Constitution and Bylaws

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THE PEMBROKE WELSH CORGI CLUB OF THE WESTERN RESERVE

CONSTITUTION

Article I.  Name, Objectives, and Non-profit Status

Section 1.             Name

This organization shall be known as the “Pembroke Welsh Corgi Club of the Western Reserve”, hereinafter referred to as the Club.

Section 2.             Objectives

(a) Encourage and promote quality in the breeding of purebred Pembroke Welsh Corgis and do all possible to bring their natural qualities to perfection;

(b) 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 the Pembroke Welsh Corgi shall be judged;

(c) Do all in its power to protect and advance the interests of the breed and encourage sportsmanlike competition at conformation shows and AKC-sanctioned performance activities.

(d) Conduct sanctioned and licensed specialty conformation shows and performance trials and tests pursuant to the Rules and Regulations of The American Kennel Club.

Section 3.                 Not for Profit Status

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 incur to the benefit of any member or individual.

Section 4.                 Revisions

The members of the Club shall adopt and may from time to time revise such Bylaws as may be required to carry out these objects.

December 2018

PEMBROKE WELSH CORGI CLUB OF THE WESTERN RESERVE

BYLAWS

October 2021

ARTICLE I:  Membership

SECTION 1. Eligibility.

There shall be five types of membership open to all persons who are in good standing with the American Kennel Club, who have agreed to abide by the Club’s Constitution, Bylaws and Code of Ethics of the Pembroke Welsh Corgi Club of the Western Reserve, completed the required application process, and have been approved for membership status as described below.

  • Voting members
    1. Single members

Open to persons eighteen years of age and older and who enjoy all privileges of the Club including voting and holding office.

  1. Household members

Open to two persons eighteen years of age and older, residing in the same household. Each is entitled to a separate vote and each is eligible to hold office.

  1. Lifetime members

Life membership may be conferred on any member who has made a significant contribution to the Club as well as the Breed. Such proposed membership must be read at a regular meeting of the Club and at two regular Board meetings before a final vote by the Board of Directors. Statements to the Board relative to such proposed membership shall be made in writing. The unanimous consent of the Board is needed for approval. Such member shall have all rights and privileges of membership.

  • Non-Voting members
    1. Junior members

Open to persons under eighteen years of age who are in good standing with the American Kennel Club and who subscribe to the purposes of this Club and it’s Code of Ethics. Junior members may participate as members of Committees and assist in conducting Club activities. Junior members may not hold office and are not entitled to vote.

An application shall be submitted to the Secretary who will check the accuracy of the application and submit the applicant’s information to be read at the first General Meeting following its receipt. If there are no objections, the applicant will be informed that they have been accepted as a junior member.

When junior members reach the age of 18, they shall automatically become associate members and may apply for a voting membership, if desired.

 

  1. Associate Members

Associate membership is open to all persons who are in good standing with the American Kennel Club and who subscribe to the purposes of this Club and it’s Code of Ethics. Associate members may participate as members of Committees and assist in conducting Club activities. Associate members may not hold office and are not entitled to vote. Each application shall be submitted to the Secretary, who will check the accuracy of the application and submit the applicant’s information to be read at the first General Meeting following its receipt. If there are no objections, the applicant will be informed that they have been accepted as an associate member.

While membership is unrestricted as to residence, the Club’s primary purpose is to be representative of the breeders and exhibitors in its immediate area.

SECTION 2.      Dues.

Membership dues shall be no more than $50.00 per year for single members, no more than $75.00 per year for household members, and no more than $25.00 per year for junior members or associate members. The amount is to be determined by the Board of Directors each year in time for a statement of the dues, which shall be sent by the Treasurer during the month of November and payable on or before December 31st of each year. No member may vote whose dues are not paid for the current year. Lifetime members shall pay no dues.

SECTION 3. Election to Voting membership.

Each applicant for single or household membership shall attend two general meetings before the application can be approved. He/she shall apply on a form as approved by the Board of Directors and that shall provide that the applicant agrees to abide by the Constitution and By-Laws and the Code of Ethics of the Pembroke Welsh Corgi Club of the Western Reserve, Inc., and the rules of the American Kennel Club. Accompanying the application, the prospective member shall submit dues payment for the current year.

