Pekingese Club of Texas

 

                  

      THE PEKINGESE CLUB OF TEXAS

BYLAWS

TEXAS KENNEL CLUB, INC.TEXAS KENNEL CLUB, INC.TEXAS KENNEL CLUB, INC.

 

ARTICLE I – NAME AND OBJECTSARTICLE IARTICLE IARTICLE I

                                                   

Section 1.01.  Name.   The name of the Club shall be “The Pekingese Club of Texas”.

Section 1.02.  Objects.  The objects of the Club shall be:

            (A) to encourage and promote quality in the breeding of purebred Pekingese dogs and to do all possible to bring their natural qualities to perfection;

            (B) 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 Pekingese dogs shall be bred and judged;

            (C)  to do all in its power to protect and advance the interests of the breed by encouraging sportsmanlike competition at dog shows.

            (D) to conduct sanctioned matches and dog shows under the rules and regulations of the American Kennel Club.

Section 1.03.  Not For Profit.   No part of any profits or remainder or residue from dues or donations to the Club shall inure to the benefit of any member or individual. 

 

ARTICLE II – MEMBERSHIP

ARTICLE IARTICLE IARTICLE I

Section 2.01.   Eligibility.   There shall be two (2) types of memberships (regular and life) open to all persons 18 years of age and older who are in good standing with the American Kennel Club, and who subscribe to the purposes of this Club:

            (A)   Regular members.   They shall be entitled to vote and be elected to office, if qualified and if duly elected; serve on committees, if properly appointed; and enjoy the maximum privileges of membership.  While membership is to be unrestricted as to residence, the Club’s primary purpose is to be representative of the breeders, exhibitors and fanciers in Dallas County, Texas and Tarrant County, Texas  and all counties contiguous to Dallas County, Texas or Tarrant County, Texas.

(B)     Lifetime members.  They have all the rights of regular members but pay no dues.

Section 2.02.   Election to Membership.

            (A) Regular Membership.  Each applicant for membership shall apply on a form approved by the Board of Directors and which shall provide that the applicant agrees to abide by the Bylaws of the Club, and the rules and regulations of the American Kennel Club.  The application shall require the name, address, telephone number, and occupation of the applicant and such other information as the board may require and it shall carry the endorsement of two members in good standing neither of whom shall reside in the same household or  be related to the applicant or to each other.  The applicant shall submit a non- refundable application fee equal to the dues for one year with the application.  If the applicant is elected to membership, the application fee will be applied as the dues payment for the current year.  If not elected to membership, the application fee will be forfeited. All applications shall be filed with the Corresponding Secretary and each application shall be read at the first meeting of the Club following its receipt.  The name of the applicant shall be published in the next newsletter printed after this meeting.  At the next club meeting (following publication in the newsletter providing a newsletter is published between the meetings) the application will be voted upon.  An affirmative vote of 2/3 of the members present and voting by secret ballot at that meeting shall be required to elect the applicant.  The Corresponding Secretary shall promptly notify each applicant of the results of the election.  Applicants for membership who did not received the required affirmative vote, may not re-apply within six months after such vote.

            (B) Lifetime Membership.  Any regular member who has been a member of the Club for twenty consecutive years and who has provided exemplary service to the Club may be nominated for election as a lifetime member of the Club.   The nomination shall be made by two members who are not related to, or reside in the same household, as their nominee and shall specify the service the nominee has provided to the Club and shall be delivered to the Corresponding Secretary who shall confirm that the nominee has been a member for twenty consecutive years.  At its next meeting of the Board of Directors, the Board of Directors shall confirm that the service specified has been performed.   Once the eligibility requirements have been confirmed, the nomination together with the service list shall be read at the next membership meeting.  The name of the nominee shall be published in the next newsletter printed after this meeting.   At the next club meeting, following the publication in the newsletter providing a newsletter was published, the nomination will be voted upon.   An affirmative vote of 2/3 of the members present and voting by secret ballot at that meeting shall be required to elect the nominee to lifetime membership.  The Corresponding Secretary shall notify the nominee of the results of the election.

