AKSA BYLAWS > American King Shepherd Association, INC Texas

AKSA BYLAWS

AMERICAN KING SHEPHERD ASSOCIATION, INC.

Constitution and By-laws

Article I - Name and Objectives

Section 1. The name of the Club shall be the AMERICAN KING SHEPHERD

ASSOCIATION, INC.

Section 2. The objects of the Club shall be:

(a) to encourage and promote quality in the breeding welfare of

American King Shepherd and to do all possible to bring

their natural qualities to perfection.

(b) to develop new viable lines in order to improve type and

health.

bred, F1, F2, F3, or crossbred) has a health history avail-

able.

(d) to encourage the organization of independent local special-

ty Clubs in those localities where there are sufficient fanci-

ers of the breed.

(e) to urge members and breeders to accept the standard of

excellence by which American King Shepherds shall be

judged.

(f) to do all in it's power to protect and advance the interests

of the breed and to encourage sportsmanlike competition

at dog shows, obedience trials, and companion events

(g) to conduct sanctioned matches, specialty shows, obedience

trials and companion events under the Rules and Regula-

tions of the American Kennel Club.

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 dona-

tions 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 objectives.

Bylaws

Article I - Membership

Section 1. Eligibility: There shall be five types of memberships, open to all

persons 18 years of age or older who subscribe to the purposes

of this Club. There shall also be a junior membership open to

all persons under 18 years of age who subscribe to the purposes

of this Club.

(a) Regular Membership: open to all persons 18 years of age

and older who are interested in the breed, and who sub-

scribe to the purposes of this Club. This type of mem-

bership pays full dues and offers all Club benefits and

participation. Regular members can vote and hold office.

The will be $ 35.00 U.S.dollars paid to this Club annually.

Membership fees are due each year on January 1.

(b) Household Membership: for two persons otherwise qualifying

for Regular membership, residing at the same address. This

type of membership pays an annual fee of $50.00 U.S.

dollars each year by January 1. All Club benefits and par-

ticipation are afforded by this membership, as well as both

members get to vote and hold office, although not more

than one household member may hold office at the same

time. Multiple household members can simultaneously sit

on committees.

age and older residing outside of the U.S., who are interest-

ed in the breed and subscribe to the purposes of the Club.

This type of membership pays full dues of $35.00 U.S.

dollars by January 1 of each year and offers all Club bene-

fits and participation. Notwithstanding the foregoing,

however, International members may not vote or hold office.

(d) Military Membership: open to all persons 18 years and older

who are serving in U.S. military or who have served in the

U.S. military, and members of law enforcement. The fee for

this type of membership is $25.00 per person due by Jan-

uary 1 annually. This membership provides all benefits

participation. Each member gets a vote and may hold

office.

(e) the Board of Directors may confer an Honorary membership

in the Club on any person for meritorious action benefitting

the American King Shepherd breed. Such Honorary mem-

bership shall be entitled to all privileges of the Club but

they shall have no voice or vote in the affairs or manage-

ment thereof and will not pay dues. This bestowment does

not preclude the member from applying for a regular mem-

bership. Honorary membership shall be elected by an af-

firmative vote of 2/3 of the Directors present at a meeting of

the Board or by 2/3 of the entire Board by mail.

(f) Junior Membership: open to all persons under 18 years of

age who are interested in the breed and subscribe to the

purposes of the Club. The fee for this type of membership

$10.00 annually due January 1. All benefits and privilege-

es are provided, however the Junior member may not vote

or hold office.

Section 2. Dues.

(a) Membership dues shall not exceed $100.00 U.S. dollars

annually; payable on or before January 1. No member may

vote whose dues are not paid for the current year. During

the month of November, the Treasurer shall send to each

member a statement of his dues for the ensuing year.

Section 3. Election to Membership.

(a) each applicant for membership shall apply on a form as

approved by the Board of Directors and which shall provide

that the applicant agrees to abide by these constitution and

bylaws. The application shall state the name, address and

and occupation of the applicant, together with such other

information as may be required by the Board of Directors,

and it shall carry the endorsement of two members in good

standing, from different households. No member may act

as endorser for more than five applicants in any calendar

year. Accompanying the application, the prospective mem-

ber shall submit dues payment for the current year. Appli-

cants may be elected by secret ballot at any meeting of the

Board of Directors or by secret vote of the Directors by mail.