Each application shall be submitted to the Secretary who will check the accuracy of the application and submit the applicant’s information to be read at the first General Meeting following its receipt. The application must have the support of two voting members in good standing, not of the same family or household, who have known the applicant for at least 6 months and who have been voting members themselves for at least one year. The Club shall solicit this support at a General meeting, Board Meeting, or through correspondence. Once the support is secured the application will be voted upon by secret ballot and the ballots then tabulated by a Board member at the next or subsequent General Meeting.

Affirmative votes of three-quarters of the members present and voting at that meeting shall be required to elect the applicant. A letter shall be sent by mail or electronic communication services to the applicant by the Secretary within thirty (30) days following the meeting when voting took place to inform them of the results.

An applicant who has been rejected may again be considered twelve months after the date of rejection.

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 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 each fiscal year.

(b) By lapsing. A membership will be considered as lapsed and automatically terminated if such member’s dues remain unpaid 30 days after the first day of the fiscal year; however, the Board may grant an additional thirty (30) days of grace to such delinquent members in meritorious cases. In no case may a person be entitled to vote at any Club meeting if their 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 Bylaws.

ARTICLE II: Meetings and Voting

SECTION 1.      Club Meeting.

Club meetings shall be held in the greater Western Reserve area, including the counties of Ashland, Ashtabula, Cuyahoga, Erie, Geauga, Huron, Lake, Lorain, Mahoning, Medina, Portage, Summit, and Trumbull, at least six times per year. The annual meeting will be held each year, and on every other year at least two (2) weeks after the presentation of the slate of officers, and no later than by December 31st. Meetings may be held in person or via interactive communication services. Written notice of each such meeting shall be mailed or sent by electronic communication services by the Secretary at least ten (10) days prior to the date of the meeting. The quorum for Club meetings shall be 20% of the voting members in good standing.

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; or 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 in the greater Western Reserve area, at such place, date, and hour as may be designated by the person or persons authorized herein to call such meetings. Meetings may be held in person or via interactive communication services. Written notice of such a meeting shall be mailed or sent by electronic communication services by the Secretary at least five (5) 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 20% of the voting members in good standing.

SECTION 3.      Board Meetings.

Meetings of the Board of Directors shall be held at least six (6) times per year in the greater Western Reserve area, at such hour and place as may be designated by the Board. Meetings may be held in person or via interactive communication services. Written notice of each such meeting shall be mailed or by sent electronic communication services by the Secretary at least five (5) days prior to the date of the meeting. The quorum for such a meeting shall be a majority of the Board.

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 members of the Board. Such special meetings shall be held in the greater Western Reserve area. Meetings may be held in person or via interactive communication services. Written notice of such meeting shall be mailed or sent by electronic communication services by the Secretary at least 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. The quorum for such a meeting shall be a majority of the Board.

SECTION 5.      Voting.

Each qualified member, as described in Article I Section 1a, in good standing whose dues are paid for the current year shall be entitled to one vote at any meeting of the Club at which the member is present in person or by interactive communication services. Proxy voting will not be permitted at any Club meeting or election.

ARTICLE III: Directors and Officers

SECTION 1. 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 Bylaws.

(b) The Vice President shall have the duties and exercise the powers of the President in case of the President’s death, absence or incapacity.

(c) The Secretary shall keep a record of all meetings of the Club and of the Board and of all matters of which a record shall be ordered by the Club. The Secretary shall have charge of the correspondence, notify members of meetings, notify new members of their election to membership, 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 are prescribed in these Bylaws.

(d) The Treasurer shall collect and receive all moneys due or belonging to the Club. The Treasurer shall deposit the same in a bank designated by the Board, in the name of the Club. The books shall at all times be open to inspection of the Board and the Treasurer shall report at every meeting the condition of the Club’s finances and every item of receipt or payment not before reported; and at the annual meeting the Treasurer shall render an account of all moneys received and expended during the previous fiscal year.

SECTION 2.      Board of Directors.

The Board comprises the Officers and three Directors, all of whom shall be members in good standing and all of whom shall be elected biennially at the Club’s annual meeting as provided in Article IV Section 2. All officers and Directors shall be elected for a two-year term. General management of the Club’s affairs shall be entrusted to the Board of Directors.

SECTION 3.      Vacancies.

Any vacancies occurring on the Board during the year may, at the discretion of the remaining members of the Board, be left vacant until the next biennial election, provided that there be no more than twelve (12) months until such election. If there are more than twelve (12) months remaining until the next biennial election, or at the Board’s discretion, the Board may choose to fill such vacancy until the next biennial election by a majority vote of all the remaining members of the Board. 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: Club Year, Annual Meeting & Elections

SECTION 1.      Club Year.

