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ARTICLE
I Name
and Objectives Section 1. The name of the Club shall be Heart of Texas Akita Club (HOT), Dallas (also referred to herein as “the Club”). Section 2. The objectives of the Club shall be: a) Encourage and promote quality in the selective breeding of purebred Akitas and to 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 (AKC) as the standard of excellence by which the Akita developed in the United States shall be judged while also acknowledging the breed standard of AKC approved foreign registries on Akitas bred and/or registered outside the United States. c) Protect and advance the interest of the breed and encourage sportsmanlike competition at dog shows, obedience trials, tracking tests and any other events in which Akitas participate. d) Conduct matches, specialty shows and obedience trials under the rules and regulations of AKC. e) Disseminate accurate information about the Akita specifically and dog care in general to educate the general public.
Section 3. The Club shall not be conducted or operated for profit and no part of any profit or remainder from dues and/or donations to the Club shall be used for the personal benefit of any member or individual.
Section 4. The members of the Club shall adopt these bylaws and may, from time to time review these bylaws to ensure the above stated objectives are carried out.
Standing Rules
1. The Board of Directors, also referred herein as the Board, will consider any proposed changes to the Constitution and By-Laws, Code of Ethics, and Application for Membership at anytime three-fourths ( ¾) of the voting members petition in writing for change. 2. The Club shall publish an official quarterly publication known as the “H.O.T. News.” The following guidelines shall apply: a) Subscriptions to the publication are to be available at $15 per year for non-members. Members will receive publication as part of their yearly dues. b) Direct publication and mailing expense will be borne by the Club. c) The Editor will be appointed by the Board. d) The advertising rates shall be set by the Editor with approval of said rates by the Board. 3. The Board will appoint a member in good standing to develop and maintain an e-list as an additional means of club communication. a) The Board will be responsible for overall management of the e-list. b) The designated member, known as the List Administrator will maintain the e-list and report all list violations to the Board for corrective actions. c) This list will provide up-dated information on meetings; AKC, ACA and AKC approved foreign registry issues requiring club in-put as well as topics pertaining to Akitas, club programs and special projects. d) Voting on issues the Board deems appropriate may be conducted via e-mail, after due diligence and documented by the Secretary. e) Members not on-line will be contacted either by telephone or mail to insure they are afforded the same voting privileges. f) Annual election of officers will not be conducted by e-mail. 4. The Board will appoint a Committee of no less than three (3) members to manage the club’s Akita Rescue Program. a) The Committee will be responsible for developing written guidelines pertaining to the club’s involvement in re-homing abandoned Akitas, establishing procedures for adoption applications, adoption contracts and owner release forms for approval by the Board. b) At each monthly meeting, the Committee or its designated representative will report on all activities involving recent adoptions, additions to foster care, medical conditions of fostered Akitas and any other activities pertaining to public education. c) The Club Treasurer will be responsible for managing the Rescue Funds. d) Any donations obtained through owner release, adoptions and fund raising will be held by the Treasurer. e) Any request for reimbursement pertaining to Rescue must be accompanied by a receipt or well substantiated documentation pertaining to its use. f) Any single Rescue expense exceeding $150.00 shall have prior approval of the Board. By-Laws
ARTICLE I Membership
Section 1. Eligibility. There shall be four (4) types of membership open to persons who are in good standing with the AKC, Akita Club of America, Inc. (ACA) and/or AKC approved foreign registries and who subscribe to the objectives set forth in Article I, Section 2 of the Constitution of this club:
1. Individual membership. Open to persons 18 years of age and older. Individual membership enjoys all the privileges of the Club, including the right to vote and hold office. 2. Family membership. Two persons 18 years of age or older who reside in the same household and their minor children. Each adult is entitled to one vote but receives only one copy of any gratis Club publication. 3. Honorary membership. May be conferred upon any person 18 years of age or older who has rendered notable service to the Akita, the Club, or the dog fancy. An honorary membership recommendation must be made in writing by at least five (5) members who have been members in good standing for at least a year. A favorable vote of three-fourths (3/4) of those voting at the Annual Meeting is required for approval. An honorary member shall have none of the obligations of membership but shall be entitled to all privileges except those of making motions, voting, and holding office unless the honorary member is also a regular member. An honorary member is a member for life and membership cannot be revoked unless this individual is violates the club’s Code of Ethics in which case the Board shall appoint a special investigation committee of no less than three (3) members in good standing who shall evaluate all allegations of misconduct and submit a written report of its findings. 4. Junior membership. Open to persons 10 – 17 years of age. Junior members cannot vote nor hold office. Upon reaching their 18th birthday, junior members may convert to Individual or Family membership.
