The name of the Club shall be the Pacific Northwest Welsh Springer Spaniel Club and shall hereto be referred to as ‘the Club.’
The
Objectives of the Club shall be:
(a)
To encourage and promote quality in the breeding of purebred Welsh Springer
Spaniels and to do all possible to bring their natural qualities to perfection,
including but not limited to, promoting and protecting the sporting and hunting
heritage;
(b)
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 Welsh
Springer Spaniels shall be judged;
(c)
To protect and advance the interests of the breed and to encourage
sportsmanlike competition at conformation, companion and performance events;
(d)
To conduct sanctioned matches and licensed specialty shows, hunting tests,
obedience trials and other events under the rules of the American Kennel Club;
(e)
To encourage training of dogs and the education of their owners, handlers and
judges;
(f)
To cooperate with ACK associated and other Welsh Springer Spaniel groups.
SECTION 3.
The Club shall not be conducted or operated solely for profit and no part of any profits, remainder or residue from dues, sales or donations to the Club shall inure to the benefit of any one 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.
ARTICLE I
Membership
There shall be
four (4) classes of membership. Regular membership shall be open to all persons
eighteen years of age and older who are in good standing with The American
Kennel Club and who subscribe to the purposes of this Club. Family membership
shall consist of one or more persons in the same household but only two shall
have voting privileges. A non-voting Junior membership is available for persons
under the age of 18. The Club’s primary purpose is to be representative of the
fanciers in its immediate area and as such, Regular and Family Memberships are
restricted to persons whose primary residence is within the states of
Washington, Oregon, Alaska and the portion of the state of
California north of a line 40 miles south of I-80. A non-voting
Associate Membership is available and unrestricted as to residence. All members are eligible to participate in
member-only functions, for club awards, and all other member benefits.
All applicants
are required to have read and intend to adhere to the Welsh Springer Spaniel
Club of America Code of Ethics.
All Regular Members shall attend and participate in
at least one Club event, in person, every year as a condition for continuing
Regular Club Membership. In the event that a Regular Member doesn't meet the
participation requirement within a Club Year, they can renew their membership
as an Associate Member until such time that they meet this participation
requirement.
Membership dues shall be $10.00 per year for a Regular member, payable on or before the first of August of each year. No member may vote whose dues are not paid for the current year. Any new member joining the Club during the fourth quarter of any calendar year shall be considered to have paid dues through the end of the succeeding fiscal year. During the month of June, a statement of dues for the ensuing year shall be sent to each member. Dues may be changed by a vote of the Board of Directors before the annual meeting but may not exceed $20.00 per person, per year without an amendment to these bylaws. Junior membership dues shall be $5.00 per year.
Each applicant
for membership shall apply on a form as approved by the Board of Directors and
which shall provide that the applicant has read and agrees to abide by this
club's constitution, bylaws and the rules of The American Kennel Club. The application shall state the name,
address, occupation, and interests of the applicant, and the endorsement of one
member in good standing. Accompanying
the application, the prospective member shall submit dues payment for the current
year to the membership chair of the club.
The application of new members shall be reported to the Board at its
monthly meetings and recorded in the minutes and in the newsletter. The
applicant shall become an approved member upon attendance at, at least one (1)
club event or meeting within twelve months of application. The Board will
identify at least three such events during each fiscal year, in addition to the
Annual Meeting, at least 2-months in advance. Dues payment shall be refunded
either on request, if the membership has not been activated or in the event
membership is denied.
Membership
may be terminated:
(a)
By resignation. Any member in good standing may resign from the Club upon
written notice to the Secretary; but no member may resign when in debt to the
Club. Dues obligations are considered a debt to the Club and they become
incurred on the first day of the 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; however, the Board may grant an additional ninety (90)
days of grace 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.
(c)
By expulsion. A membership may be terminated by expulsion of the member as
provided in Article VI of these By-Laws.
Meetings
The
annual meeting of the Club shall be held during the months of June or July at a
place, date, and hour designated by the Board of Directors.
This
meeting MAY be held in conjunction with a show or other event where members
will naturally be gathered but the time and place should be appropriate for concentrating
on the meeting. The Secretary shall mail written or electronic notice of the
annual meeting to each member at least thirty (30) days prior to the date of
the meeting. The quorum for the annual meeting shall be ten percent (10%) of
the members in good standing or at least 5 members in good standing, which ever
is greater. This percentage/number can be changed by vote of the Board of
Directors dependent on the membership population of the club. Acceptable
methods of meeting include in person, electronic meetings, conference call, or other methods of real
time interaction.
Regular
club meetings should be held at least
once per quarter. Club meetings shall meet the requirements of Section 1 except
that election of the officers and board members shall take place only at the
annual meeting. At least one regular meeting will be held during the months of
Sept./Oct. OR Nov.; one during the months of Dec./Jan. OR Feb.; and one during
the months of Mar/Apr. OR May.
