CONSTITUTION & BYLAWS | Dallas - Fort Worth Dachshund Club, Inc.

CONSTITUTION and BY-LAWS

DALLAS-FORT WORTH DACHSHUND CLUB, INC.

Constitution and Bylaws

Amended March 2, 2005 and September 7, 2011

CONSTITUTION

ARTICLE I

Name and Objects

SECTION 1. The name of this organization shall be the Dallas-Fort Worth Dachshund Club, Inc.

SECTION 2. The objects of the Club shall be:

(a) to further the advancement and development of purebred Dachshunds and to give persons engaged in breeding and exhibiting Dachshunds an opportunity to exchange ideas;

(b) to promote and support the American Kennel Club and the parent club (the Dachshund Club of America) with the purpose of holding a Dachshund specialty show at least once each year and any other American Kennel Club events for which the Club is eligible under the rules and regulations of the American Kennel Club;

(d) 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 Dachshunds shall be judged.

SECTION 3. The Club shall not be 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 bylaws as may be required to carry out these objects.

BYLAWS

ARTICLE I

Membership

SECTION 1. Eligibility. While membership is to be unrestricted as to residence, the Club’s primary purpose is to be representative of the breeders and exhibitors in North Texas.

Membership is open to all persons 18 years of age and older who are in good standing with the American Kennel Club, who subscribe to the purposes of the Dallas-Fort Worth Dachshund Club, and who adhere to the Code of Ethics of the Dallas-Fort Worth Dachshund Club. For the purposes of these Bylaws, a “member in good standing” is an individual who is not suspended by the American Kennel Club or the Dallas-Fort Worth Dachshund Club and whose dues for the year are already paid.

SECTION 2. Membership Levels. There are three types of membership. The requirements for and rights and duties of each of these types are as follows:

(a) Associate Membership – Open to those persons who have attended at least three functions of the Club; who have applied for membership and been approved by 3/4 (three-fourths) of the members present and voting at a regular Club meeting; and who pay in advance the annual membership dues. This type of membership does not convey voting privileges or the right to hold an office in the Club and, therefore, the member is not included in the count to determine a quorum. Associate members are to be encouraged to participate in meeting discussions and Club functions to help them learn about the breed and the Club. Associate members are not REQUIRED to apply for regular membership.

(b) Regular Membership – Open to those persons who have been an associate member for one year; who have demonstrated willingness to work Club functions during their year of associate membership; who have applied for regular membership and been approved by 3/4 (three-fourths) of the members present and voting at a regular meeting; and who pay in advance the annual membership dues. This type of membership has voting privileges and the person(s) may hold office.

(c) Life Membership – Open to those persons who have completed 20 consecutive years of regular membership; who have been nominated by a regular member during the club year; and who have been approved by 3/4 (three-fourths) of the members present and voting at a regular meeting. If elected to life membership, no dues will be required. Life members remain regular members of the Club with all the privileges accorded to that status.

SECTION 3. Dues. The amount of the annual dues shall be established each year, as is necessary, by a simple majority vote of the regular members and shall not exceed $50.00 per year. During the month of November, the Treasurer shall send each member a statement of dues for the ensuing year.

Membership shall automatically terminate if dues are unpaid by January 31st.

To be reinstated, a lapsed member must submit a new application for membership and fulfill all requirements of Article I, Section 1 with the exception that regular members will not be required to serve one year as an associate member. No member may vote whose dues are not paid for the current year.

Dues are never prorated. All applicants and lapsed members seeking reinstatement must submit the full amount of annual dues with their applications.

SECTION 4. Election to Membership. Each applicant for membership shall individually apply by submitting to the Corresponding Secretary a completed set of forms approved by the Board of Directors of the Club.

These application forms shall state the name, address, and occupation of the applicant and must carry the endorsement of two regular members in good standing who shall be from two separate households and shall not be from the same household as the applicant. These forms will also provide that the applicant agrees to abide by the Club’s Constitution, Bylaws and Code of Ethics as well as the rules of the American Kennel Club. Accompanying the application, the prospective member shall submit dues payment for the current year.

All applications are to be read at the first regular Club meeting after they are submitted providing that a complete application packet was filed with the Corresponding Secretary at least one week prior to said meeting.

At the next regular meeting after an application has been read, it will be voted upon by secret ballot. Affirmative votes from three-fourths of the regular members present and voting at the meeting shall be required to elect the applicant. The Corresponding Secretary shall notify the applicant of the ballot results within seven days. Applicants for membership who have been rejected by the Club may not reapply within six months after such rejection.

SECTION 5. Termination of Membership. Memberships may be terminated by the following means.

(a) By resignation. A Club member in good standing may resign at any time by sending a written notice to any officer of the Club. No part of the annual dues shall be refunded to a resigning member. No member may resign when in debt to the Club.