Section 2.03.   Dues.   Membership dues shall be determined by the Board of Directors payable on or before the thirty first (31st) day of December of each year. During the month of October, the Treasurer shall send to each member a statement of dues for the ensuing year.  If not paid by November 25th, the Treasurer shall send a second notice before December first (1st).  If not paid by December 15th, a third and final notice shall be sent advising the member that his membership will terminate if his dues are not received by the Treasurer on or before December 31st.  

Section 2.04.   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. 

            (B)  By lapsing.  A membership will be considered as lapsed and automatically terminated if such member’s dues remain unpaid as of January 1.

            (C)  By expulsion.  A membership may be terminated by expulsion as provided in Article  VII of the Bylaws.

 

ARTICLE III - MEETINGS AND VOTING

 

Section 3.01.   Location.     All meetings of the Club, whether of the membership or of the Board of Directors shall be held in Dallas County, Texas or in any county contiguous to Dallas County, Texas. 

Section 3.02.   Club Meetings.   Regular meetings of the Club shall be held each month at such place, day and hour as shall be designated by the Board of Directors.  Any regular meeting, except the December meeting, may be cancelled by a majority vote of the Board of Directors providing that all members are given at least seven days written or telephonic notice of the cancellation and provided, that a minimum of six regular meetings must be held in each calendar year.  Written notice of each such meeting shall be mailed or emailed by the Secretary at least 10 days prior to the date of the meeting.  The quorum for such meetings is 20% of the members in good standing residing in the greater DFW area.

 Section 3.03.   Special Club Meetings.   Special Club meetings may be called by the President, by a majority vote of the members of the Board of Directors who are present and voting at any regular or special meeting of the Board of Directors or by the Secretary upon receipt of a petition signed by five members of the Club who are in good standing.  Such special meetings shall be held at such place, date and hour as may be designated by the person(s) authorized herein to call such meetings.  Written notice of such a meeting shall state the purpose of the meeting and shall be mailed or emailed by the Secretary at least seven days, and not more than 30 days prior to the date of the meeting.  No other Club business may be transacted except that stated in the notice.   The quorum for such a meeting is 20% of the members in good standing residing in the greater DFW area.

Section 3.04.   Board of Directors Meetings.   Meetings of the Board of Directors shall be held at such place, day and hour as shall be designated by the Board of Directors.  These meeting can also be held by teleconference calls provided all participants can simultaneously hear each other and are provided with all necessary information to access the conference call at the same time they are given notice of the meeting.  Meetings shall be held either wholly in person or wholly by teleconference.    No Board member shall participate in an in person board meeting by telephone.  Unless the Board has set a regular time, place and date for board meetings by resolution, written notice of each such meeting shall be mailed or emailed by the Secretary at least seven days prior to the date of the meeting.  The quorum for such a meeting shall be a majority of the Board of Directors.  The Board of Directors may also act by unanimous written consent but no action shall be approved until the Recording Secretary has received all consents required to make the action unanimous.

Section 3.05.   Special Board of Directors Meetings.   Special meetings of the Board of Directors may be called by the President, and shall be called by the Secretary upon receipt of a written petition signed by at least three members of the Board.  Such special meetings shall be held at such place, date and hour as may be designated by the person(s) authorized herein to call such meetings. Special meetings may be held by teleconference call or by unanimous written consent as provided in section 3.04.   Written notice of such meeting shall state the purpose of the meeting and shall be sent, mailed or emailed, by the Secretary at least three days, and not more than ten days prior to the date of the meeting, and no other business shall be transacted except as stated in the notice of meeting.  The quorum for such a meeting shall be a majority of the Board of Directors.

Section 3.06.   Voting.   All voting shall be by show of hands, unless a written ballot is required by the Bylaws or by a motion duly passed applying to a specific matter.  When any motion is before a meeting, and before it has been voted upon, any regular member may move for a written ballot.  If seconded, such motion shall be voted upon prior to the vote on the pending motion.  The presiding officer shall not vote on a “show of hands” vote unless there is a tie vote, in which case he shall break the tie.  On any written ballot the presiding officer shall be entitled to cast a ballot.  No voting by proxy shall be permitted under any circumstances.