Affirmative votes of 2/3 of the Directors present at a meet-

ing of the Board, or of 2/3 of the entire Board voting by

mail, shall be required to elect and applicant. An applicant

who has not received the constitutionally mandated affirm-

ative vote by the Board may be presented by one of the app-

licant's endorsers at the next annual meeting of the Club

and the members may elect such applicant by

secret ballot and a favorable vote of 75% of the members

present. Applicants for membership who have been reject-

ed for membership by the Club may not reapply within 6

months of such rejection.

Section 4. Termination of Membership

(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. Obligations

other than dues 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 re-

main unpaid 60 days after the first day of the fiscal year,

however, the Board may grant and additional 30 days of

grace to such delinquent members in meritorious cases. In

no case may a person be entitled to vote at any Club meet-

ing whose dues are unpaid as of the date of that meeting.

sion as provided in Article IV of these bylaws.

Article II - Meetings

Section 1. Annual Meeting.

(a) The annual meeting of the Club shall be held in the months

of April, May, June, or July in conjunction with the Club's

specialty show if possible, at a place, date, and hour desig-

nated by the Board of Directors. Written notice of such

meeting shall be mailed by the Secretary at least 14 days

and not more than 30 days prior to the meeting. The notice

of the meeting shall state the purpose of the meeting and

no other Club business may be transacted.

Section 2. Special Club Meetings

(a) Special Club meetings may be called by the President or by

majority vote of the members of the Board via e-mail, mail,

or fax. This meeting shall be called by the Secretary upon

receipt of majority Board vote or orders of the President.

Such meeting shall be held at such a place, date, and hour

as may be designated by the Board of Directors. Written

notice of such meeting shall be sent by the Secretary in at

least 14 days but no more than 30 days prior to the meet-

ing. The notice of the meeting shall state the purpose of

the meeting and no other Club business may be transacted.

Section 3. Board Meetings.

(a) The first meeting of the Board shall be held immediately

following such Board taking office. Other meetings of the

Board of Directors shall be held at such times and places

designated by the President or by a majority vote of the

entire Board. Written notice of such meetings shall be sent

by the Secretary to each member of the Board at least 14

days prior to the date of the meeting. The quorum for a

Board meeting shall be a majority of the Board.

Section 4. Board Business.

(a) The Board of Directors may also conduct business by tele-

phone conference call, mail, email, or fax provided it does

not conflict with any other provision of the bylaws. Items

voted upon by telephone conference call must be confirmed

in writing within seven days.

Article III - Directors and Officers

Section 1. Board of Directors.

(a) The Board shall be comprised of the officers and five other

persons, all of whom shall be members in good standing,

reside in the U.S. The inaugural Board of Directors shall

hold their offices for a time period as follows:

President: 3 yrs

Vice President: 2 yrs

Secretary: 3 yrs

Treasurer: 2 yrs

Board member 1: 3 yrs

Board member 2: 2yrs

Board member 3: 3 yrs

Board member 4: 2 yrs

Board member 5: 3 yrs

At the end of the afore mentioned terms, the offices will be

elected for two year terms as provided by Article IV, and

shall serve until their successors are elected. General

management of the Club's affairs shall be entrusted to the

Board of Directors.

Section 2. Officers.

(a) The Club's officers, consisting of the President, Vice Pres-

ident, Secretary, Treasurer, shall serve in their respective

capacities both with regard to the Club and its meetings

and the Board and its meetings.

1. President shall preside at all meetings of the club and

of the Board, and shall have the duties and power normally

appurtenant to the office of President in addition to those

particularly specified in these bylaws. The President is

allowed to vote on all matters.

2. Vice President shall have the duties and exercise the

powers of the President in case of the President's death, or

incapacity. The Vice President is allowed to vote on all

matters.

3. Secretary shall keep a record of all meetings of the Club

and of the Board and of all votes taken in any matter, and

of all matters of which a record shall be ordered by the

Club; have charge of the correspondence, notify members of

meetings, notify new members of their election to member-

ship; notify officers and directors of their election to office,

keep a roll of members of the Club with their addresses and

carry out such duties as are prescribed in these bylaws.

4. Treasurer shall collect and receive all moneys due or

belonging to the Club. Moneys shall be deposited in a bank

approved by the Board, in the name of the Club. The books

shall at all times be open to inspection by the Board and a

report shall be given at every meeting of the condition of the

Club's finances and every item of receipt or payment not

before reported; and the annual meeting an accounting

shall be rendered of all moneys received and expended dur-

ing the previous fiscal year. The Treasurer shall be bonded

in such amount as the Board of Directors shall determine.

Section 3. Vacancies.