Membership is not restricted solely to individuals residing in the Dallas/Ft Worth metroplex. However, individuals must ensure that the Club’s primary purpose is to be representative of the members in this immediate area.
Section 2. Dues. Membership dues shall be set by the Board of Directors by October 15th of each year. Such change may only become effective beginning with the January 1st renewal date following the vote to implement such change. In any year when the Board has not changed the dues by October 15th, the dues from previous year shall continue in effect.
a) On or before November 15th, the Vice President will notify all members of their dues for the ensuing year by e-mail, telephone or written correspondence. The dues must be received by the Vice President and/or Treasurer on or before January 1st of the dues year or the membership will be lapsed and terminated in accordance with Article 1, Section 4b. No member whose dues are not paid for the current year may vote. In the event of unusual circumstance the Board may approve an extension of the January 1st renewal date; however payment must be received no later than March 31st. b) On July 1st and for the balance of the membership year, membership dues are at half rate. c) Dues obligations are considered a debt to the Club, and they become incurred on the first day of January each year.
Section 3. Election to Membership. Application for membership shall be on a form approved by the Board. The application as a minimum, shall state the full name(s), address and occupation(s) of the applicant(s) as well as information outlining to their interest/experience with Akitas. The applicant(s) agrees to abide by this Constitution, By-Laws and Code of Ethics. The application shall carry the endorsement of two members in good standing. Accompanying the application, the prospective member shall submit dues payment for the current year. The application with appropriate dues shall be submitted to the Vice President, who shall determine if it is in order and if so, shall promptly send the dues to the Treasurer and read the application at the next regularly scheduled general meeting of the Club.
The applicant(s) must attend two (2) general meetings and/or two (2) club functions, prior to the application being voted on unless attendance is waived by the Board of Directors. The application will be voted upon (by secret ballot) and requires ¾ affirmative votes of the members present and in good standing. Upon membership acceptance, the Vice President shall provide a copy of the Constitution and By-laws to the new member(s) (one copy per family residing at the same residence). If the newly accepted member(s) is (are) not present at the meeting, the Vice President may notify the new member(s) of the results of the voting either by e-mail, written correspondence or telephone. If the new member(s) is present at the meeting, no written notification on the results of the meeting is required.
Applicants
for membership who have been rejected by the Club may not re-apply within
six months after such rejection.
The Vice President will notify the applicant in writing that
membership is denied. The reason(s) for rejection will not be specified. Section 4. Termination of Membership. Memberships may be terminated through the following means: a) 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. Obligations other than dues are considered a debt to the club and must be paid in full prior to resignation. b) Non-payment of dues. A membership will be considered as lapsed and automatically terminated if such member’s dues remain unpaid after January 1st; however, the Board may grant an extension to such delinquent members in meritorious cases. In no case may a person whose dues are unpaid as of the date of that meeting be entitled to vote at any Club meeting. c) Expulsion. A membership may be terminated by expulsion as provided in Article VI of these bylaws. d) Suspension. A membership may be suspended as provided in Article VI of these by-laws.
ARTICLE II Meetings
Section 1. Club Meetings. Club meetings shall be held in (or within 50 miles of) the City of Dallas each month, at such hour and place as may be designated by the Board of Directors. The quorum for such meetings shall be 20% of the members in good standing residing in the metroplex.
Section 2. Special Club Meetings. Special Club meetings may be called by the President, or by a simple majority vote of the members of the Board or can be called by the Secretary upon receipt of a petition signed by five members of the Club who are in good standing. Such special meetings shall be held in (or within 50 miles of) the City of Dallas, at such place, date and hour as may be designated by the person or person authorized herein to call such meetings. Written notice of such a meeting shall be mailed or dispatched via e-mail to the membership by the Secretary, for those members not on-line. The Secretary may also contact these individuals by telephone, at least five 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. The quorum for such a meeting shall be 20% of the members in good standing.
Section 3. Board Meetings. Meetings of the Board of Directors shall be held in (or within 50 miles) of the City of Dallas prior to and on the same day as regular member meetings at such hour and place as may be designated by the Board. The quorum for such a meeting shall be a simple majority of the Board. All Board meetings will be open unless the Board is meeting in Executive Session. The Board may also conduct business via e-mail on the secured e-list established by the List Administrator.
