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THE GREAT
DANE CLUB OF CENTRAL NORTH CAROLINA,
INC.
(Constitution
and By-Laws, edited for amendment December 30,
2006)
Constitution
ARTICLE
I
Name
and Objects:
SECTION
1.
The
name of the Club shall be the Great Dane Club of Central North
Carolina, Inc., herein after referred to as the Club.
SECTION
2.
The
objects of the Club shall be:
A. To encourage and promote
quality in the breeding of purebred Great Danes and to do all
possible to bring their natural qualities to perfection.
B. To
encourage responsible Great Dane ownership through education,
mentoring, and fellowship.
C. To urge members and breeders to
accept the standard of the breed as approved by the American Kennel
Club as the only standard of excellence by which Great Danes shall be
judged and to encourage the study of the standard by breeders,
judges, dog show committees, and others interested in the advancement
of the breed.
D. To assist in rescue work for Great Danes in
need.
E. To encourage dedication to the health and welfare of
the breed.
F. To do all in its power to protect and advance
the interests of the breed and to encourage sportsmanlike competition
at dogs shows and performance events.
G. To conduct sanctioned
matches, specialty shows and performance events under the rules and
regulations of the American Kennel Club and to generate publicity on
any matter affecting the welfare of the breed.
SECTION
3.
The
Club shall not be conducted or operated for profit and no part of any
profits or remainder or residue from dues or donations to the Club
shall not be used to the personal benefit of any member or
individual.
SECTION
4.
The
members of the Club shall adopt, and may from time to time, revise
such by-laws as may be required to carry out these
objects.
By-Laws
ARTICLE
I
Membership:
SECTION
1.
Eligibility:
There
shall be four classes of membership open to persons in good standing
with the American Kennel Club who subscribe to the purpose of this
Club and the Great Dane Club of America, provided such person(s) or
any member of their immediate family owns or has owned a Great Dane
and/or is interested in the welfare and advancement of the breed.
A.
Regular Members: Any person eighteen (18) years of age or older in
good standing with the American Kennel Club, may make application for
regular membership in this Club.
B. Junior Members: Any person
between the ages of ten (10) and seventeen (17) inclusive, provided
they are an active participant of the breed, in good standing with
the American Kennel Club, and present the breed in a positive manner,
may make application for junior membership in this Club. Junior
members will have all the rights and privileges of regular members,
except voting and office holding.
C. Honorary Members:
Honorary membership may be conferred only upon a person who has
rendered a distinctly valuable service to the Club or the breed.
Honorary members shall be exempt from dues and initiation fee, and
shall enjoy all privileges of the Club except that they may not vote
or hold office. Upon the recommendation of the Board of Directors,
honorary membership may be conferred by a vote of two-thirds of the
regular members present and voting at any regular meeting or any
special meeting called for such purpose. A member so honored may
maintain active (regular) membership status by paying the appropriate
yearly dues.
D. Associate Members: Any person who lives
outside of the Club’s area or who lives in the Club’s
area but are not active members. Associate members are entitled to
all Club privileges except voting and office holding.
E.
Family Memberships are for households with two or more people
applying for membership in the Club. These can either be Regular or
Associate. Both adult members of the family are eligible to
vote.
While membership is to be unrestricted as to residence,
the Club’s primary purpose is to be representative of those in
its immediate area.
SECTION
2.
Election
to Membership:
A. The applicant, excluding potential Associate
members, must attend at least two (2) regular monthly meetings and/or
events of the Club before applying for membership. If applicants are
applying for family membership then all applicants listed as part of
the family must attend meetings and/or events.
B. Each
applicant for membership shall apply in writing, directed to the
Corresponding Secretary, on a form as approved by the Board of
Directors, which shall provide that the applicant agrees to abide by
the Constitution, By-laws, Code of Ethics, and rules of the Great
Dane Club of Central North Carolina, the Great Dane Club of America,
and of the American Kennel Club.
C. The application will be
completed in its entirety and accompanied by a check payable to the
Club in the appropriate dues amount and the $10.00 application fee as
specified on the application form required for the current year. The
application shall be signed by two (2) sponsors, not of the same
household, both of whom shall be regular members in good standing of
this Club. Both sponsoring members shall be personally acquainted
with the applicant.
D. All applications are to be filed with
the Corresponding Secretary. Upon receipt of any application, all
dues and appropriate fees shall be immediately forwarded to the
Treasurer of the Club.
E. The application for membership shall
be referred to the Board of Directors and the members of the Club.