(a) Any vacancies occurring on the Board or among the

officers during the year shall be filled until the next

annual election by a majority vote of all the then mem-

bers of the Board; except that a vacancy in the office of

President shall be filled automatically by the Vice President

and the resulting vacancy of the Vice President shall be

filled by majority vote of the Board.

Article - IV The Club Year, Voting, and Nominations

Section 1. The Club Year.

(a) The Club's fiscal year shall begin on the 1st day of

January and end on the last day of December. The elected

officers and directors shall take office on the first day of

January following the election and each retiring officer shall

shall turn over to his successor in office all properties and

records relating to that office on or before January 15. Any

officer who resigns or is removed shall turn over t his suc-

cessor in office all properties and records relation to that

office within fifteen(15) days of such resignation or removal.

Section 2. Voting.

(a) At the annual meeting or at special meeting of the Club,

voting shall be limited to those members in good standing,

who are present at the meeting, except for the annual elec-

tion of officers, directors, and amendments to the constitu-

tion and bylaws (and the Standard of the Breed), which

shall be decided by written secret ballot cast by mail.

Voting by proxy shall not be permitted. The Board of

Directors may decide to submit other specific questions

at any time for decision of the members by written ballot

cast by mail.

Section 3. Annual Elections.

(a) The election of officers and directors shall be conducted by

secret ballot. Ballots to be valid must be received by the

Secretary ( or independent professional firm designated by

the Board) by December 1. Ballots shall be counted by

three inspectors of the election who are members in good

standing and neither members of the current Board nor

candidates on the ballot (provided, however, that the Board

may designate an independent professional firm to send,

receive, and count the ballots apart from the annual meet-

ing.

(b) The nominated candidate receiving the greatest number of

votes for each office shall be declared elected. If any nomi-

nee, at the time of the election, is unable to serve for any

reason, such nominee shall not be elected and the vacancy

so created shall be filled by the new Board of Directors in

manner provided by Article III, Section 3.

Section 4. Nominations and Ballots.

(a) No person may be a candidate in a Club election who has

not been nominated in accordance with these bylaws. A

Nominating Committee shall be chosen by the Board of

Directors before August 15th. The committee shall con-

sist of three members from different areas of the U.S.A.

and two alternates, all members in good standing, no more

than one of whom may be a member of the current Board

of Directors. The Board shall name a chairman for the

committee. The Nominating Committee may conduct its

business by mail, email, fax, or phone.

(b) The Nominating Committee shall nominate from among

the eligible members of the Club, one candidate for each

officer and for each position on the Board of Directors.

And shall procure the acceptance of each nominee so

chosen. The committee should consider geographical rep-

resentation of the membership on the Board to the extent

that it is practicable to do so. In order to qualify to be a

candidate as an Officer or Director, the person must be a

member in good standing for at least two (2) years. The

Committee shall the submit its slate of candidates to the

Secretary, who shall mail the list, including full name of

each candidate, the office for which they are running, and

the state in which the candidate resides, to each member

of the Club on or before September 15th so that additional

nominations may be made by the members if they so

desire.

by written petition addressed to the Secretary and post-

marked on or before October 15th, signed by five members

and accompanied by written acceptance of each such addi-

tional nominee signifying his willingness to be a candidate.

Except for the position of delegates, no person shall be a

candidate for more than one position.

(d) If no valid additional nominations are postmarked on or

before October 15th, the Nominating Committee's slate

shall be declared elected and no balloting will be required.

(e) If one or more valid additional nominations are postmarked

on or before October 15th, the Secretary ( or independent

professional firm) shall, on or before November 1, mail to

each member in good standing a ballot of all the nominees

for each position in alphabetical order, with the names of

the states in which they reside, together with a blank enve-

lope addressed to the Secretary or professional firm marked

"Ballot" and bearing the name of the member to whom it

was sent. So the ballots remain secret, each voter, after

marking their ballots, shall seal it in the blank envelope,

which in turn shall be placed in the second envelope ad-

dressed to the Secretary of private firm. The inspectors

shall check the returns against the list of members in good

standing for the current year before opening the outer enve-

lopes. Removing the blank envelopes and placing the

ballots to be counted. The inspectors shall certify the eligi-

bility of the voters as well as the results of the voting, which

shall be announced no later than December 15th.

(f) Nominations cannot be made at the annual meeting or in

any manner other than provided above.

Article - V Committees

Section 1. The Board may each year appoint standing committees to

advance the work of the Club in such matters as dog shows, trophies

obedience trial, performance events, membership, annual prizes and

other fields, which may well be served by committees. Such commit-

tees shall always be subject to the final authority of the Board.