Section 4. Special Board Meetings. Special Board meetings may be called by the President, or shall be called by the Secretary upon receipt of written request signed by at least three members of the Board. Such special meetings shall be held in (or within 50 miles) of the City of Dallas 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 or dispatched via e-mail by the Secretary, for those members not on-line the Secretary may also contact these individuals by telephone, at least five days and not more than 10 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. A quorum of such a meeting shall be a simple majority of the Board.
Section
5.
Annual Meeting.
The Annual Meeting of the Club shall be held during the month of
September at a place, date, and hour designated by the Board of Directors.
The quorum for the Annual Meeting shall be twenty percent (20%) of
the members in good standing. Section 6. Voting. At Club meetings, voting shall be limited to those members in good standing who are present at the meeting, except for amendments to the constitution and bylaws, which shall be decided by written ballot cast by mail. In the event proposed amendments to the constitution and bylaws are presented to the membership in a timely manner prior to the annual meeting, members present may vote by secret ballot to approve/disapprove such amendments. Members not able to attend this meeting, will be given amble time to mail in written ballots to the Secretary and these ballots will be presented at the annual meeting. Voting by proxy shall not be permitted. The Board may decide to submit other specific questions for decision of the members by written ballot cast by mail or through a special electronic response system provided by the List Administrator. ARTICLE III
Directors and Officers
Section 1. Board of Directors. The Board shall be comprised of the President, Vice President, Secretary, Treasurer and three Directors at Large, all of whom shall be members in good standing and all of whom shall be elected for one (1) year, except the Treasurer who shall stand for two (2) years. All Board members shall serve until their successors are elected by secret ballot at the Annual Meeting. General management of the Club’s affairs shall be entrusted to the Board of Directors.
Section 2. Officers and Directors. The Club’s Officers and Directors consisting of the President, Vice President, Secretary, Treasurer, and three Directors at Large shall serve in their respective capacities both with regard to the Club and its meetings and the Board and its meetings. The Directors shall carry out the duties of their office and such other duties as prescribed these by-laws. Officers and Directors, excluding the President, shall have the authority to make and vote upon motions in Board and Club Meetings. The President’s voting rights are defined in Robert’s Rules of Order, Newly Revised. The offices of President, Vice President, Secretary, Treasurer and one (1) Director at Large shall be held by members residing within a 50 mile radius of the City of Dallas. The two (2) remaining Director at Large positions may be filled by members of good standing who reside outside the 50 mile radius, but who can maintain accessibility to the membership either by attending meetings, club functions and/or through e-mail.
a) The President shall preside at all meetings of the Club and of the Board, and shall have duties and powers normally appurtenant to the office of President of a society in addition to those 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 and carry out such other duties as are prescribed in these bylaws. The Vice President shall serve as the Club’s Membership Committee Chairperson and maintain an accurate roster of Club members containing home/mailing addresses, telephone numbers and e-mail addresses, dates of membership along with membership status in other Akita specific organizations. c) The Secretary shall have charge of all correspondence, notify Officers and Directors of their election to office, notify the Board and Club members of their meetings and carry out such other duties as are prescribed in these bylaws. The Secretary shall keep a record of all meetings of the Club and of the Board and of all votes taken and matters of which a record shall be ordered by the Board. d) The Treasurer shall collect and receive all monies due or belonging to the Club and disburse all monies payable by the Club. Monies shall be deposited in a bank approved by the Board and in the Club’s name with signatures on file for the President, Vice President and Treasurer. The Club’s financial transactions shall at all times be open to inspection of the Board and a report shall be given monthly on the condition of the Club’s finances and every item of receipt or payment not before reported. During the Annual Meeting an accounting shall be rendered of all monies received and expended year to date and have a new signature card on hand for the new Officers signatures. The Treasurer shall carry out such other duties as prescribed in these by-laws. e) The Directors at Large shall be accessible to and whenever possible offer assistance and guidance to the membership in general. They shall present the members concerns and opinions to the Board. f) A Parliamentarian may be appointed by the President with the approval of the Board and serve in an advisory capacity. The Parliamentarian shall upon request of the President or Board render advice based on the Club’s constitution and by-laws and Robert’s Rules of Orders, Newly Revised.