Each application will be read at the first meeting of the Club
following its receipt. After the first reading the Board of Directors
shall direct the Secretary to publish the name of each applicant and
their sponsors in the next monthly publication. Comments from members
shall be submitted in writing to the Corresponding Secretary. All
comments must be received before the next monthly meeting of the Club
following the publication.
F. At the next club meeting
following the publication, the application will be voted upon by
secret ballot and affirmative votes of two-thirds (2/3) of the
members present and voting at that meeting shall be required to elect
the applicant.
G. Any applicant receiving a negative vote
shall be refunded all dues paid within thirty (30) days after such
vote. Initiation fees will be forfeited. A letter stating the results
of the vote may accompany the refund. Applicants for membership who
have been rejected by the Club may not reapply for one (1) year
following such rejection.
H. Any person elected to regular
membership shall have the full privileges of the Club, including the
right to vote and hold office, providing his or her dues are paid in
full, except that no member shall have the right to vote for the
election of officers until thirty (30) days after his or her election
to membership.
I. Any Junior members having reached their
eighteenth (18th) birthday shall automatically become regular members
upon payment of regular members dues.
J. Any member who has
been dropped from membership may not reapply for one (1) year from
date of termination and shall be required to make application as
provided for new membership in the Club.
SECTION
3.
Dues:
A. Membership dues for regular memberships shall be
$15.00;dues for regular family memberships shall be $25.00; dues for
junior memberships shall be $10.00; dues for associate memberships
shall be $10.00; dues for associate family memberships shall be
$20.00 per year, payable on or before the first (1st)
day of March of each year. No member may vote whose dues are not paid
for the current year. During the month of January, the Treasurer
shall send to each member a statement of his or her dues for the
ensuing year.
B. Honorary Members are exempt from dues and
initiation fees as provided in Article 1, Section 1. C of these
by-laws.
C. Any person elected to regular membership after
October 1st shall be considered fully paid for the following
year.
D. Any member whose residence is outside the United
States or Canada shall pay one and one-half (1 ½) times the
annual regular membership dues.
SECTION
4.
Termination
of Membership:
Membership may be terminated:
A. By
resignation. Any member in good standing may resign from the Club
upon written notice to the Corresponding Secretary, but no member may
resign when in debt to the club. Obligations other than dues are
considered a debt to the club and must be paid in full prior to
resignation.
B. By lapsing. Any membership will be considered
as lapsed and automatically terminated if such member’s dues
remain unpaid sixty (60) days after the due date. The Board of
Directors may grant an additional grace period (not to exceed sixty
(60) days) to such delinquent members in meritorious cases as long as
said member personally contacts, in writing, the Treasurer or the
Board of Directors for an extension period prior to the sixty (60)
day deadline. Voting by the Board of Directors must be a majority
vote. In no instance may a person whose membership has lapsed be
entitled to vote at any Club meeting whose dues are unpaid as of the
date of that meeting.
C. By expulsion. Any member may be
terminated by expulsion as provided in Article VI of these
By-laws.
D. By permanent denial of privileges by the American
Kennel Club.
ARTICLE
II
Meetings
and Voting:
SECTION
1.
Club
Meetings:
A. Regular Club Meetings. All meetings of the Club
shall be held at least six times per year within the greater Raleigh,
North Carolina area (with an extended territory north to Durham, east
to Wilson, south to Fayetteville and west to Greensboro), at such
hour and place as may be designated by the Board of Directors. Notice
sent by regular mail or by email of each such meeting shall be mailed
by the Corresponding Secretary at least ten (10) days prior to the
date of the meeting. The quorum (the minimum amount of voting
members) for club meetings shall be twenty (20%) percent of the
members in good standing.
B. Special Club Meetings. Special
club meetings may be called by the President, or by a majority vote
of the Board of Directors who are present and voting at any regular
or special meeting of the Board.
Said
meeting shall be called by the Corresponding Secretary upon receipt
of a written request from the members requesting the meeting..
Such special meetings shall be held within the greater Raleigh area,
as may be designated by the Board of Directors. Written notice of
such meetings shall be mailed to all members by the Corresponding
Secretary at least seven (7) days and not more than fifteen (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 twenty (20%) percent
of the members in good standing.
SECTION
2.
Board
of Directors Meetings:
A. Designated Meetings. The first
meeting of the Board of Directors shall be held prior to the first
regular meeting of the year. The final meeting of the Board of
Directors, to wind up its business, shall be held after the last
regular meeting of the year.