 

ARTICLE IV -DIRECTORS AND OFFICERSDIRECTORS AND OFFICERSDIRECTORS AND OFFICERSDIRECTORS AND OFFICERS

 

Section 4.01.   Board of Directors.   The Board of Directors shall be comprised of the officers and three other directors, all of whom shall be members in good standing and all of whom shall be elected for one year terms at the club’s annual meeting as provided in Article V and shall serve until their successors are elected.  General management of the Club’s affairs shall be entrusted to the Board of Directors. 

Section 4.02.   Officers.   The Club’s Officers, consisting of the President, Vice President, Recording Secretary, Corresponding Secretary, and Treasurer shall serve in their respective capacities both with regard to the Club and its meetings, and the Board of Directors and its meetings.

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

            (B)  The Vice President shall have the duties and exercise the powers of the President in case of the President’s absence.  In case of the President’s incapacity or death, he shall serve the remainder of the President’s elected term of office.  He shall also act as Parliamentarian and Chairman of the bylaws committee.

            (C)   The Recording   Secretary shall keep a record of all meetings of the club and of the board and of all matters which a record shall be ordered by the club; shall have charge of the correspondence between the board and third parties except as specifically assigned to the Corresponding Secretary by these Bylaws, shall notify officers and directors of their election to office and of all board meetings and carry out such other duties as are prescribed in these Bylaws

            (D)  The Corresponding Secretary shall receive all applications for membership and nominations for lifetime membership and shall notify the applicant or the nominee of the results of any membership vote; shall keep a roll of the members of the club with their addresses and telephone numbers and e-mail addresses, if any, shall notify the members of any meetings of the membership and shall be responsible for all written communications between the membership and the board of directors.

            (D)   The Treasurer shall collect and receive all monies due or belonging to the Club.  The Treasurer shall deposit the same in a bank designated by the Board of Directors, in the name of the Club.  The Treasurer’s books shall at all times be open to inspection by the Board of Directors. The Treasurer shall report the condition of the Club’s finances to the Club members at every regular Club meeting and to the Board of Directors at every regular Board of Directors meeting.  The Treasurer shall be responsible for presenting Budgets and Reports for the Shows.  The Treasurer shall be bonded in such amount as the Board of Directors shall determine.  The Treasurer shall announce at each meeting anyone resigning from the club.  The Treasurer shall report to the Corresponding Secretary on or before January 5 of each year, the names of those members who are terminated for timely non-payment of dues. 

            (E)  The offices of Recording Secretary and Corresponding Secretary may be held by the same person if the Club so determines but no Secretary’s term may be shortened while in office.  

Section 4.03.  Vacancies.   Any vacancies, other than the Office of President, occurring on the Board of Directors shall be filled until the next regular election by the majority vote of all the then members of the Board of Directors present and voting at its first regular meeting following the creation of such vacancy, or at a Special Board of Directors Meeting called for that purpose

 

ARTICLE V – THE CLUB YEAR, ANNUAL MEETING AND ELCETIONS

 

Section 5.01.   Club Year.   The Club’s fiscal year shall begin on the 1st day of January and end on the 31st day of December. 

Section 5.02.   Annual Meeting.   The annual meeting shall be held in the month of December at which time Officers and Directors for the ensuing year shall be elected by secret, written ballot from among those nominated in accordance with this Article. 

Section 5.03.   Election.   The nominated candidate receiving the greatest number of votes for each office shall be declared elected. Those officers and directors elected shall take office immediately after the conclusion of the Annual Meeting.  Each retiring Officer and Director shall turn over to his successor in office all properties and records relating to that office within 30 days after the election.

Section 5.04.   Nominations.   No person may be a candidate in a Club election who has not been nominated.  During the month of September, the Board of Directors shall select a Nominating Committee.  That committee shall consist of five persons: three members, a first alternate, and a second alternate.  No more than one of these members may be a member of the Board of Directors. The Board of Directors shall name a chairman of the nominating committee. The Corresponding Secretary shall immediately notify the committee of their selection.  The chairman of the committee shall call a committee meeting which shall be held on or before October 10.