Section 3. Vacancies. Any vacancies occurring on the Board during the year shall be filled until the next annual election by a simple majority vote of the remaining members of the Board. The exception to this rule pertains to the vacancy in the office of President, which 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
Section 1. Club Year. The Club’s fiscal year shall begin on the first day of January and end on the last day of December. 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. The annual meeting shall be held in the month of September 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 3 of this Article. They shall take office immediately upon conclusion of the election and each retiring Officer shall turn all properties and records relating to that office within 30 days after the election. All retiring Officers who fail to turn all properties/records relating to that office within 30 days after the election will be prohibited from assuming any new office and considered to be “in debt” to the Club. “In debt” status prohibits any/all voting privileges.
Section 3. Elections. The nominated candidate receiving the greatest number of votes for each position shall be declared elected. No candidate may hold office unless the procedures in Section 4 of Article IV are followed. Section 4. Nominations. No person may be a candidate in a Club election who has not been nominated. Candidates must have been a member in good standing for one (1) full year. During the month of May, the Board shall select a nominating committee consisting of three members and two alternates, not more than one of who may be a member of the Board. The Secretary shall immediately notify the committeemen and alternates of their selection. The Board shall name a Chairman for the committee and it shall be that individual’s responsibility to call a committee meeting. The Committee Chairman may ask the List Administrator to establish a special e-list that facilitates ease in communication.
a) The committee shall nominate one candidate for each office and one candidate for each of the other positions on the Board. After securing the consent of each person so nominated, the Chairman shall immediately report the nominations to the Secretary in writing on or before July 1st. All candidates must be current members in good standing with the Club. b) Upon receipt of the Nominating committee’s report, the Secretary shall on or before the 15th of July, notify each member of the candidates so nominated. c) Additional nominations may be made at the August meeting by any member in attendance provided the person so nominated does not decline and is a current member in good standing with the Club. If the proposed candidate is not in attendance at this meeting, said individual should have presented the Secretary with a written statement agreeing to be a candidate for office at least 48 hours prior to the date set for the August meeting. No person may be a candidate for more than one position. d) Nominations cannot be made at the Annual Meeting or in any manner other than is provided in this Section.
ARTICLE V Committees
Section 1. The Board may appoint and define standing committees to advance the work of the Club in such matters as dog shows, obedience trials, trophies, annual recognition awards, membership, and other fields which may well be served by committees. Such committees shall always be subject to the final authority of the Board. Special committees may also be appointed by the Board to aid it on particular projects.
Section 2. Any committee appointment may be terminated by a simple majority vote of the full membership of the Board upon written notice to the appointee; and the Board may appoint successors to those persons whose service has been terminated.
Section 3. Each committee will provide the Board with a written set of goals for the coming year no later than November 1st of each year.
ARTICLE VI Discipline
Section 1. American Kennel Club Suspension. Any member who is suspended from the privileges of the AKC, ACA and/or AKC approved foreign registries shall automatically be suspended from the privileges of this Club for a like period.
Section 2. Charges. The Club has the right to prescribe and enforce its membership standards and to investigate the character of its members and membership applicants when a charge or membership objection is filed, but only to the extent as may be necessary to enforce its standards.