B. Other Regular Board of
Directors Meetings. Meetings of the Board of Directors shall be held
in such place and at such time, in the greater Raleigh area, as the
Board may from time to time determine. The Board shall hold a minimum
of six (6) meetings per year. Written notice of each such meeting
shall be mailed or emailed by the Corresponding Secretary at least
seven (7) days prior to the date of the meeting. The quorum for such
meeting shall be the majority of the Board. Board members who miss
more than three (3) unexcused, consecutive Board meetings will be
automatically dropped from the Board. Any vacancy arising from such
resignation shall be filled pursuant to the provisions of these
by-laws.
C. Special Board of Directors Meetings. Special
meetings of the Board of Directors may be held at any reasonable time
and place, in the greater Raleigh area, if called by the President or
any three (3) members of the Board of Directors. Written notice of
such meetings shall be mailed by the Corresponding Secretary at least
seven (7) 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. A quorum for such meetings shall be a majority of
the Board.
SECTION
3.
Voting:
Each
member in good standing whose dues are paid for the current year
shall be entitled to one (1) vote at any meeting of the Club at which
he or she is present. Proxy voting will not be permitted at any Club
meeting or election.
ARTICLE
III
Directors
and Officers:
SECTION
1.
Board
of Directors:
The Board of Directors shall be comprised of the
officers of the Club and two (2) other members to be elected to
staggered terms of three (3) years by the members at the annual
meeting. The Board of Directors shall be vested with the authority
and responsibility for the general management of the Club’s
property and affairs, so far as this delegation of authority is
consistent with the laws of the state of North Carolina, the Club’s
Charter, Constitution, and By-Laws.
SECTION
2.
Officers:
The
officers of the Club shall consist of a President, a Vice Present, a
Treasurer, and Secretaries (Recording and Corresponding). Each
officer shall be a regular member and shall be elected annually by
the regular members by written ballot at the annual meeting of the
members of the Club, and shall hold office for a period of one (1)
year or until their successors are duly elected. No member shall hold
more than one (1) office at a time.
A. President: The
President, when present, shall preside at all meetings of the members
and of the Board of Directors. The President shall perform all duties
commonly incident to his office and shall perform such other duties,
as the Board of Directors shall from time to time designate.
B.
Vice President: In absence of the President, the Vice President shall
preside at all meetings of the members and of the Board of Directors,
and shall perform such other duties as are commonly incident to the
office and have such other powers and duties as the Board of
Directors shall from time to time designate.
C. Treasurer: The
Treasurer shall have the care and custody of the funds of the Club
and shall have and exercise, under the supervision of the Board of
Directors, all the powers and duties commonly incident to the office.
The Treasurer shall submit all unpaid bills at each regular meeting
of the Board of Directors for their approval, provided, however, any
bill that does not exceed the sum of $50.00 may be paid without such
approval, but shall at the next regular meeting of the Board of
Directors following payment secure ratification of the payment of
such items. The Treasurer shall perform such other duties and have
such powers as may be delegated by the Board of Directors from time
to time, and shall be bonded in such amount as the Board may
determine, the cost of such bond to be paid by the Club. At least
once each year an audit committee selected by the Board of Directors
shall audit the books and records of the Treasurer. All records shall
be retained for the period of time required by the Internal Revenue
Service.
D. Secretaries: The Recording Secretary of the Club
shall keep an accurate record of the proceedings of all meetings of
the members, and of the Board of Directors in books provided for that
purpose. Any regular member may examine regular meeting records at a
reasonable time and place. Board and committee meeting notes may be
examined in the same respect by board members and committee members,
but to no others. The Recording Secretary shall carryout such other
duties as are prescribed in these by-laws. The Recording Secretary
shall perform such other duties and have such powers, as the Board of
Directors shall from time to time designate. The Corresponding
Secretary shall have charge of the correspondence, files, notices,
and notifications to members; shall keep a roll of the members with
their addresses. The Corresponding Secretary shall perform such other
duties and have such powers, as the Board of Directors shall from
time to time designate. In the absence of the Recording Secretary
from any such meeting, a Secretary pro tempore shall be chosen who
shall record the proceedings of such meetings in the after said
books. The Secretaries shall be sworn to their faithful performance
of their duties. At the discretion of the Board of Directors, these
two offices may be combined in one person.
SECTION
3.
Appointments:
One
(1) or more person(s) may be appointed by the Board of Directors to
assist the officers listed above in the performance of their
duties.
SECTION
4.
