.







ARTICLE I
Name and Objectives

SECTION 1. The Club name shall be the Delaware Valley Havanese Club (DVHC).

SECTION 2. Club objectives shall be to:

(a) Encourage and promote quality in the breeding of purebred Havanese

(b) Urge members and breeders to accept the breed standard as approved by the 
American Kennel Club as the only standard of excellence by which Havanese shall be judged

(c) Do all in its power to protect and advance the interests of the Havanese breed by encouraging sportsmanlike competition at dog shows

(d) Conduct sanctioned matches and shows under the rules and regulations of the American Kennel Club, and

(e) Support past, present, and future breeders, exhibitors, and pet owners.

SECTION 3. The Club shall not be conducted or operated for profit. No part of any profits or remainder of dues or donations to the Club shall inure to the benefit of any member or individual.

SECTION 4. Club members 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 regular and household memberships open to all persons at least 18 years old who meet all the following requirements (a) through (d):

(a) Are in good standing with The American Kennel Club 

(b) Subscribe to the purposes of the DVHC and the American 
     Kennel Club

(c) Own or co-own at least one AKC-registered Havanese, and

(d) Reside in the United States.

Regular and household members are entitled to vote, hold office, and sponsor applicants for membership. Regular membership is for individuals and carries one vote. Household membership is open to two persons living at the same domicile. Each household member has one vote.

Members of the same household membership cannot together sponsor the same applicant for membership.

Associate membership is open to all persons who meet the Eligibility requirements (a) and (b) above and are at least 18 years old.

Associate members cannot vote, hold office, or sponsor applicants for membership but may be appointed to special, temporary, or ad hoc committees.

An associate member may become a regular or household member upon becoming eligible for those memberships by (a) completing an application, (b) paying the difference between the dues for a regular or household membership and an associate membership for the current fiscal year, and (c) being elected to membership as provided in Section 3.

Junior membership is open to U.S. residents 11 to 17 years old who meet the above Eligibility requirements (a) and (b). Junior members cannot vote, hold office, sponsor anyone for membership, or be appointed to any committees. They may be included in a household membership without paying any additional dues. If the junior member wants to continue membership after the junior membership expires, he or she must submit a new application for associate, regular, or household membership.

If (a) a regular or household member changes to an associate member, or (b) a regular member changes to a household member, or (c) a household member changes to a regular member, such change shall be made effective only on the following May 1 by the member’s paying the appropriate dues.

A member who ceases to meet the requirements of his or her current membership category shall automatically change to the membership category whose requirements he or she does satisfy, if any, on the first day of the Club official year immediately following the date the member first failed to satisfy the requirements of his or her current membership category.

While membership is to be unrestricted as to residence, the Club’s primary purpose is to represent the breeders, exhibitors, and pet owners in its immediate geographic area. 

SECTION 2. Dues. Club fiscal year dues for any membership category shall not exceed $70. 

Additionally, total fiscal year dues will not exceed $70 for all members living at the same domicile.

During the month of March, the Treasurer shall send to each member a statement of dues for the ensuing fiscal year.

All dues are payable on or before May 1st of each year. Dues are fully accrued and earned by the Club on May 1 of the ensuing Club fiscal year.

SECTION 3. Election to Membership. Each applicant for membership shall apply on a form approved by the Board of Directors. The application shall provide that the applicant agrees to abide by this Constitution and Bylaws and the rules of The American Kennel Club. The application shall state the name, address, and occupation of the applicant; and, except for associate member applicants, it shall carry the endorsement of two DVHC members in good standing. The applicant(s) must pay current fiscal year dues with the application.

For a household membership, each person must complete and file an application. Each application must carry the endorsement of two DVHC members in good standing.

Before filing a regular membership application, the applicant is required to attend two Club meetings (see Article II, Section I). This requirement applies to each of the two applicants for a household membership. An applicant for associate membership is not subject to a meeting attendance requirement before filing an application for associate membership.

All applications are to be filed with the Recording Secretary. Each application is to be read at the first meeting of the Club following its receipt. At the next Club meeting, the application will be voted upon. Affirmative votes of 2/3 of the members present and voting by secret ballot at that meeting shall be required to elect the applicant.

Applicants for membership who have been rejected by the Club may not reapply within six months after such rejection.

