in good standing. Voting by proxy shall not be permitted. SECTION 2. SPECIAL MEMBERSHIP MEETINGS. Special membership meetings may be called by the President or by a majority vote of the Board of Governors who are present at a meeting of the Board or who vote by mail or by electronic means, or by the Corresponding Secretary upon receipt of a petition signed by ten percent (10%) of the members of the Club who are in good standing. Such a meeting shall be held at such time and place as may be designated by the President, if the President calls the meeting or if it is petitioned by the members or, in the event the Board of Governors calls the meeting, at such time and place as may be designated by the Board. SECTION 3. NOTICE OF SPECIAL MEMBERSHIP MEETINGS. Written notice of special membership meetings shall be mailed by the Corresponding Secretary at least fourteen (14) days and not more than thirty (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. A quorum of ten percent (10%) of the entire membership will be required to hold such meetings. SECTION 4. BOARD MEETINGS. Meetings are defined as pre-arranged gatherings where attendees see and/or hear each other to conduct business. This includes meeting in person physically present in the same room or conducting a meeting by video conference or teleconference. The Board of Governors shall hold its meetings at any place and in such manner it so designates. It shall hold an Annual Meeting every year during the month of October in conjunction with the Club’s national specialty show. Special meetings may be held at such other times as requested in writing by the President, Corresponding Secretary or a majority of the members of the Board. Eight (8) members of the Board of Governors shall constitute a quorum for the transaction of business. The Board of Governors may conduct its business at meetings or through mail, fax, electronic mail, electronic forum, video conference, telephone conference call, or by polling the Board through the Corresponding Secretary. Items voted upon other than at a meeting, must be confirmed in writing within seven (7) business days following the closing date of the vote, listing the vote of each Board member and the final tally. In order for business to be conducted by electronic mail the following precautions must be in place: (i) every Board member must be provided with the means to participate; (ii) a procedure must be in place to verify the identity of the individuals participating to ensure that they are the eligible Board members; (iii) a mechanism must be in place to verify that the eligible Board members are “listening;” and (iv) all Board members must agree to participate in this manner. SECTION 5. CLUB DELEGATE. Each local Kerry Blue Terrier Specialty Club will be allowed to send as its Delegate to the Board of Governors meetings either the President or Secretary of such club; however that person may not vote and may not voice an opinion unless asked to do so by the Board of Governors. The Club Delegates’ purpose at the Board of Governors meetings is to obtain information to report back to their respective specialty clubs. Any such Club Delegate must be a member in good standing of the USKBTC or, if not already a member of the USKBTC, must apply for membership in the USKBTC within three (3) months of his or her election. SECTION 6. NOTICE OF BOARD MEETINGS. Notice of all Board meetings shall be given by the Corresponding Secretary by mailing to each Governor and Delegate to USKBTC, the time and place of each meeting not less than ten (10) days prior to the date of such meetings and, in the case of special meetings, of the business to come before the meeting. SECTION 7. FORM OF NOTICE. Whenever notice is required, such notice may be given in writing by depositing the same in the United States mail or, in the case of Board members, by transmitting by electronic means, addressed to such member, officer, Governor or Delegate of USKBTC, at such address as appears in the roster of the Club, and such notice shall be deemed to have been given at the time when the same was then sent. If notice to Board members is given by electronic means, such notice shall be provided in accordance with the Email Notification for Board Meetings and General Club Meetings policy of the American Kennel Club, effective January 1, 2006, as such policy may be thereafter amended. ARTICLE III GOVERNORS AND OFFICERS SECTION 1. BOARD OF GOVERNORS. The Board of Governors shall be comprised of 11 persons, all of whom shall be members in good standing who are residents of the United States. General management of the Club’s affairs shall be entrusted to the Board of Governors. The term of office for the Board of Governors shall be three years, and all governors shall serve until their successors are elected or appointed as provided in these By-Laws. At their first meeting following the Annual Election, the Board shall elect the officers who shall serve one year terms. SECTION 2. OFFICERS. The Club’s officers, 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 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 specified 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 Corresponding Secretary shall: (i) conduct the correspondence of the Club, (ii) maintain a record of the membership of the Club and once a year furnish members with a list of the membership, (iii) notify newly elected applicants of their membership and furnish them with a copy of the By-Laws and Standard of the Breed, (iv) issue notices of all meetings, mail lists and ballots to all members as required by these By-Laws and receive such ballots back from the members, (v) hold, as custodian, such books, records and correspondence which the Corresponding Secretary is required to keep or which come into his or her possession by virtue of the office and (vi) perform such other duties as the office may require. d. The Recording Secretary shall: (i) record all of the proceedings of the meetings of the membership and of the Board in a book kept for that purpose, (ii) mail to all members of the Club a copy of the minutes of all membership meetings, (iii) provide the members of the Board with copies of the minutes of Board meetings, and (iv) act as custodian of all records submitted to the Recording Secretary and of the books and records pertaining to the office and his or her duties. 