THE DELAWARE VALLEY HAVANESE CLUB CONSTITUTION
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) Support, promote, and further the interests and advancement of the Havanese breed
(b) Do all in its power to protect and advance the interests of dog shows and to encourage sportsmanlike competition at such events
(c) 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. 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 regular and household memberships open to all persons at least 18 years old who
(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 those living at the same domicile. Household membership carries two votes.
Members of the same household membership cannot together sponsor the same applicant for membership.
Associate membership is open to all persons who meet the above Eligibility requirements (a) and (b) above and fall into at least one of the following categories:
(a)Are at least 18 years old and reside outside
the United States
(b) Do not own a Havanese
(c) Choose not to be a regular or household member.
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 18 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 class shall automatically change to the membership class whose requirements he or she does satisfy, if any, on May 1 following the date the member first failed to satisfy the requirements of his or her current membership class.
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. The immediate geographic area is Delaware, New Jersey, the part of Pennsylvania east of I-81 plus Scranton and Wilkes-Barre, and the part of New York east of I-81 and south of I-90.
SECTION 2. Dues. Fiscal year dues for any membership category shall not exceed $50.
Additionally, total fiscal year dues will not exceed $50 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.
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 it shall carry the endorsement of two DVHC members in good standing. The prospective member shall pay current fiscal year dues with the application.
All applications are to be filed with the 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. Termination of Membership. Memberships may be terminated:
(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. Dues obligations are considered a debt to the Club 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 remain unpaid 90 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 once each calendar quarter at an AKC-sanctioned show or match within the DVHC immediate geographic area (see Bylaws, I.1, last paragraph) at such place, date, and hour the Board of Directors designates. The Secretary shall send written notice of each such meeting at least 21 days before the meeting date by postal mail or electronic mail, whichever each member elects to correspond with the Club and may change at any time by notifying the Secretary. 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 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 DVHC immediate geographical area (see Bylaws, I.1., last paragraph) at such place, date, and hour as the person(s) authorized herein to call such meetings may designate. The Secretary shall send written notice of such a meeting at least 21 days and not more than 30 days before the meeting date by postal mail or electronic mail, whichever each member elects to correspond with the Club and may change at any time by notifying the Secretary. 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. Annual Meeting. The annual meeting shall be held in April after which officers and director(s) for the ensuing official year shall take office. The meeting shall be held within the DVHC immediate geographic area (see Bylaws, I.1., last paragraph) at such place, date, and hour the Board of Directors designates. The Secretary shall send written notice of each such meeting at least 21 days before the meeting date by postal mail or electronic mail, whichever each member elects to correspond with the Club and may change at any time by notifying the Secretary. The quorum for such meetings shall be 20 percent of the members in good standing.
Each retiring officer and Board member shall turn over to the successor all properties and records relating to that office within 30 days after the meeting.
SECTION 4. Board Meetings. The first Board meeting during a fiscal year shall be on the first day of that year or within 15 days thereafter. Other Board of Directors meetings shall be held once each calendar quarter within the DVHC immediate geographical area (see Bylaws, I.1., last paragraph) at such place, date, and hour the Board designates. The Secretary shall send written notice of each such meeting at least 21 days before the meeting date by postal mail or electronic mail, whichever each member elects to correspond with the Club and may change at any time by notifying the Secretary. The quorum for such a meeting shall be a majority of the Board voting in person, by postal mail, electronic mail, videoconference, or teleconference.
SECTION 5. Special Board Meetings. The President may call special meetings of the Board. In addition, the 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 DVHC immediate geographical area (see Bylaws, I.1., last paragraph) at such place, date, and hour as the person(s) authorized herein to call such meetings designates. The Secretary shall send written notice of such meeting at least 10 days and not more than 15 days before the meeting date by postal mail or electronic mail, whichever each member elects to correspond with the Club and may change at any time by notifying the Secretary. 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 voting in person by postal mail, electronic mail, videoconference, or teleconference.
SECTION 6. Voting. Regular and household members in good standing shall be entitled to vote at any Club meeting at which they are present except for the election of officers and directors and amendments to the Constitution and Bylaws, which shall be decided by written vote cast by postal mail following the procedure in Article IV. However, no regular or household member may vote whose dues are not paid for the current fiscal year.
Proxy voting will not be permitted at any Club meeting or election.
The Board of Directors may submit other specific questions for members to decide by written ballot cast by postal mail.
SECTION 7. Manner of Conducting Business. The Board of Directors may conduct its business by postal mail, electronic mail, videoconference, or teleconference through the Secretary. Items voted upon by videoconference or teleconference must be confirmed in writing within seven days.