Special committees may also be appointed by the Board to aid on a

particular project.

Section 2. Any committee appointment may be terminated by majority vote

of the Board upon written notice to the appointee; the Board may

appoint successors to those persons whose services have been term-

inated.

Article - VI Discipline

Section 1. American Kennel Club Suspension.

(a) Any member who is suspended from the privileges of the

American Kennel Club automatically shall be suspended

from the privileges of the Club for a like period.

Section 2. Charges.

(a) Any member may press 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 $50.00 U.S. dollars, which shall be forfeited if

such charges are not sustained by the Board or committee

following a hearing. The Secretary shall promptly send a

copy of the charges to each member of the Board or present

them at a Board meeting, and the Board 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 considers that the charges do

not allege prejudicial conduct, it may refuse to entertain

jurisdiction. If the Board entertains jurisdiction for the

charges, it shall fix a date of a hearing by the Board or a

committee of not less than three members of the Board, not

less than weeks nor more than six weeks thereafter.

The Secretary shall promptly send one copy of the charges

to the accused member by certified 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.

(a) The Board or Board Committee shall have complete

authority to decide whether counsel may attend the

hearing, but both the complainant and the 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

the Board or Board Committee may by a majority vote of

those present reprimand or suspend the defendant from all

privileges of the Club for mot more than six months from

the date of the hearing. And, if the Board deems that pun-

ishment insufficient, it may also recommend to the mem-

bership that the penalty be expulsion. In such a case, the

suspension shall not restrict the defendant's right to appear

before his fellow members at the ensuing Club meeting,

which considers the recommendation of the Board or Board

Committee. Immediately after the Board or Board Commit-

tee has reached a decision, it's findings shall be put in writ-

ten form and filed with the Secretary. The Secretary, in

turn, shall notify each of the parties of the decision and

penalty, if any.

Section 4. Expulsion.

(a) Expulsion of a member from the Club may be accomp-

lished only at the annual meeting of the Club following a

hearing and upon recommendation of the Board or Board

Committee as provided in Section 3 of this Article. The

defendant shall have the privilege of appearing on his own

behalf, though no evidence will be taken at this meeting.

The President shall read the charges, the findings, and the

recommendations, and shall invite the defendant to speak

on his own behalf. The meeting shall then vote by secret

ballot on the proposed expulsion. If expulsion is not so

voted, the suspension shall stand.

Article - VII Amendments

Section 1. Amendments to the constitution and bylaws (and to the

Standard of the Breed) may be proposed by the Board of

Directors or by written petition addressed to the Secretary

and signed by 20% 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 Sec-

retary for a vote within three months of the date when the peti-

tion was received by the Secretary.

Section 2. The constitution and bylaws ( and Standard of the Breed) can be

amended at any time, provided a copy of the proposed amend-

ment has been mailed by the Secretary to each member in good

standing, accompanied by a ballot on which a choice for or

against the action to be taken. Dual envelope procedures

described in Article IV, Section 4 shall be followed in handling

such ballots, to assure secrecy of the vote. Notice with such

ballot shall specify a date not less than 30 days after the date

postmarked, by which date the ballots must be returned to the

Secretary to be counted. The favorable vote of 2/3 of the mem-

bers in good standing who return valid ballots within the time

limit shall be required to effect any such amendment.

Section 3. If a change is in fact voted for, that change will become effective

on a date specified by the Board no later than six months from

the date on which the Secretary has filed the report of the vote

count.

Article - VIII Dissolution

Section 1. The Club may be dissolved at any time by written consent of not

less than 2/3 of the members. In the event of the dissolution of

the Club, other than for the purposes of reorganization, whether

voluntary or involuntary or by operation of law, none of the

property of the Club 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, it's 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 meetings may permit, shall be as

follows:

Roll Call

Minutes from last meeting

Report of President

Report of Secretary

Report of Treasurer

Reports of committees

Election of new members

Unfinished business

New business

Adjournment

Section 2. At the meetings of the Board, the order of business, unless

otherwise directed by majority vote of those present, shall be as

follows:

Reading of minutes from last meeting

Report of Secretary

Report of Treasurer

Reports of committees

Unfinished business

Election of new members

New business

Adjournment

Article - X Parliamentary Authority

Section 1. The rules contained in the current edition of Robert's Rules

of Order, New Revised, shall govern the Club in all cases to

which they are applicable and not inconsistent with these

bylaws and any other special rules of order the Club may adopt.

Posted in: Bylaws

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