The Club’s fiscal and membership year shall begin on the 1st day of January and end on the 31st day of December.

SECTION 2.      Annual Meeting.

The Annual Meeting shall be held each year, at least two (2) weeks after a presentation of a slate of officers biennially and by December 31st. At the Annual Meeting every other year, officers and directors for the ensuing two (2) years shall be elected by secret, written or electronic ballot from among those nominated in accordance with Section 3 of this article. The elected Board members shall take office on January 1st. Each retiring officer shall turn over to his/her successor in office all properties and records relating to that office by that date.

SECTION 3.      Nominations.

Every other year, during the month of August, the Board shall select a Nominating Committee consisting of three (3) members, not more than one of whom may be a member of the Board. The Board shall name a Chair for the Committee and it shall be her/his duty to call a committee meeting, which shall be held on or before September 1st.

(a) The Committee shall nominate one candidate for each office and three (3) candidates for the Director positions on the Board and, after securing the consent of each person so nominated, shall immediately report their nominations to the Secretary in writing no later than two (2) weeks prior to the October meeting.

(b) Upon receipt of the Nominating Committee’s report, the Secretary shall notify each member, in writing, of the Nominating Committee slate at least two (2) weeks prior to the October meeting.

(c) Additional nominations may be made at the October meeting by any member in attendance provided that the person so nominated does not decline when their name is proposed, and provided further that if the proposed candidate is not in attendance at this meeting, the candidate’s proposer shall present to the Secretary a written statement from the proposed candidate signifying their willingness to be a candidate.

(d) Nominations cannot be made at the annual meeting or in any manner other than as provided in this section.

SECTION 4.      Elections

The nominated candidate receiving the greatest number of votes for each office and Director position shall be declared elected.

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 conformation shows and tests and trials of AKC-sanctioned performance events; as well as trophies, annual prizes, membership and other fields that 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 appointed may be terminated by a majority vote of the full membership of the Board upon written notice to the appointee; and the Board may appoint successors to those persons whose services have been terminated.

ARTICLE VI: 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 all 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 Secretary together with a deposit of $10 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. 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 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 his own defense and bring witnesses if he 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 uniformly 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 or reprimand the defendant from all privileges of the Club for not more than six (6) months from the date of the hearing. And, if the Board 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 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 within 60 days but not earlier than 30 days after the date of the Board’s recommendation of expulsion. The defendant shall have the privilege of appearing in his 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 own behalf if he wishes. The membership shall then vote by secret ballot on the proposed expulsion. A two-thirds vote of those present and voting at the meeting shall be necessary for expulsion. If expulsion is not so voted, the Board’s suspension shall stand.

ARTICLE VII: Amendments and Revisions

SECTION l.       Amendments to the Constitution and revisions to Bylaws may be proposed by the Board of Directors or by written petition addressed to the Secretary signed by twenty percent of the membership in good standing. Amendments proposed by such petition shall be promptly considered by the Board of Directors and must be submitted to the members with recommendations of the Board by the Secretary for a vote within three (3) months of the date when the petition was received by the Secretary.

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 or sent by electronic communication services 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 two-thirds 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 but after payment of the debts of the Club. Its property and assets shall be given to a charitable organization for the benefit of dogs selected by the Board of Directors.

ARTICLE IX: Order of Business

SECTION 1.      At meetings of the Club, the order of business, so far as the character and nature of the meeting may permit, shall be as follows:

 

  1. Roll Call
  2. Minutes of the last meeting
  3. Report of President
  4. Report of Secretaries
  5. Report of Treasurer
  6. Reports of Committees
  7. Election of Board (biennially)
  8. Election of new members
  9. Unfinished business
  10. New business
  11. Brag box
  12. 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:

 

  1. Reading of minutes of last meeting
  2. Report of Secretaries
  3. Report of Treasurer
  4. Reports of Committees
  5. Unfinished business
  6. New business
  7. Adjournment

 

ARTICLE X: Parliamentary Authority

SECTION 1.      The rules contained in the current edition of ROBERT’S RULES OF ORDER, NEWLY REVISED, shall govern the Club in all cases to which they are applicable and in which they are not inconsistent with these Bylaws and any other special rules of order the Club

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