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 in the name of the Club. The Treasurer and the President shall each be a signatory on account(s) maintained in such bank. The books shall at all times be open to inspection by the Board and a report shall be given at every Board meeting of the condition of the Club’s finances and every item of receipt or payment not before reported; and at the Annual Board and Membership Meetings, shall render an account of all moneys received and expended during the prior fiscal year. The Treasurer shall be bonded in such amount as the Board of Governors shall determine with the cost for such bond to be borne by the Club. f. AKC Delegate. The Board of Governors shall appoint a Delegate to The American Kennel Club for a term of three years. The AKC Delegate’s duties shall be to attend the AKC Delegate meetings and to report back to the Club on matters of interest to it, and to generally act as a liaison between the USKBTC and the AKC and AKC-accredited clubs. The AKC Delegate should be familiar with procedure and operation of the Club so as to be able to represent it on a national level. The AKC Delegate is not entitled to vote on the Board of Governors unless the AKC Delegate is also a duly elected Governor. No expenses incurred by the AKC Delegate attending AKC meetings shall be reimbursed by the Club. g. SECTION 3. VACANCIES. Any vacancy occurring on the Board or among the officers during the year shall be filled until the next annual election by a majority vote of all the then members of the Board; except that a vacancy in the office of the 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 CLUB YEAR, NOMINATIONS AND BALLOTS SECTION 1. CLUB YEAR. The Club’s fiscal year shall begin on the first day of January and end on the ensuing 31st day of December. The officers elected in accordance with Article III, Section 1 of these By-Laws and the Governors shall take office at the Annual Board Meeting. Each outgoing officer shall turn over to the successor in office all properties and records relating to that office within thirty (30) days after an election of officers. SECTION 2. VOTING. At the Annual Membership Meeting or at a special membership 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 Governors, amendments to the Constitution and By-Laws, and to the Standard for the breed which shall be decided by written ballot cast by mail or electronically. Voting by proxy shall not be permitted. The Board of Governors may decide to submit other specific questions for decision of the members. Two Types of Balloting (Voting) shall be permitted: i) Balloting by mail. Mail-in balloting shall be the default means of balloting, in all instances where the Board of Directors does not specifically authorize electronic balloting pursuant to subsection ii, below. ii) Balloting by electronic means shall be done in compliance with American Kennel Club procedures for Electronic Balloting. E-balloting shall be allowed for elections where the Board of Directors authorizes it, and only as to Regular Members who have provided written consent pursuant to the American Kennel Clubs procedure for Electronic Voting, and shall be conducted by a Board approved independent organization that specializes in electronic balloting. SECTION 3. ANNUAL ELECTION. The election of Governors shall be conducted by secret written ballot. To be valid, ballots MUST be received by August 1 at the residence of record of the Corresponding Secretary or the residence of record of any other officer, governor, independent firm such as a provider of electronic voting services or person designated to receive such ballots by the Board of Governors. Ballots shall be counted by three members in good standing, known as “inspectors,” who are neither members of the current Board, nor candidates on the ballot unless such balloting was done by electronic means. In such case the results shall be reported to the “inspectors” who will combine these results with any paper ballots and report the results to the Corresponding Secretary. The nominated candidates receiving the greatest number of properly cast ballots shall be declared elected for the available positions. If any nominee, at the time of the Annual Board meeting, is unable to serve for any reason, such nominee shall not be elected and the vacancy so created shall be filled in the manner provided by Article III, 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 By-Laws. A Nominating Committee shall be chosen by the Board of Governors on or before April 15 and shall consist of three members in good standing and two alternates in good standing. No more than one may be a member of the current Board. The Board shall name a chairperson for the committee. The Nominating Committee may conduct its business by mail or by electronic means. If the Nominating Committee conducts its business by electronic mail, the committee must use the same precautions that apply to the Board of Governors as set forth in