            (A)   No person may be a candidate for more than one position.

            (B)   The committee shall nominate one candidate for each office and position on the board and, after securing consent of each person so nominated, the committee shall report their nominations to the Corresponding Secretary in writing by October 20th.

            (C)   Upon receipt of the Nominating Committee’s report the Corresponding Secretary shall, before November 1st, notify each member in writing of the candidates so nominated and advise that additional nominations may be made at the November meeting providing the additional nominee(s) accepts at the November meeting or the nominee’s written acceptance is tendered to the Corresponding Secretary at the November meeting if the nominee is not present.

            (D)   The Chairman of the Nominating Committee shall present the slate at the November meeting at which time additional nominations may be made from the floor by any member in attendance, provided the person so nominated accepts when his/her name is proposed.  If the proposed candidate is not in attendance at this meeting, his/her proposer shall present to the Secretary a written statement signifying his willingness to be a candidate.

            (E)   Nominations cannot be made at the Annual Meeting or in any manner other than as provided in this Section.

 

ARTICLE VI - COMMITTEESCOMMITTEESCOMMITTEESCOMMITTEES

 

Section 6.01.  Committees.   The President, with the approval of the Board of Directors, will each year appoint standing committees to advance the work of the Club.  Such committees shall always be subject to the final authority of the Board of Directors.  Special committees may also be appointed by the President with the approval of the Board for particular projects.

Section 6.02.  Change in Committee Appointments. Any committee appointment may be terminated by a majority vote of the Board of Directors upon written notice to the appointee; and the President, with the approval of the Board of Directors, may appoint successors to these persons whose services have been terminated.

 

ARTICLE VII –DISCIPLINE

 

Section 7.01.   American Kennel Club Suspension.   Any member who is suspended from the privileges of the American Kennel Club automatically shall be suspended from all of the privileges of this Club for the like period.

Section 7.02.   Charges.   Any member(s) may prefer charges against (a) member(s) for alleged misconduct prejudicial to the best interests of the Club.  Written charges with specifications must be filed in duplicate with the Corresponding Secretary together with a deposit of $50.00 which shall be forfeited if such charges are not sustained by the Board of Directors following a hearing.  The Corresponding Secretary shall promptly send a copy of the charges to each member of the Board of Directors or present them at the Board of Directors meeting, and the Board of Directors shall first consider whether the actions alleged in the charges, if proven, might constitute conduct prejudicial to the best interests of the Club.  If the Board of Directors considers that the charges do not allege conduct which would be prejudicial to the best interests of the Club, it may refuse to entertain jurisdiction.  If the Board of Directors entertains jurisdiction of the charges, it shall fix a date of the hearing by the Board of Directors not less than three weeks or more than six weeks thereafter.  The Corresponding  Secretary shall promptly send one copy of the charges to the accused member(s) by registered mail together with a notice of the hearing and an assurance that the defendant(s) may personally appear in his (or their) own defense and bring witnesses if he (they) wishes (wish).

Section 7.03.   Board Hearing.   The Board of Directors shall not allow counsel to attend the hearing.  Should the Charges be sustained after hearing all the evidence and testimony presented by the complainant and defendant, the Board of Directors may, by a majority vote of those present, suspend the defendant from all privileges of the Club for not more than six months from the date of hearing.  If the Board of Directors deems that suspension is insufficient, it may recommend to the membership that the penalty be expulsion.  In such case, the Board of Directors vote for suspension shall not restrict the defendant’s right to appear before his fellow members at the ensuing Club meeting which considers the Board of Directors recommendation.  Immediately after the Board of Directors has reached a decision, its findings shall be put in written form and filed with the Corresponding Secretary.  The Corresponding Secretary shall promptly notify each of the parties of the Board of Directors decision.