(b) By lapsing. A membership will be considered as lapsed and automatically terminated if a member’s dues remain unpaid 30 days after the first day of the fiscal year. The Board of Directors may grant an additional 30 days of grace to such delinquent members in meritorious cases, however. 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.

ARTICLE II

Meetings and Voting

SECTION 1. Regular meetings. Meetings of the Club shall be held each month in the Dallas-Fort Worth metropolitan area, at such time and place as may be designated by the Board of Directors. Written notice of each meeting shall be mailed to each member at least five days prior to the date of the meeting. The quorum for such meetings shall be 20 percent of the regular members in good standing.

SECTION 2. Special meetings. Special meetings may be called by the President, or by a majority vote of the members of the Board who are present and voting at any regular or special meeting of the Board; and shall be called by the Corresponding Secretary upon receipt of a petition signed by five regular members of the Club who are in good standing. Such special meetings shall be held in the Dallas-Fort Worth metropolitan area at such time and place as may be designated by the officer or Board member who called the particular meeting. Written notice of such a meeting shall be mailed by the Corresponding Secretary 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 thereat. The quorum for such a meeting shall be 20 percent of the regular members in good standing.

SECTION 3. Board Meetings. Meetings of the Board of Directors shall be called four times per year in the Dallas-Fort Worth metropolitan area at such time and place as may be designated by the Board. Written notice of each such meeting shall be made at least five 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 Corresponding Secretary upon receipt of a written request signed by at least three members of the Board. Such special meetings shall be held in the Dallas-Fort Worth metropolitan area at such time and place as may be designated by the person authorized herein to call such meeting. The Corresponding Secretary shall mail written notice of such meeting 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 thereat. The quorum for such a meeting shall be a majority of the Board.

SECTION 5. Quorum. A quorum at any regular meeting of the Club shall be constituted by 20 percent of the regular membership but may never be less than five regular members in good standing.

SECTION 6. Voting. Only regular members in good standing can vote. Each regular member 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 he is present. Proxy voting will not be permitted at any Club meeting or election.

ARTICLE III

Directors and Officers

SECTION 1. Board of Directors. General management of the Club affairs shall be entrusted to the Board of Directors. The Board shall consist of the officers of the Club and three additional Directors, all of whom shall be regular members in good standing. Each non-officer Director will serve for a period of three calendar years. In 1968, a rotating system was instituted providing for one Board member to rotate out annually as his/her term expires. The retiring Board member will be replaced at the Annual Meeting as provided for in Article IV, Section 2 of these Bylaws. All recommendations and actions of the Board of Directors shall be subject to approval by the membership.

SECTION 2. Officers. The Officers of the Club shall be: President, Vice-President, Corresponding Secretary, Recording Secretary, and Treasurer. The term of office shall be for one year, January 1st through December 31st.

(a) The President shall act as chief executive of the Club; preside at meetings; act as chairman of the Board of Directors, and otherwise perform all duties as are by custom, parliamentary practice and these Bylaws required of him/her.

(b) The Vice-President shall have the duties and exercise the powers of the President in case of the absence, disability or disqualification of the President.

(c) The Corresponding Secretary shall handle all the general correspondence of the Club; notify members of their election to membership; notify all members of meetings at least five days in advance; preside at meetings in the absence of the President and Vice-President; and perform all other duties as are by custom, parliamentary practice, and these Bylaws required of him/her.

(d) The Recording Secretary shall keep a record of all regular and called meetings of the Club and of the Board as well as of all matters of which a record shall be ordered by the Club; be responsible for keeping a roll of all members; preside at meetings in the absence of the President, Vice-President, and Corresponding Secretary; and perform all other duties as are by custom, parliamentary practice, and these bylaws required of him/her.

(e) The Treasurer shall collect all moneys due the Club and deposit same, in the name of the Club, at a bank approved by the Board; send each member a written notice of annual dues postmarked on or before November 30; report at every meeting all receipts and disbursements not previously reported and all moneys pledged or contracted to or by the Club; render, at the January Club meeting, an account of all receipts and disbursements for the past fiscal year; notify in writing all individuals of their indebtedness to the Club; preside at meetings in the absence of the President, Vice-President, and Secretaries; and perform all other duties as are by custom, parliamentary practice, and these bylaws required of him/her. All checks drawn on the Club’s account shall be signed by any one of the following: the President, the Vice-President, or the Treasurer. The Treasurer shall be bonded in such amount as the Board of Directors shall determine and expenses for such shall be born by the Club.