Article II, Section 4. The Nominating Committee shall nominate from among the eligible members of the Club one candidate for each position on the Board of Governors. The committee should consider geographical representation of the membership on the Board to the extent that it is practical to do so. The committee shall procure the written acceptance of each nominee so chosen. The written acceptance shall include a statement from the candidate that, if elected, to make a best effort to attend the Board Meeting and Annual Club Meeting held at the National Specialty, Traveling Specialty if possible, and participate actively in all discussions and votes held by the Boards through the Governors e-list, and any conference calls that may be held from time to time. The committee shall then submit its slate of candidates to the Corresponding Secretary not later than May 1, who shall mail the list, including the full name of each candidate and the name of the state in which the candidate resides, to each member of the Club on or before May 15. (a) Additional nominations of eligible members may be made by written petition addressed to the Corresponding Secretary and received at the Corresponding Secretary’s regular address on or before June 15. The written petition must be signed by three members, none of whom may be the spouse or a member of the immediate family of the nominee, and accompanied by the written acceptance of each such additional nominee signifying his or her willingness to be a candidate. (b) If no valid additional nominations are received by the Corresponding Secretary on or before June 15, the Nominating Committee’s slate shall be declared elected and no balloting will be required. (c) If one or more additional valid nominations are received on or before June 15, the Corresponding Secretary shall, on or before July 1, follow Article IV, Section 2. If the Board choses “mail” balloting, each member in good standing a will be mailed a ballot listing all the nominees for election in alphabetical order, with the names of the states in which they reside, together with a blank envelope marked “BALLOT” which, in turn, shall be placed in a second envelope bearing the member’s name and addressed to the Corresponding Secretary. Whether balloting occurs by mail or electronically in order for the ballots to be valid they must be received by August 1 at the residence of record of the Corresponding Secretary or at the e-Balloting service used for the election, or the residence of record of any other officer, governor, independent firm, or person designated by the Board of Governors. The inspectors of the election shall check the returns against the list of members whose dues are paid for the current year if the ballot was mailed. The Corresponding Secretary shall notify successful candidates by August 15. The newly elected Governors shall take office at the Annual Board Meeting in October. (d) Nominations cannot be made in any other manner than as provided above. (e) Upon adoption of these bylaws for 2 nominating cycles the Nominating Committee shall nominate four candidates for the Board of Governors for 3 year terms except during the third nominating cycle the Nominating Committee shall nominate 3 candidates for 3 year terms. This process shall be repeated every three years. ARTICLE V COMMITTEES SECTION 1. COMMITTEES. The Board may each year appoint standing committees to advance the work of the Club in such matters as dog shows, obedience trials and performance events, trophies, annual prizes, membership and other fields which may well be served by committees. Such committees may also be appointed by the Board to aid it on particular projects. Such committees shall always be subject to the final authority of the Board. The Corresponding Secretary shall notify each member of a committee by mail of his or her appointment. SECTION 2. TERMINATION. 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. ARTICLE VI 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 Regular or Lifetime member may prefer charges against a member for alleged misconduct prejudicial to the interest of the Club or the breed. The charges must be in writing, set forth the alleged misconduct explicitly and in detail and be filed in duplicate with the Corresponding Secretary together with a deposit of $250.00, which shall be forfeited if such charges are not sustained by the Board or a Board committee following a hearing. The Corresponding Secretary shall promptly send a copy of the charges to each member of the Board or present them at a Board Meeting. THE BOARD SHALL FIRST 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 CONSIDERS THAT THE CHARGES DO NOT ALLEGE CONDUCT WHICH WOULD BE PREJUDICIAL TO THE BEST INTEREST OF THE CLUB OR OF THE BREED IT MAY REFUSE TO ENTERTAIN JURISDICTION. The Club will not entertain charges of misconduct based solely upon a verbal or written contract dispute. If the Board entertains jurisdiction of the charges, it shall fix a date of a hearing by the Board or a Board committee of not less than three members of the Board, not less than three (3) weeks nor more than six (6) weeks thereafter. THE CORRESPONDING SECRETARY SHALL PROMPTLY SEND ONE COPY OF THE CHARGES TO THE ACCUSED MEMBER (“THE DEFENDANT”) BY CERTIFIED MAIL, TOGETHER WITH NOTICE OF THE HEARING AND THAT THE DEFENDANT MAY PERSONALLY APPEAR IN HIS OR HER OWN DEFENSE AND BRING WITNESSES IF HE OR SHE WISHES. Charges of misconduct which fall under the jurisdiction of The American Kennel Club (AKC rules, both for conduct at dog shows as well as other matters pertaining to purebred dogs), will be subject to AKC rules and adjudication procedures. Consequently, all charges