a) The Board of Directors and any Club-designated investigating committees shall receive, discuss, and deal with any/all charges and membership objections alleged within Executive Session. Any and all paperwork involved in a charge or membership objection shall be marked “Executive Session”. Any person who does not adhere to Executive Session may be held personally liable and disciplinary action may be brought by the Board of Directors. b) Any member in good standing may prefer charges against a member or an objection to a membership for alleged misconduct prejudicial to the best interests of the Club or the breed. A written charge with specifications and evidence must be filed in duplicate with the Secretary together with a deposit of thirty-five dollars ($35.00), 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 charge or objection 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 might constitute conduct prejudicial to the best interests of the Club or the breed. A copy of the charge may be presented to the Board electronically if members are on-line. In situations where a Board member does not have on-line access, the Secretary must provide hard copies. c) If the Board determines by an affirmative vote of two-thirds (2/3) of the entire Board that the charges do not allege conduct which would be prejudicial to the best interests of the Club or of the breed, it may refuse to entertain jurisdiction. d) If the Board by an affirmative vote of two-thirds (2/3) of the entire Board determines to entertain jurisdiction of the charge or objection to membership, the President shall call a Special Board Meeting to appoint a Special Investigating Committee of not less than three (3) members in good standing, who shall investigate the charge or objection and report its recommendations to the Board, or the Board itself may be the Special Investigating Committee and themselves investigate the charge or objection. The Secretary shall promptly inform the accused member or applicant by certified mail with return receipt of the action the Board has taken and that the matter is within Executive Session. e) In no instance shall the name of the member accused or applicant objected to be published or discussed by the Board in reference to the charge or objection outside the Executive Session. f) The Special Investigating Committee (SIC) shall first verify all the signatures on and the authenticity of the specifications and evidence provided which attest to the charge or objection. Next the SIC should request information/statement from the accused, and then investigate the charge or objection. Once the SIC completes its investigation they should present their findings to the Board in writing along with recommendations for appropriate actions. g) If the SIC recommends the Board proceed with disciplinary action against a member, the Board is to review all specifications and evidence. If the Board is in agreement by simple majority vote of the entire Board, it shall promptly fix a date and time for a hearing of not less than thirty (30) days and not more than sixty (60) days after this decision. The Secretary shall immediately contact the accused member by certified mail with return receipt, and notify the individual of the hearing together with one (1) copy of the charges as stated as well as state that failure to appear/respond shall be interpreted as failure to show cause why disciplinary action should not be imposed. Additionally, this notification shall assure the defendant that he/she may personally appear in his/her own defense and bring witnesses. The Board may appoint an independent arbitrator to attend and advise the members of the Board or Committee.
Section 3. Board Hearing. The Board or Committee 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 against a member be sustained after hearing all the evidence and testimony presented by complainant and defendant, the Board may by a simple majority vote of those present, do any of the following: reprimand, reprimand and fine, fine and suspend, or suspend the defendant from all privileges of the Club. The Board may also recommend that the penalty be expulsion. In such case, the suspension shall not restrict the defendant’s right to appear before fellow members at the next Club meeting, which will consider 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 shall promptly 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 a Club meeting with only Club members in good standing present, following a hearing, and upon the recommendation of the Board as provided in Section 3 of this Article. The defendant shall have the privilege of appearing on his/her own behalf though no evidence shall be taken at this meeting. The President shall read the charge, specifications and evidence as provided, the SIC findings along with the Board’s recommendations. The defendant shall be invited, if present, to speak in his/her own behalf. The meeting shall then vote by secret ballot on the proposed expulsion. A two-thirds (2/3) vote of those members in good standing present and voting at the meeting shall be necessary for expulsion. If expulsion is not so voted, the suspension, reprimand, and/or fine shall stand.
ARTICLE VII
Amendments
Section 1. Amendments to the Constitution and By-laws may be proposed to the Board of Directors in writing addressed to the Secretary and approved by 20% or more of the membership in good standing. Amendments proposed by such petition shall be considered by the Board upon receipt of petition and presented to the membership for vote. The Board must promptly consider the petition and submit its recommendations to the members within three months of from the date the petition was received by the Secretary. A special Committee may be appointed by the Board at any time to review the current Constitution and By-laws to ensure its relevancy to the prevailing times.
Section 2. The Constitution and By-laws may be amended by secret vote of the members present and voting at a regular or special meeting, provided the proposed amendments have been included in the meeting notice at least two weeks prior to the date set for the meeting. Proposed amendments to the Constitution and By-Laws may be distributed to members via electronic means or by regular mail. ARTICLE VIII Dissolution
Section 1. The Club may be 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 purposes of reorganization, whether voluntary or involuntary or by operations 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 or private individual, but after payment of the debts of the Club, its property and assets shall be distributed to a charitable organization for the benefit of dogs selected by the Club’s Board of Directors, which qualifies for tax exemption as provided for under the Internal Revenue laws of the United States of America.
ARTICLE IX Members in Good Standing
Section 1. As used in these By-laws, the term “member in good standing” shall mean a member who is not in violation of the objectives set forth in the Constitution, Code of Ethics, or these By-laws and who is not delinquent in the payment of dues or other sums/records and or property owed to the Club, and who is not suspended by AKC, ACA or any AKC approved foreign registry.
ARTICLE X
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:
Roll Call Minutes of last meeting Report of President Report of Secretary Report of Treasurer Report 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 simple majority vote of those present shall be as follows:
Reading of minutes of last meeting Report of Secretary Report of Treasurer Report of Committees] Election of new members Unfinished business New business Adjournment ARTICLE XI 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 By-laws and any other special rules of order the Club may adopt.
Latest Update 04/21/11
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