Vacancies:
Any
vacancy occurring on the Board of Directors or among the offices
during the year shall be filled until the next annual election by a
majority vote of all the remaining members of the Board of Directors
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 of Directors.
SECTION
5.
Terms:
No
Officer may be elected for more than three (3) consecutive terms to
the same office, and no Director may be elected for more than three
(3) consecutive terms as such; and further, no Officer or Director of
the Club may serve for more than nine (9) consecutive years in any
office of the Club.
ARTICLE
IV
Club
Year, Annual Meeting, and Elections:
SECTION
1.
Club
Year:
The Club’s fiscal year shall begin on the 1st day
of January and end on the 31st 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. All regular members in good
standing may vote in the annual election.
SECTION
2.
Annual
Meeting:
The annual meeting shall be held in the month of
December at which Officers and Directors for the ensuing year shall
be elected by written ballot from among those nominated in accordance
with Section 4 of this Article. They shall take office immediately
upon the conclusion of the meeting and each retiring officer shall
turn over to his or her successor in office all properties and
records relating to that office within thirty (30) days after the
election.
SECTION
3.
Annual
Elections:
The nominated candidate receiving the greatest
number of votes for each office shall be declared elected. If any
nominee, at the time of the annual meeting, is unable to serve for
any reason, such nominee shall not be elected and the Board of
Directors in a manner provided by Article III, Section 4, shall fill
the vacancy so created. The nominated candidates for other positions
on the Board who receive the greatest number of votes for such
positions shall be declared elected.
SECTION
4.
Nominations:
During
the month of September, the Board of Directors shall select a
Nominating Committee consisting of three (3) regular members and two
(2) alternates, not more than one (1) of who may be a member of the
Board of Directors. No regular member of the Club shall be eligible
to serve on the Nominating Committee unless he shall have been a
member in good standing for at least on (1) year; in addition
thereto, no member shall be eligible to serve on the Nominating
Committee if he or she is then an Officer or Director eligible for
reelection. The Corresponding Secretary shall immediately notify the
committee persons and alternates of their selection. The Board of
Directors shall name a Chairman for the committee and it shall be his
or her duty to call a committee meeting, which shall be held on or
before October 15th.
A. The committee shall nominate one (1)
candidate for each office and candidates for other positions on the
Board, as set forth in Article III, Section 1 and 2. The Nominating
Committee may nominate any regular member in good standing. No person
may be a candidate for more than one (1) position. The Nominating
Committee may not nominate one of its members for office. After
securing the consent of each person so nominated, the Nominating
Committee shall immediately report their nominations to the
Corresponding Secretary in writing.
B. Upon receipt of the
Nomination Committee’s report, the Corresponding Secretary
shall, before November 1st, notify each regular member in writing of
the candidates so nominated.
C. Additional nominations may be
made at the 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 proposer shall present to the 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. If no valid additional nominations are received
by the Corresponding Secretary and President by November 15th, the
Nominating Committee’s slate shall be declared elected at the
time of the annual meeting and no balloting will be required.
E.
In the event additional nominations are made the Corresponding
Secretary shall, on or before December 1st, notify each regular
member of the Club of the name(s) of the candidate(s) so named or
proposed.
F. No nominations shall be made from the floor at
the annual meeting of the Club or in any other meeting than as
provided in this Section.
ARTICLE
V
Committees:
SECTION
1.
The
Board of Directors may, each year, appoint standing committees to
advance the work of the Club in such matters as matches, specialty
shows, performance events, trophies, annual prizes, membership, and
other fields which may well be served by committees. Each committee
shall present to the Board of Directors, for approval, a set of rules
and regulations for the operation of that committee. These shall be
amended, if needed, by each new chairperson appointed to said
committee. Such committees or persons shall always be subject to the
final authority of the Board of Directors. Special committees may
also be appointed by the Board of Directors to aid it on particular
projects. All appointed committees shall serve only until the new
Officers and Directors shall take office.
The President shall
by virtue of his office be a member of all committees with voting
privileges, except for the nominating committee.
SECTION
2.
Business
of Committees may only be conducted in person. The committee chair is
responsible for all documentation of transactions of their
committee.
Committees are required to give a report of events
and activities at each regular club meeting.
SECTION
3.
Any
committee appointment may be terminated by a majority vote of the
full membership of the Board upon written notice to the appointee;
and the Board may appoint successors to those persons whose services
have been terminated.
ARTICLE
VI
Discipline
of Members:
SECTION
1.
Any
member who is suspended from the privileges of the American Kennel
Club shall automatically be suspended from the privileges of the Club
for a like period.
