The American Boerboel Club Constitution and By-Laws
Effective July 1, 2010
CONSTITUTION
ARTICLE 1: Name and Objects
SECTION 1. The name of the Club shall be: The American Boerboel Club.
SECTION 2. The objects of the Club shall be:
1.To promote the public's knowledge and appreciation of dogs in general and the Boerboel in particular;
2.To produce, publish, and distribute to the general public educational materials about the proper care, treatment, breeding, health, development and training of Boerboels;
3.To support and promote study and research on the history, character, breeding, genetics and particular health problems of the Boerboel;
4.To establish a National Data Base of resource materials about theBoerboel;
5.To further understanding of the disease, defects, injuries and other ailments that afflict dogs in general and the Boerboel in particular;
6.To acknowledge and advance the critical role of an AKC recognized parent clubin providing education, health research and support of rescue and reduction of overpopulation for the benefit of the general public, purebred dogs and Boerboel in particular;
7.To conduct activities including sporting events, sanctioned matches, specialty shows, obedience and tracking trials, and other such activities and events as may be held under the rules of the American Kennel Club, in furtherance of the abovepurposes;
8.To otherwise preserve and protect the Boerboel and to do all things possible to bring it’s natural qualities toperfect;
9.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 the Boerboel shall be judged;
10.To support and encourage efforts to improve public perception of the breed through proper training and socialization, and participation in programs such as therapy dog work, school education, and other activities that demonstrate positive traits, as well as through publicizing good deeds performed by Boerboels;
11.To protect the right to own the Boerboel breed by working vigilantly to fight Breed Specific Legislation and to promote laws that are non-breed specific;
12.To assist in the rescue of abandoned, abused or displaced Boerboels and place them in permanent new homes.
SECTION 3. The club shall not be conducted or operated for profit and no part of any profits or remainder of residue from dues or donations to the Club shall inure to the benefit of any member or of a member's household.
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 1: Membership
SECTION 1. Eligibility. There shall be five (5) types of membership:
(a) Individual Membership - Open to all persons eighteen years of age and older who are in good standing with the American Kennel Club and who subscribe to the purposes of this club. Enjoys all club privileges including the right to vote and hold office. (b)Household Membership - Consisting of (2) adult members residing in the same household within the United States or Puerto Rico, 18 years or older, are in good standing with the American Kennel Club, and who subscribe to the purposes of this club. Each eligible to vote and hold office.
(c)Associate Membership – Open to individuals who reside outside of the United States or Puerto Rico and individuals who do not currently own a Boerboel; are entitled to all club privileges except voting and holdingoffice.
(d)Junior Membership – Open to children not less than 10 years of age or older than 18 years of age;a non-voting, non-office holding membership which may automatically convert to regular membership at age 18.
(e)Honorary Membership – An individual who has made significant contributions tothe Sport, Breed or the Club; honorary members pay no dues and are not eligible to vote, but can maintain individual or household membership if they pay dues.
Member in good standing is defined as an individual who is not suspended by the American Kennel Club or the American Boerboel Club and whose dues for the year are already paid.
SECTION 2. Dues. Dues for individual and associate membership are currently set at
$35.00 per year. Dues for household membership are currently set at $55.00 per year. Dues for junior membership shall be 50% of individual membership dues. Dues may be adjusted from time to time by the Board of Directors by a 2/3-majority vote. However, due increases shall not exceed $10.00 per year per individual, associate or junior member since last increased. Increases in dues shall not occur more frequently than once in a
two-year period. The uppermost limit on dues for individual and associate membership shall not exceed $105.00 per year. The uppermost limit on household membership shall not exceed $165.00 per year. 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.
Membership effective date - Persons having their membership approved in November or December are considered to have an effective membership date of January 1, following. In the period between their membership approval and January 1, they may exercise all privileges of membership except that of voting.
SECTION 3. Election to membership. 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 By-Laws, the American Boerboel Club’s Code of Ethics and the rules of the American Kennel Club. The application for Membership shall state the name, address and occupation of the applicant and it shall carry the endorsement of two members. Accompanying the application, the prospective member shall submit dues payment for the current year. Applications shall be submitted to the membership chairperson who shall process them in accordance with these By-Laws.