SECTION 4. Membership Termination. Memberships may be terminated:

(a) By resignation. Any member in good standing may resign from the Club upon written notice to the Recording Secretary, but no member may resign when in debt to the Club. Dues obligations are considered a debt to the Club incurred on the first day of each fiscal year. Obligations other than dues are considered debts to the Club and must be paid in full before resigning.

(b) By lapsing. Effective with the Club fiscal year beginning in 2010, a membership will be considered as lapsed and automatically terminated if such member's dues remain unpaid 30 days after the first day of the fiscal year; however, the Board may grant an additional 30 days of grace to such delinquent members in meritorious cases. No person is entitled to vote at any Club meeting if the person’s dues are unpaid as of the date of that meeting.

(c) By expulsion. A membership may be terminated by expulsion as provided in Article VI of these Bylaws. 


ARTICLE II
Meetings and Voting

SECTION 1. Club Meetings. Club meetings shall be held at least six times during each Club Official Year within the greater Philadelphia, Pennsylvania area at such place, date, and hour the Board of Directors designates. The Secretary shall mail written notice of each such meeting at least 10 days before the meeting date. The quorum for such meetings shall be 20 percent of the members in good standing.

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 and voting at any regular or special meeting of the Board. Also, the Recording Secretary shall call a special meeting upon receipt of a petition signed by five Club members who are in good standing. Such special meetings shall be held within the greater Philadelphia, Pennsylvania area at such place, date, and hour as the person(s) authorized herein to call such meetings may designate. The Recording Secretary shall mail written notice of such a meeting at least five days and not more than 15 days before the meeting. The 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 members in good standing.

SECTION 3. Board Meetings. Board of Directors meetings shall be held at least six times during each Club official year within the greater Philadelphia, Pennsylvania area at such place, date, and hour the Board designates. Meetings may also be held via telephone conference call. The Recording Secretary shall mail written notice of each such meeting at least five days before the meeting date. The quorum for such a meeting shall be a majority of the Board voting in person or by telephone conference call.

SECTION 4. Special Board Meetings. The President may call special Board meetings. In addition, the Recording Secretary shall call a special meeting upon receipt of a written request signed by at least three Board members. Such special meetings shall be held within the greater Philadelphia, Pennsylvania area at such place, date, and hour as the person(s) authorized herein to call such meetings designates. Meetings may also be held via telephone conference call. The Recording Secretary shall mail written notice of such meeting at least five days before the meeting date. 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 members voting in person or by telephone conference call.

SECTION 5. Voting. Regular and household members in good standing whose dues are paid for the current fiscal year shall be entitled to vote at any Club meeting at which they are 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’s affairs shall be entrusted to the Board of Directors.

The Board shall be comprised of the officers, Chair of the Membership Committee, and two other persons, all of whom shall be members in good standing. The officers shall be elected at the Club’s annual meeting as provided in Article IV. They shall serve until their successors are elected. 
Non-officer Board Seat Number One shall have a two-year term. Non-officer Board Seat Number Two shall have a three-year term. Members holding these seats shall be elected as provided in Article IV. They shall serve until their successors are elected.

Effective with the Club official year beginning at the conclusion of the 2009 annual meeting, each director must attend a minimum of three Board of Directors meetings during each Club official year to remain a member of the Board of Directors.

A director who fails to meet this requirement is removed from the Board of Directors on the date the requirement is failed. The President shall send a written notice to the director stating that he or she is no longer a Board member by virtue of failing to meet this requirement and the effective date thereof.

The Board vacancy shall be filled as provided in Article III, Section 4.

SECTION 2. Officers. The Club’s officers - President, Vice President, Secretary and Treasurer- shall serve in their respective capacities with regard both to the Club and its meetings and the Board and its meetings. The Secretary serves as both Recording Secretary and Corresponding Secretary. Effective with the Club’s official year beginning in 2009, the office of Secretary is divided into the office of Recording Secretary and the office of Corresponding Secretary.

(a) The President shall preside at all Club and Board meetings and shall have the duties and powers normally appurtenant to the office of President in addition to those particularly specified in these Bylaws.

(b) The Vice President shall have the duties and exercise the powers of the President in case of the President's death, absence, or incapacity.