relating to misconduct at AKC events MUST first be adjudicated under AKC rules PRIOR to seeking redress through the Club. SECTION 3. HEARING OF CHARGES. The Board or Board Committee shall have complete authority to establish the hearing process, and to determine if legal counsel may attend the hearing, but both the complainant and defendant shall be treated uniformly in that regard. A hearing may be face-to-face, by the filing of briefs, or by video/teleconference, at the discretion of the Board or Board Committee. Should the charges be sustained after hearing all the evidence and testimony presented by the complainant and defendant, the Board or Board Committee may, by a majority vote of those present, reprimand or suspend the accused member. A written reprimand directed exclusively to the defendant may be somewhat detailed, but an official published reprimand shall only indicate that, subsequent to a Board hearing “Member (X) was officially reprimanded as a result of charges filed by Member (Y).” The defendant may be suspended from all privileges of the Club for not more than six (6) months from the date of the hearing, or until the next Annual Membership Meeting of the Club, if that meeting occurs more than six months thereafter. If the Board or Board Committee deems reprimand or suspension to be insufficient punishment, it may also recommend to the membership that the defendant be expelled. In such case, the suspension shall not restrict the defendant’s right to appear before the members at the ensuing Annual Membership meeting at which the recommendation of the Board or Board Committee is considered. Immediately after the Board or Board Committee has reached a decision, its findings shall be put in written form and filed with the Corresponding Secretary. The Corresponding 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 Membership Meeting of the Club following a hearing and upon the recommendation of the Board or Board Committee as provided in Section 3 of this Article. The defendant shall have the privilege of appearing in his or her own behalf, although no evidence shall be taken at this meeting. The President shall read the charges and the findings and recommendations, and shall invite the defendant, if present, to speak in his or her own behalf. The eligible members attending the meeting shall then vote by secret written ballot on the proposed expulsion. A two-thirds (2/3) vote of those eligible members present and voting at the Annual Membership Meeting shall be necessary for expulsion. If expulsion is not so voted, the suspension shall stand. ARTICLE VII AMENDMENTS SECTION 1. Amendments to the Constitution and By-Laws and to the Standard for the breed may be proposed by the Board of Governors or by written petition signed by twenty percent (20%) of the Regular and Lifetime members in good standing and delivered to the Corresponding Secretary at the Corresponding Secretary’s residence of record. Amendments proposed by such petitions shall be promptly considered by the Board of Governors and must be submitted to the members, with recommendations of the Board by the Corresponding Secretary for a vote within three months of the date when the petition was received by the Corresponding Secretary. SECTION 2. The Constitution and By-Laws or the Standard for the breed may be amended at any time, provided that a copy of any proposed amendment has been mailed by the Corresponding Secretary to each member in good standing as of the date of mailing, accompanied by a ballot on which the member shall indicate a choice for or against the action to be taken. Dual-envelope procedures described in Article IV, Section 4(d) shall be followed in handling such ballots, to assure secrecy of the vote. Notice with such ballot shall specify a date not less than 30 days after the date postmarked by which date the ballots must be received at the Corresponding Secretary’s residence of record to be counted. A favorable vote of two-thirds (2/3) of the eligible members in good standing who return valid ballots within the time limit shall be required to effect any such amendments. SECTION 3. AKC MEMBER CLUBS. 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 VIII DISSOLUTION SECTION 1. The Club maybe dissolved at any time by the written consent of not less than two-thirds (2/3) of the members in good standing. In the event of the dissolution of the Club, other than for purpose 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, which organization shall be selected by the Board of Governors. ARTICLE IX ORDER OF BUSINESS SECTION 1. At membership 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 the last meeting Report of the President Report of the Corresponding Secretary Report of Recording Secretary Report of the Treasurer Reports of Committees 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 Corresponding Secretary Report of Recording Secretary Report of Treasurer Reports of Committees Election of Officers (at Annual Board Meeting) Unfinished Business New Business Adjournment ARTICLE X PARLIAMENTARY AUTHORITY SECTION 1. ROBERT’S RULES. 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 not inconsistent with these By-Laws or any special rules of order the Club may adopt. SECTION 2. PARLIAMENTARIAN. The Board of Governors may appoint a parliamentarian to be present at all Board meetings and the Annual Meeting. This person should be familiar with Parliamentary procedure and Robert’s Rules of Order referenced in Section 1 of this Article. This person will have no voice at the meetings, other than call to order to express procedure and will not have a vote at the Board meetings. Approved by AKC ~ January 9, 2017 |