Special
Club meetings may be called by the President or by a majority vote of the
members of the Board who are present at a meeting of the Board or who vote by
mail, and shall be called by the Secretary, upon receipt of a petition signed
by ten percent (10%) of the members of the Club who are in good standing or at
least 5 members in good standing, which ever is greater. Such meeting shall be held at such place,
date, and hour as may be designated by the Board of Directors; conference call,
mail, email, and fax are acceptable methods of meeting.
The
Secretary shall mail written or electronic notice of such meeting 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. The quorum for such a meeting shall be ten percent
(10%) of the members in good standing or at least 5 members in good standing,
which ever is greater.
The
first meeting of the Board shall be held immediately following the annual
meeting or election. Other meetings of
the Board of Directors shall be held at such times and places as are designated
by the President or by a majority vote of the entire Board. The Secretary shall
mail written or electronic notice of this meeting to each member of the Board
at least fourteen (14) days prior to the date of the meeting. The quorum for a
Board Meeting shall be a majority of the Board voting in person, by mail,
email, FAX or telephone conference call.
The
Board of Directors may conduct its business by mail, email, FAX, web conference
or telephone conference call through the Secretary. Items voted upon by telephone conference call must be confirmed
in writing within 7 days.
Special
meetings of the Board may be called by the President and shall be called by the
Secretary upon receipt of request signed by at least 3 members of the Board.
Such special meetings shall be held at a place, date and hour designated by the
person or persons authorized to call such meetings. Special Board can be open
to general attendance, though only Board members and those presenting specific
agenda items may actually participate. Written notice of such a meeting shall
be mailed by the Secretary at least 5 days and not more than 15 days prior to
the date of the meeting and said notice shall state the purpose of the meeting
and no other Club business may be transacted thereat. The quorum for such a
meeting shall be a majority of the Board.
Any
new items being brought forward to the Board by non-board members must be sent
to the board within one week prior to the next scheduled Board meeting so that
it can be scheduled into the agenda and so that the appropriate members might
be invited to present the item.
Minutes
of Special Board meetings shall be posted within 7 days.
Section 4a. The Board may call an
executive meeting for the purpose of conducting business of a confidential
nature. These executive meeting will exclude the general membership and be
confined to the board members and parties directly involved with the topic of
discussion. Any minutes taken will
remain confidential until the Board releases them.
Members
in good standing whose dues are paid for the current year shall be entitled to
vote at any meeting of the Club. Voting may be conducted in writing, fax or in
person and must be post-marked at least 7 days prior to election deadline.
Absentee ballots will be accepted if received no later than 3 days prior to the
meeting. An absentee ballot may be requested from the Club Secretary at least
one week prior to the meeting. Voting by proxy shall not be permitted.
Club
meetings shall be held within the geographic area bordered by the greater
Seattle metropolitan area on the North, the greater Eugene/Springfield
metropolitan area on the South and be held West of the crest of the Cascade
Mountains.
ARTICLE III
Directors and
Officers
The
Board shall be comprised of the President, Vice President, Secretary, Treasurer
and 1 other person all of whom shall be members in good standing and who are
residents of the United States. The officers and directors shall be elected for
two (2) year terms at the Club's annual elections as provided in Article IV,
Section 3, and shall serve until their successors are elected. General
management of the Club's affairs shall be entrusted to the Board of Directors.
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 bylaws. The
President shall have general supervision and direction of the Club, shall
appoint all Committee chairs and be an ex-officio member of all Club
committees.
b.
The Vice President shall have the duties and shall exercise the powers of the
President in case of the President's death, absence, or incapacity. The Vice
President shall also serve as liaison officer with other Welsh Springer Spaniel
specialty clubs.
c.
The Secretary shall keep a record of all meetings of the Club and of the Board
and of all matters of which the Club shall order a record. The Secretary 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 out such other duties as prescribed in these bylaws.
d.
The Treasurer shall collect and receive all monies due or belonging to the
Club. The Treasurer shall deposit the
same, in the name of the Club, in a bank approved by the Board. The books
shall, at all times, be open to inspection by the Board and the Treasurer shall
report to them at every meeting the condition of the Club's finances and every
item of receipt or payment not before reported. At the annual meeting the
Treasurer shall render an account of all monies received and expended during
the previous fiscal year. Three Club members appointed by the President and approved
by the Board will make an annual audit of the Treasurer’s books. The Treasurer
shall be bonded in such amount as determined by the Board of Directors.
Any
vacancies 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 members of the
Board at its first regular meeting following the creation of such vacancy, or
at a Special Board Meeting called for that purpose, except that a vacancy in
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, Voting, Nominations, Elections
The
Club's official and fiscal years shall begin on the 1st day of August and end
on the 31st day of July. The elected officers and directors shall take office
on August 1st and each retiring officer shall turn over to her successor in
office all properties and records relating to that office within thirty days.