(c) The Recording Secretary shall keep a record of all Club and Board of Directors meetings and of all matters which the Club shall order, notify members of meetings, notify new members of their election to membership, notify officers and directors of their election to office, keep a roll of the members of the Club with their addresses, maintain records of this Constitution & Bylaws with all amendments to them, prepare before each meeting an order of business for use of the presiding officer, and carry out such other duties as are prescribed in these Bylaws. 

(d) The Corresponding Secretary shall handle routine inquiries from the public and external Club communication. The Club’s mailing address shall be the Corresponding Secretary’s home mailing address.

(e) The Treasurer shall collect and receive all moneys due or belonging to the Club and pay all Club expenses. Moneys shall be deposited in a bank, designated by the Board, in the Club’s name. The books shall open at all times to Board inspection. A report on the condition of the Club’s finances and every item of receipt or payment not reported before shall be given at every meeting. At the annual meeting, an accounting of all moneys received and expended during the previous fiscal year shall be rendered.

SECTION 3. Officers’ Terms of Office. All officers shall be elected for one one-year term for terms ending with the April 2004 annual meeting. After that, the terms of office shall be as described below.

(a) President and Secretary. The President and Secretary shall be elected for one two-year term beginning with their terms that start at the conclusion of the April 2004 annual meeting.

(b) Recording Secretary and Corresponding Secretary. The incumbent Secretary shall become the Corresponding Secretary at the beginning of the 2009 Club official year. The Recording Secretary shall be elected for one two-year beginning with the term that starts at the conclusion of the April 2010 annual meeting.

The Club shall elect the Corresponding Secretary to assume office at the beginning of the 2009 Club official year. The Corresponding Secretary shall be elected for one two-year term beginning with the term that starts at the conclusion of the April 2011 annual meeting.
 
(c) Vice President and Treasurer. The Vice President and Treasurer shall be elected for one one-year term beginning with their terms that start at the conclusion of the April 2004 annual meeting. They shall be elected for one two-year term thereafter beginning with their terms that start at the conclusion of the April 2005 annual meeting.

SECTION 4. Vacancies. Any Board or officer vacancies occurring during the Club official year shall be filled until the next annual election by a majority vote of all the then Board members at its first regular meeting following the creation of such vacancy or at a special Board meeting called for that purpose, except that the Vice President shall automatically fill the vacancy in the office of President. The Board shall fill the resulting vacancy in the office of Vice President.


ARTICLE IV
The Club Fiscal Year, Official Year, and Elections

SECTION 1. Club Fiscal Year. The Club’s fiscal year shall begin May 1st and end April 30th.

SECTION 2 Club Official Year. 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. Officers and Board of Directors members’ terms of office are concurrent with the Club’s official year.

SECTION 3. Annual Meeting. The annual meeting shall be held in April, at which officers and director(s) for the ensuing official year shall be elected by secret ballot from among those nominated in accordance with Section 5 of this Article. They shall take office immediately upon the conclusion of the election, and each retiring officer and Board member shall turn over to the successor in office all properties and records relating to that office within 30 days after the meeting.

SECTION 4  Elections. Three inspectors of election who are members in good standing and neither members of the current Board nor candidates on the ballot shall count ballots. 

The nominated candidate receiving the greatest number of votes for each office shall be declared elected. The nominated candidate(s) for the other Board seat(s) who receive(s) the greatest number of votes for such seat shall be declared elected. If any nominee, at the time of the meeting, is unable to serve for any reason, such nominee shall not be elected, and the vacancy so created shall be filled by the Board of Directors in the manner provided by Article III, Section 4.

SECTION 5. Nominations and Ballots. No person may be a candidate in a Club election who has not been nominated. During the month of November, the Board shall select a Nominating Committee consisting of three members and two alternates, all five of whom are voting members. Not more than one Nominating Committee member may be a Board member. The Recording Secretary shall immediately notify the committee members and alternates of their selection. The Board shall name a Committee chair. The Chair shall call a Committee meeting to be held on or before December 1. 

(a) The Committee shall nominate one candidate for each office and Board seat(s). After securing the consent of each nominated member, the Committee shall report their nominations in writing to the Recording Secretary immediately.

(b) Upon receipt of the Nominating Committee's report, the Recording Secretary shall, at least two weeks before the February meeting, notify each member in writing of the candidates so nominated.