SECTION 3. Vacancies. Any vacancies occurring on the Board or among the offices during the year shall be filled until the next annual election by a majority vote of all the then 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. If a Director is elected as an officer of the Club, the Board will appoint a replacement that will serve only the remainder of the calendar year. If the Director’s term of office would not have expired at the end of the calendar year, a new Director will be elected at the Annual Meeting to serve out the remainder of his term.

SECTION 4. Officers or Board members who fail to attend four regular meetings without just cause shall be replaced by election at the next regular Board meeting.

ARTICLE IV

The Club Year, Annual Meeting, Elections

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

SECTION 2. The Annual Meeting and Election of Officers. The Annual Meeting and Election of Officers shall be held at the regular November Club meeting, at which time the officers shall be elected and any Board vacancies shall be filled by secret ballot of the regular members present from among those candidates nominated. The new officers shall take office in January of the following year. Each retiring officer shall turn over to the successor in office all properties and records relating to that office by the January meeting.

SECTION 3. Nominations. No person may be a candidate in a Club election who has not been nominated. During the month of August, the Board shall select a Nominating Committee consisting of three regular members of the Club not more than one of whom may be a member of the Board. The Board shall name a chairman for the Committee, and it shall be such person’s duty to call a committee meeting, which shall be held on or before September 15th.

(a) The Committee shall nominate one candidate for each office and vacant Board position, and, after securing each nominee’s consent, shall immediately report its nominations to the Corresponding Secretary.

(b) The Corresponding Secretary shall notify each member in writing of the candidates nominated at least two weeks before the October meeting.

(c) Additional nominations may be made at the October meeting by any regular 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 member nominating the candidate presents to the Corresponding Secretary a written statement from the proposed candidate signifying willingness to be a candidate. 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 as provided in this Section.

SECTION 4. Elections. The majority vote (one more than half of those voting) shall elect all officers and Board members. Where there are more than two nominees and the leading candidate has not received a majority of all votes cast, a second balloting will be held immediately, limiting the nominees to the two highest vote recipients on the first ballot.

ARTICLE V

Committees

SECTION 1. The Board may each year appoint standing committees to advance the work of the Club including but not limited to dog shows, obedience trials, trophies, annual prizes, membership, and other fields which may well be served by committees.

Such committees shall always be subject to the final authority of the Board. Special committees may also be appointed by the Board to aid it on particular projects.

SECTION 2. Any committee appointment may be terminated by a majority vote of the regular membership of the Board upon written notice to the appointee; the Board may appoint successors to those persons whose services have been terminated.

ARTICLE VI

Discipline

SECTION 1. American Kennel Club Suspension. Any member suspended from the privileges of the American Kennel Club shall automatically be suspended from this Club for a like period.

SECTION 2. Charges. Any member may prefer charges against another member for alleged misconduct prejudicial to the best interest of the Club or Dachshunds. Written charges with specifications must be preferred in duplicate with the Corresponding Secretary together with a deposit of $10 (ten dollars) which shall be forfeited if said charges are not sustained. The Corresponding Secretary shall promptly send a copy of the charges to each member of the Board or present them at a Board Meeting, and the Board shall first consider whether the actions alleged in the charges, if proven, might constitute conduct prejudicial to the best interests of the Club or Dachshunds. If the Board considers that the charges do not allege conduct, which would be prejudicial to the best interests of the Club or Dachshunds, 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 weeks nor more than six weeks thereafter. The Corresponding 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, reprimand or suspend the defendant from all privileges of the Club for not more than six months from the date of the hearing. And, if it deems that punishment insufficient, it may also recommend to the membership that the penalty be expulsion. In such case, the suspension shall not restrict the defendant’s right to appear before his/her fellow members at the ensuing Club meeting which considers the Board’s recommendation. Immediately after the Board has reached a decision, its finding shall be put in written form and filed with the Corresponding Secretary. The Corresponding Secretary shall, in turn, 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 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 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 finding and recommendation, and shall invite the defendant, if present, to speak in his own behalf if he wishes. The members shall then vote by secret ballot on the proposed expulsion. A 2/3 (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

SECTION 1. Amendments to the Constitution and Bylaws may be proposed by the Board of Directors or by written petition addressed to the Corresponding Secretary signed by 20 percent of the voting 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 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 Bylaws may be amended by a 2/3 (two-thirds) secret vote of the voting 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 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 the written consent of not less than 2/3 (two-thirds) of the voting members, or by 2/3 (two-thirds) vote of the members voting at a meeting called for that purpose. In the event of the dissolution of the Club, except 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. A written notice for a vote of dissolution of the Club will be mailed two weeks before the meeting for such vote.

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:

Roll Call

Approval of minutes of last meeting

Report of President

Report of Corresponding Secretary

Report of Treasurer

Reports of committees

Election of officers and Board (at annual meeting)

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 Secretary

Report of Treasurer

Reports of committees

Unfinished business

New business

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 may adopt.