Applicants may be elected at any meeting of the Board of Directors or by written vote of the Directors by email. Affirmative votes of 2/3 of the directors present at a meeting of the Board or 2/3 of the entire Board voting by mail shall be required to elect an applicant. An application for
Membership which has received a negative vote by the Board may not be resubmitted to the Board prior to the next Annual Meeting. An application for Membership which has received a negative vote by the Board may be presented by one of the endorsers at the next meeting of the Club, and the club may elect such applicant by favorable vote of 75% of the members in good standing. The quorum for such a meeting shall be 10% of the members in good standing or fifty members in good standing, whichever shall be less.
SECTION 4. Rights and Duties of Members:
(a)Members have the right to propose and to petition the Board of Directors,Officers and Committee Chairpersons;
(b)Members may propose an action to be voted on by the Board of Directors by petition. The Petition must be submitted in the form of a motion and be signed by a minimum of five (5) percent of active members in good standing;
SECTION 5. 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 Membership Secretary, but no member may resign when in debt to theClub. Dues obligations are considered a debt to the Club and they become incurred on the first day of each calendar year;
(b)by lapsing. A membership will be considered as lapsed and automaticallyterminated if such member's dues remain unpaid 31 days after the first day of the calendar year. In
no case may a person be entitled to vote at any Club meeting or by mail whose dues are unpaid as of the date of that meeting, or mailing;
(c)by expulsion. A membership may be terminated by expulsion as provided inArticle VI of these By-Laws.
ARTICLE II: Meetings
SECTION 1. Annual Meeting. The Annual Meeting of the Club shall be held in conjunction with the Club's National Specialty Show if possible, at a place, date and hour designated by the Board of Directors. Written notice of the annual meeting shall be shall be mailed via US Postal service or Email in accordance with current AKC policy by the Secretary to each member at least 30 days prior to the date of the meeting. The quorum for the annual meeting shall be 10% of the members in good standing or fifty members in good standing, whichever shall be less. If the quorum for the annual meeting is less than 10% of individual and household members in good standing and a motion is made at the annual meeting on which a vote is taken, the motion shall be sent to the entire individual and household membership for a vote thereon before the action set forth in such motion shall be deemed effective.
SECTION 2. Special Club Meetings. Special Club Meetings may be called by the President or by a majority vote of the members of the Board who are present at a meeting of the Board or who vote by mail, and shall be called by the Secretary upon receipt of a petition signed by twenty five (25) percent of individual and household members of the Club who are in good standing. Such meeting shall be held at such hour and place as may be designated by the Board of Directors. Written notice of such meeting shall be mailed via US Postal service or Email in accordance with current AKC policy, by the Secretary at least 14 days and not more than 30 days prior to the meeting. The notice of themeeting shall state the purpose of the meeting and no other club business may be transacted. The quorum for such a meeting shall be 10% of the members in good standing or fifty members in good standing, whichever shall be less. If the quorum for the special meeting is less than
10% of the active members in good standing and a motion is made at the special meeting on which a vote is taken, the motion shall be sent to the entire active individual and household membership for a vote thereon before the action set forth in such motion shall be deemed effective.
SECTION 3. Board Meetings. The first meeting of the Board shall be held immediately following the annual meeting and election. Other meetings of the Board of Directors shall be held at such times and places as are designated by the President or by a majority vote of the entire Board. Written notice of each such meeting shall be mailed via US Postal
service or Email in accordance with current AKC policy 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 voting in person or by mail.
SECTION 4. The Board of Directors may conduct its business by mail, facsimile transmission, and electronic process or by telephone conference call by the President. The results of balloting by conference call shall be attested to by the Secretary. In the event that the Secretary is unavailable, the President shall appoint an acting secretary for the conference call.
As a condition precedent to the conduct of business through electronic process, the Board shall adopt procedures, which shall be set forth in the Administrative Procedures Manual, to ensure the following with respect to the conduct of such business:
(a)That every board member must be provided with the means to participate;
(b)That a procedure must be in place to verify the identity of the individuals participating to ensure that they are the eligible Board members;
(c)That a mechanism must be in place to verify that the eligible Board members are “listening” and are receiving all data and information that is disseminated through the electronic process;
(d)That all members of the Board must agree to participate in thismanner.