(c) Additional nominations may be made at the February meeting by any member in attendance, provided that the person so nominated does not decline when his or her name is proposed, and provided further that if the proposed candidate is not in attendance at this meeting, the proposer shall present to the Recording Secretary a written statement from the proposed candidate signifying willingness to be a candidate.

No person may be a candidate for more than one office or Board seat.

(d) Nominations cannot be made at the Annual Meeting or in any manner other than as provided above.


ARTICLE V
Committees

SECTION 1. Standing and Special Committees. The Board may each official year appoint standing committees to advance Club work in such matters as dog shows, trophies, annual prizes, membership, and other matters which committees may well serve. 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.

The President is ex officio a member of each committee except the Nominating Committee.

SECTION 2. Appointment Termination. Any committee appointment may be terminated by a majority vote of the full Board membership 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 who is suspended from The American Kennel Club’s privileges shall be suspended automatically from DVHC privileges for a like period.

SECTION 2. Charges. Any member may prefer charges against a member for alleged misconduct prejudicial to the Club’s best interests. Written charges with specifications must be filed in duplicate with the Recording Secretary together with a $15 deposit. The deposit shall be forfeited if the Board does not sustain such charges following a hearing. The Recording Secretary shall promptly send a copy of the charges to each Board member or present them at a Board meeting. The Board shall first consider whether the actions alleged in the charges, if proven, might constitute conduct prejudicial to the Club’s best interests. If the Board considers that the charges do not allege conduct which would be prejudicial to the Club’s best interests, it may refuse to entertain jurisdiction. If the Board entertains jurisdiction of the charges, it shall fix a date for a Board hearing not less than three weeks nor more than six weeks thereafter. The Recording Secretary shall promptly send to the accused member one copy of the charges by registered mail together with a hearing notice and an assurance that the defendant may personally appear in his own defense and bring witnesses.

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. If the charges are 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 Club privileges for not more than six months from the hearing date. If the Board deems that punishment insufficient, it may also recommend the penalty of expulsion to the membership. In such case, the suspension shall not restrict the defendant's right to appear before his 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 written and filed with the Recording Secretary. The Recording Secretary, in turn, shall 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 Club meeting 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 Club meeting 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 or her own behalf, though no evidence shall be taken at this meeting. The President shall read the charges, the Board’s finding, and recommendation; and shall invite the defendant, if present, to speak in his own behalf. The members shall then vote on the proposed expulsion by secret ballot. A 2/3 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. Proposed Amendments. Amendments to the Constitution and Bylaws may be proposed by the Board of Directors or by written petition addressed to the Recording Secretary signed by 20 percent of the membership in good standing. The Board of Directors shall promptly consider amendments proposed by such petition. The Recording Secretary must submit them to the members with recommendations of the Board for a vote within three months of the date the Recording Secretary received the petition. 

SECTION 2. Voting on Amendments. The Constitution and Bylaws may be amended by a 2/3 secret vote of the members present and voting at any regular or special meeting called for the purpose, provided the proposed amendments have been included with the meeting notice and mailed to each member at least two weeks before the meeting date. 


ARTICLE VIII
Dissolution

SECTION 1. Method; Property and Asset Disposition. The Club may be dissolved at any time by the written consent of at least 2/3 of the members in good standing. If the Club dissolves other than for purposes of reorganization whether voluntary or involuntary or by operation of law, no Club property, proceeds thereof, nor assets shall be distributed to any Club members. After paying Club debts, its property and assets shall be given to a charitable organization, selected by the Board of Directors, for the benefit of dogs. 


ARTICLE IX
Order of Business

SECTION 1. Club Meetings. At Club meetings, the order of business, so far as the meeting’s character and nature may permit, shall be as follows: 

Roll Call 
Minutes of last meeting 
President’s Report 
Corresponding Secretary’s Report 
Recording Secretary’s Report
Treasurer’s Report 
Committees’ Reports 
Election of officers and Board members (at annual meeting)
Election of new members 
Unfinished business 
New business 
Adjournment 

SECTION 2. Board Meetings. At Board meetings, the order of business, unless otherwise directed by majority vote of those present, shall be as follows:

Minutes of last meeting 
Corresponding Secretary’s Report 
Recording Secretary’s Report
Treasurer’s Report 
Committees’ Reports 
Old 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.

Amended & Restated June 6, 2009

Last updated on: 5/12/2020
Amended and restated June 6, 2009
This page was last updated: May 12, 2020