Section 7.04.   Expulsion.   Expulsion of a member from the Club can be accomplished only at a  meeting of the Club following a Board of Directors hearing, and upon the Board of Directors recommendation as provided in Section 7.03 of this Article.  Such proceedings shall be held within 60 days, but not earlier than 30 days, after the date of the Board of the Directors’ recommendation for expulsion.  The defendant shall have the privilege of appearing in his own behalf, though no evidence shall be taken at this meeting.  The President shall read the charges and the board’s finding and recommendation and shall invite the defendant, if present, to speak in his own behalf if he wishes.  The members shall then vote by written ballot on the proposed expulsion.  A 2/3 vote of those present and voting at the meeting shall be necessary for expulsion.  If expulsion is not approved, the Board of Directors suspension shall stand.

 

                ARTICLE VIII - AMENDMENTSAMENDMENTSAMENDMENTSAMENDMENTS

 

Section 8.01.  Proposed Amendments.  Amendments to these Bylaws may be proposed by the Board of Directors or by written petition addressed to the Corresponding Secretary, signed by ten per cent (10%) of the membership in good standing.   Proposed amendments shall be promptly considered by the Board of Directors and must be submitted to the members with recommendations of the Board of Directors by the Secretary for a vote within 90 days of the date the petition was received by the Corresponding Secretary if no prior special meeting of the membership is called for the purpose of voting on the proposed bylaw amendment(s).

Section 8.02.   Adoption of Proposed Amendments.    The Bylaws may be amended by a 2/3 vote of the members present and voting at any regular or special meeting called for the purpose, provided the proposed amendments have been included in the notice of the meeting and mailed to each member at least two weeks prior to the date of the meeting.   Voting will be by secret ballot.

Section 8.03.   Effective Date of Amendment.    No amendment to the Bylaws that is adopted by the Club shall become effective until it has been approved by the Board of Directors of the American Kennel Club.

                ARTICLE IX - DISSOLUTIONDISSOLUTIONDISSOLUTIONDISSOLUTION

 

Section 9.01.  Dissolution.   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 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 payments of the debts of the Club, its property and assets shall be given to a charitable organization selected by the Board of Directors for the benefit of dogs.

 

           ARTICLE X - ORDER OF BUSINESSORDER OF BUSINESSORDER OF BUSINESSORDER OF BUSINESS

 

Section 10.01.  Order of Business at Meetings of the Membership. At meetings of the Club, the order of business so far as the character and nature of the meeting may permit, shall be as follows:

Roll CallRoll CallRoll CallRoll Call

Approval of Minutes of Last MeetingApproval of Minutes of Last MeetingApproval of Minutes of Last MeetingApproval of Minutes of Last Meeting

Report of President

Report of the SecretaryReport of PresidentReport of PresidentReport of President                                        

Report of TreasurerReport of TreasurerReport of TreasurerReport of Treasurer

Reports of CommitteesReports of CommitteesReports of CommitteesReports of Committees

Election of Officers and Board (at annual meeting)Election of Officers and Board (at annual meeting)Election of Officers and Board (at annual meeting)Election of Officers and Board (at annual meeting)

Election of New MembersElection of New MembersElection of New MembersElection of New Members

Unfinished BusinessUnfinished BusinessUnfinished BusinessUnfinished Business

New BusinessNew BusinessNew BusinessNew Business

AdjournmentAdjournmentAdjournmentAdjournment

Section 10.02.  Order of Business at Board of Directors’ Meetings.   At meetings of the Board of Directors, the order of business unless otherwise directed by a majority vote of those present, shall be as follows:

Roll Call

Approval of Minutes of Last MeetingReading of Minutes of Last MeetingReading of Minutes of Last MeetingReading of Minutes of Last Meeting

Report of SecretaryReport of SecretaryReport of SecretaryReport of Secretary

Report of TreasurerReport of TreasurerReport of TreasurerReport of Treasurer

Reports of CommitteesReports of CommitteesReports of CommitteesReports of Committees

Unfinished BusinessUnfinished BusinessUnfinished BusinessUnfinished Business

New BusinessNew BusinessNew BusinessNew Business

AdjournmentAdjournmentAdjournmentAdjournment

                                                    ARTICLE XARTICLE X

  ARTICLE XI - PARLIAMENTARY AUTHORITY

 

Section 11.01.  Parliamentary Authority.  Except as otherwise provided by these Bylaws, all business shall be conducted in accordance with the current edition of Robert’s Rules of Order, Revised.