The
nominated candidate receiving the greatest number of votes for each office
shall be declared elected. The nominated candidate(s) for Director(s) who
receive the greatest number of votes for each position shall be declared
elected to the Board of Directors. Voting for elected positions shall be
staggered in an effort to add continuity of Club efforts. Even years: vote for
President and Secretary, odd years: vote for Vice-President, Treasurer and Board
Member at Large. Members running for office must have an active involvement
with Welsh Springer Spaniel ownership or activity for a minimum of 2 (two)
years before running for office.
No
person may be a candidate in a Club election who has not been nominated. In March, the Board shall select a
Nominating Committee consisting of three members and two alternates, not more
than one of whom shall be a member of the Board. The Secretary shall
immediately notify the committee members and alternates of their selection. The
Board shall name a Chair for the Committee and it shall be her duty to call a
committee meeting, which shall be held on or before May 1st.
The
Nominating Committee shall gather a list of candidates interested in running
for available offices or directorships. The Nominating Committee shall then
submit the list, which shall have at least one candidate for each office or
directorship after securing the consent of those nominated, to the Club
Secretary in writing.
a.
The Committee shall nominate one candidate for each office and one candidate
for each directorship 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
May 15th, notify each member electronically or in writing of the candidates so
nominated.
c.
Additional nominations may be made between April 1st and June 30th
by any member in good standing provided that the person so nominated accepts in
writing. No person may be a candidate for more than one position, and the
additional nominations, which are provided for herein, may be made only from
those members who have not accepted a nomination of the Nominating Committee.
d.
Nominations cannot be made in any manner other than as provided in this
section. Nominations cannot be made at the Annual Meeting.
Committees
SECTION 1.
The Board may choose but is not obligated, each year, to appoint standing committees to advance the work of the Club in such matters as dog shows, field events, obedience trials, trophies, annual prizes, membership, and other activities which may well be served by committees. 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. The Board may
appoint successors to those persons whose service has been terminated.
ARTICLE VI
Discipline
Any
member who is suspended from privileges of the American Kennel Club
automatically shall be suspended from the privileges of this Club for a like
period.
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 Secretary together with a
deposit of ten dollars ($10.00) which shall be forfeited if such charges are
not sustained by the Board or a Committee 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. The Board shall first consider whether the
actions alleged in the charges, if proven, might constitute conduct prejudicial
to the best interests of the Club or the breed. If the Board considers that the
charges do not allege conduct that would be prejudicial to the best interests
of the Club or the breed, 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 or a Committee of not less than three (3) members of 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 a notice of the hearing and an assurance that the
defendant may personally appear in her own defense and bring witnesses she
wishes.
The
Board shall have complete authority to decide whether counsel may attend the
hearing, but both complainant and defendant shall be treated uniformly in that
regard. Should charges be sustained after hearing all evidence and testimony
presented by complainant and defendant, the Board or Committee may by a
majority vote of those present suspend the defendant from all privileges of the
Club for no 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 her fellow members at the Club meeting
which considers the recommendation of the Board or Committee. Immediately after
the Board or Committee has reached a decision, its findings shall be put in
written form and filed with the Secretary. The Secretary, in turn, shall notify
each of the parties of the decision and penalty, if any.
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 proceedings may occur at a regular or special
meeting of the Club to be held within 60 days but not earlier than 30 days
after the date of the Board's recommendation. The defendant shall have the
privilege of appearing in his or 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 her own behalf if she wishes. The members present will then vote by
secret written ballot on the proposed expulsion. A two-thirds vote of those
present and voting shall be necessary for expulsion. If expulsion is not so
voted, the Board's suspension shall stand.
ARTICLE VII
Amendments
SECTION 1.
Amendments
to the constitution and bylaws may be proposed by the Board of Directors or by
written petition addressed to the Secretary signed by 20 percent of the
membership in good standing. Amendments
proposed by such a 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 months of the date when the Secretary
received the petition.
SECTION 2.
The
constitution and bylaws may be amended by a two-thirds vote of the members
present and voting at any regular or special meeting called for the purpose,
provided the proposed amendments have been included in the notice of the
meeting and mailed, emailed or faxed to each member at least two weeks prior to
the date of the meeting.
ARTICLE VIII
Dissolution
SECTION 1.
The
Club may be dissolved at any time by written consent of no less than two-thirds
(2/3) of the members. In the event of the dissolution of the Club, other than
for the purposes of reorganization, whether voluntary or involuntary or by
operation of law, none of the property of the Club or any proceeds thereof, nor
any assets of the Club shall be distributed to any of its members. 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
meetings of the Club the order of business, so far as character and nature of
the meeting may permit, shall be as follows:
Roll Call
Minutes of the last meeting
Report of President
Report of Secretary
Report of Treasurer
Reports of Committees
Acceptance 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:
Minutes of the last meeting
Report of Secretary
Report of Treasurer
Reports of Committees
Unfinished business
Election of new members
New business
Adjournment
SECTION 3.
All
rules of order not covered by this Constitution and By-Laws shall be governed
by Robert’s Rules of Order, Revised
Adopted: October 2005
Revised: 4/18/2005, 3/30/2006,
1/20/2007