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 four officers and two other persons, all of whom shall be members in good standing. The four 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.
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.
(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 Secretary shall keep a record of all Club and Board meetings and of all matters which the Club shall order, have charge of correspondence, 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, handle routine inquiries from the public and external Club communication, and carry out such other duties as are prescribed in these Bylaws. The Club’s mailing address shall be the Secretary’s home mailing address.
(d) 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.
(e) The AKC Delegate will be appointed by and report to the Board. The Delegate may be a Board member or may be a member at large. If the latter, the Delegate will not have a Board voting position.
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) 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 official year shall be filled until the next annual election by a majority vote of all the then members of the Board at its first regular meeting following the creation of such vacancy or at a special Board meeting called for that purpose, except that 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 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 annual meeting and shall continue through the next annual meeting. Officers and Board of directors members’ terms of office are concurrent with the Club’s official year.
SECTION 3 Elections. The election of officers and directors shall be conducted by secret ballot. To be valid, the Secretary must receive the ballots postmarked no later than February 15. 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 receives 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 4. Nominations and Ballots. No person may be a candidate in a Club election who has not been nominated. By September 15, the Board shall select a Nominating Committee consisting of three members and two alternates. Not more than one Nominating Committee member may be a Board member. The Secretary shall immediately notify the committee members and alternates of their selection. The Board shall name a Committee chair. The Committee may conduct its business by postal mail, electronic mail, videoconference, or teleconference. Items voted upon by videoconference or teleconference must be confirmed in writing within seven days.
(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 immediately report their nominations in writing by postal mail or electronic mail to the Secretary by November 1.
(b) Upon receipt of the Nominating Committee's report, the Secretary shall immediately notify each member in writing of the candidates so nominated by November 15 by postal mail or electronic mail, whichever each member elects to correspond with the Club and may change at any time by notifying the Secretary.
(c) Members may make additional nominations by submitting the nominees’ names to the Secretary by postal mail postmarked no later than December 15 or by electronic mail date stamped by December 15,provided the person(s) so nominated does not decline. Simultaneously with submitting the nomination, the proposer shall present to the Secretary each nominee’s written statement signifying willingness to be a candidate. Upon receipt of additional nominations, the Secretary shall notify each member in writing of the additional candidates so nominated by January 15 by postal mail or electronic mail, whichever each member elects to correspond with the Club and may change at any time by notifying the Secretary.
No person may be a candidate for more than one office or Board seat.
(d) If no valid additional nominations are timely received as specified in (c) above, the Nominating Committee's slate shall be declared elected and no balloting will be required.
(e) If one or more valid additional nominations are timely received as specified in (c) above, the Secretary shall, no later than January 15, postal mail to each member in good standing a ballot listing all of the nominees for each position in alphabetical order, together with a blank envelope and a return envelope addressed to the Secretary marked "Ballot" and bearing the name of the member to whom it was sent. So that the ballot may remain secret, each voter, after marking his or her ballot, shall seal it in the blank envelope which in turn shall be placed in the second envelope addressed to the Secretary. The inspectors of election shall check the returned ballots against the list of members whose dues are paid for the current year before opening the outer envelopes and removing the blank envelopes, and shall certify the eligibility of the voters as well as the results of the voting.
(f) 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 Secretary together with a $15 deposit. The deposit shall be forfeited if the Board does not sustain such charges following a hearing. The 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 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, 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 Secretary. The 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 Secretary handsigned by 20 percent of the membership in good standing. The Board of Directors shall promptly consider amendments proposed by such petition. The Secretary must submit them to the members with recommendations of the Board for a vote within three months of the date the Secretary received the petition.
SECTION 2. Voting on Amendments. The Constitution and Bylaws may be amended at any time provided the Secretary has postal mailed a copy of the proposed amendment to each member in good standing on the mailing date, accompanied by a ballot on which a choice for or against the amendment shall be indicated. Dual‑envelope procedures described in Article IV, Section 4(e) shall be followed for handling such ballot to assure secrecy of the vote. Notice with such ballot shall specify a date not less than thirty days after the date postmarked by which date the ballots must be postmarked and returned to the Secretary to be counted. A favorable vote of 2/3 of the members in good standing who return valid ballots within the time limit shall be required to adopt any such amendment.
Section 3. Effective Date. No Constitution and Bylaws amendment the Club adopts shall become effective until The American Kennel Club Board of Directors has approved it.
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. 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
Secretary’s Report
Treasurer’s Report
Committees’ Reports
Election of new members
Old 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
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 and Restated August 2003