ARTICLE III: Directors and Officers
SECTION 1. Board of Directors. The Board of Directors shall be comprised of the President, Vice President, Secretary, Treasurer, Delegate to AKC and four (4) other persons, all of whom shall be individual or household members of the AmericanBoerboel Club in good standing, U.S. Residents and U.S. Citizens, for at least six (6) previous consecutive months. There shall be no limitation on the number of consecutive terms they may serve if elected by the membership. The aforementioned Officers of the Club shall be elected for two (2) year terms at the Club's Annual Meeting as hereinafter provided in Article IV and shall serve until their successors are elected. The four (4) other Directors shall serve on a rotating class basis, two (2) Directors being elected each year for a two- year term. The general management of the Club's affairs shall be entrusted to the Board of Directors.
SECTION 2. Officers: The Club's Officers shall consist of:
A.President
B.Vice President
C.Secretary
D.Treasurer
E.Delegate to theAKC
(a)The President shall preside at all meetings of the Club and of the Board, and shall have the duties and powers normally appurtenant to the office of President in additionto those particularly specified in these Constitution and By-Laws.
(b)The Vice President shall have the duties and exercise the powers of the President in case of the President's death, absence, orincapacity.
(c)The Secretary shall make and preserve the records of all meetings of the Club and of the Board and of all votes taken by mail, phone, facsimile or electronic means, and of all matters of which a record shall be ordered by the Club. Shall record minutes of Club meetings and the annual meeting or any special meetings and shall assist in the preparation of such records as are necessary for conduct of the Club's business. Shall have charge of the general correspondence of the Club, receive applications for Membership and prepare a monthly list of applicants and their endorsers for action by the board. Shall notify all new Members of their election to membership, coordinate with the Treasurer and transmit all dues from new members to the Treasurer promptly and carry out such other duties normally ascribed to the position.
(d)The Treasurer shall collect and receive all moneys due or belonging to the Club. He shall deposit the same in a bank approved by the Board, in the name of the Club. The Treasurer's books shall at all times be open to inspection of the Board and he shall report to them at every meeting the condition of the Club's finances and every item of receipt or payment not before reported; and at the annual meeting the Treasurer shall render an account of all moneys received and expended during the previous fiscal year. The Treasurer in conjunction with the Secretary shall maintain a roll of members of the Club, along with their addresses.
(e)The AKC Delegate shall serve on the Board of Directors and have one vote thereon. The Delegate shall attend the quarterly meetings of the AKC Delegates and shall represent the Club in such votes as may come before that group. The Delegate shallhold no other position as an officer or director of theClub.
SECTION 3. One (1) or more persons may be appointed by the Board of Directors to assist the officers listed above in the performance of their duties.
SECTION 4. Vacancies. 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 members of the Board, except the 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.
SECTION 5. Removal. If a member of the Board of Directors ceases to be a member in good standing of the American Boerboel Club and/or the American Kennel Club, he shall automatically be removed from the Board. However, once the Board member returns to
good standing, the Board Member will reassume his position on the Board. The member will also be automatically removed if the member moves outside of the United States.
The Secretary shall keep a voting record of each Board Member. Any Board Member, who fails to vote on at least 75% of all Board issues submitted within a 6 month period, shall be automatically removed from the Board. The Secretary shall also keep a record of all meetings attended by each Board Member. Any Board Member who is absent for 3 meetings within a 12 month period, unless excused by a majority of the Board, shall be automatically removed from office.
The AKC Delegate may also be removed for failure to attend the quarterly meetings of the AKC Delegates, unless excused by a majority of the Board. Removal of the Delegate for failure to attend the meetings requires a vote of 2/3 of the entire Board. In the event of an emergency, such as ill health, or removal as Delegate, the Board retains final authority over replacement of the Delegate.
SECTION 6. Past President. The Past President (immediate) shall be invited to sit on the Board for 1 additional year after his predecessor has been elected, in order to give counsel and serve as a “historian” for past Board business, provided he has remained in good standing. The Past President shall attend Board meetings, at the discretion of the Board, and participate in discussions; however, he shall not be allowed to make motions, nor vote and shall not be counted to determine if a quorum is present at a meeting of the Board. The Past President may decline to serve in this capacity.