SECTION
2.
Charges:
Any
individual member may prefer charges against another individual
member for alleged misconduct prejudicial to the best interest of the
Club or the breed. Written charges with specifications must be filed
in duplicate with the Corresponding Secretary together with a deposit
of twenty-five ($25.00) dollars, which shall be forfeited if such
charges are not sustained. The Corresponding Secretary shall promptly
send a copy of the charges to each member of the Board of Directors,
which shall promptly meet to determine the validity of the charges.
The Board of Directors shall first consider whether the actions
alleged in the charges, if proven, might constitute conduct
prejudicial to the best interest of the Club or breed. If the Board
of Directors considers that the charges do not allege conduct that
would be prejudicial to the best interest of the Club or breed, it
may refuse to entertain jurisdiction. If the Board of Directors
entertains jurisdiction of the charges it shall fix a date for a
hearing by the Board of Directors not less than three (3) weeks nor
more than six (6) weeks thereafter. The Corresponding Secretary shall
promptly send one copy of the charges to the accused member by
registered mail with return receipt, together with a notice of the
hearing and an assurance that the defendant may personally appear in
his or her own defense and bring witnesses if he or she so wishes.
Any member shall have the right to appear and be represented by
counsel.
SECTION
3.
Board
Hearings:
A majority vote of the Board of Directors present
shall determine and decide all matters before it. Should the charges
be sustained after hearing all evidence, testimony or affidavits
presented by the complainant and defendant, the Board of Directors
may reprimand the defendant or suspend the defendant from all
privileges of the Club for not more than six (6) months from the date
of the hearing. If it deems that punishment insufficient, it may also
recommend to a meeting of members that the penalty be expulsion. In
such case, the suspension shall not restrict the defendant’s
right to appear before the next regular meeting, or any special
meeting of the Club called to consider the Board of Directors’
recommendation. Any member shall have the right to appear and be
represented by counsel. Immediately after members have reached a
decision, its findings shall be put in written form and filed with
the Corresponding Secretary. The Corresponding Secretary who, in
turn, shall notify the defendant or defendants of the decision by the
meeting and the action taken.
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 a
proceeding may occur at a regular or a special meeting of the Club to
be held within sixty (60) days but not earlier than thirty (30) days
after the date of the Board’s recommendation of expulsion.
Notice shall be sent at least ten (10) days in advance to all regular
members and to the defendant of the date, time and place of any
meeting at which any recommendation of the Board of Directors shall
be considered. 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 shall invite the defendant, if present, to speak in his
or her own behalf if desired. The members shall then vote by secret
written ballot on the proposed expulsion. A two-thirds (2/3) vote of
those present and voting at such a 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 By-laws may be proposed by the Board of
Directors or by written petition addressed to the Corresponding
Secretary signed by twenty (20%) 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 within three (3) months of the date when the Corresponding
Secretary received the petition.
SECTION
2.
The
Constitution and By-laws may be amended at any time provided a copy
of the proposed amendment(s) have been mailed by the Corresponding
Secretary to each member in good standing at least two weeks prior to
the date of the meeting in which the amendment will be voted on. The
favorable vote, by secret ballot, of two-thirds (2/3) of the members
present and voting at any regular or special meeting, shall be
required to effect any such amendment. When the revised document is
printed a copy must be submitted to the AKC along with the date of
the vote, the percentage of total membership that voted, and the
breakdown of the vote.
ARTICLE
VIII
Standing
Rules:
SECTION
1.
The
Club may establish standing rules to better the operations and
functions of the Club where as such is not governed by or in conflict
with the constitution, charter, or this set of by-laws.
SECTION
2.
The
Club may accept a standing rule, after a vote of two-thirds (2/3) of
the members present at the meeting. All standing rules will be
numbered using the year and the sequential number of the rule. A
standing rule may be removed only after a motion of the membership,
then publishing the rule to be removed in the newsletter prior to the
vote.
ARTICLE
IX
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 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 member(s) 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
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:
A. Roll
Call
B. Reading of Minutes of last meeting
C. Report of
President
D. Report of Secretaries
E. Report of Treasurer
F.
Report of Committees
G. Election of Officers and Board (at annual
meeting)
H. Election of new members
I. Unfinished business
J.
New business
K. 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:
A.
Roll Call
B. Reading of Minutes of last meeting
C. Report of
President
D. Report of Secretaries
E. Report of Treasurer
F.
Reports of Committees
G. Unfinished business
H. New business
I.
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 bylaws and any other special rules of order the Club may
adopt.
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