ALCA LogoBYLAWS

Article I:  Membership

Section 1.  Eligibility.  There shall be types of membership open to all persons 18 years of age and older who are in good standing with the Australian Labradoodle Club of America and who subscribe to the purposes of this Club.

While membership is to be unrestricted as to residence, the club’s primary purpose is to be representative of the breeders and exhibitors in the United States.

Section 2.  Dues.  Membership dues of $30.00 per year *as determined by Board for current year, are payable on or before the 1st day of *January of each year.   No member may vote whose dues are not paid for the current year.  During the month of *December, the Treasurer shall send to each member an email reminding members of dues for the ensuing year.  *Members will be advised of any changes as determined by Board.  *Revised 1/1/13

Section 3.  Election of 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 the constitution and bylaws and the rules of the Australian Labradoodle Club of America.  The application shall state the name, address, and occupation of the applicant and it shall carry the endorsement of two members in good standing.  Accompanying the application, the prospective member shall submit dues payment for the current years.    Pet Owner members as well as any International member (outside the United States) are non-voting members.

Applicants for membership who have been rejected by the club may not reapply within six months after such rejection.  Rejection of membership is subject to review by the Board of Directors.  Rejection may be as a result of any pending actions against the applicant i.e. unresolved disputes, unethical business practices, or unsatisfied complaints from customers and/or fellow breeders.  Members are to maintain ethical business conduct at all times.

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.  Obligations other than dues are considered a debt to the club and must be paid in full prior to resignation.

b)      by lapsing.  A membership will be considered as lapsed and automatically terminated if such member’s dues remain unpaid 60 days after the first day of the due date of October 1st; however, the board may grant an additional 30 days of grace to such delinquent members in meritorious cases.  In no case may a person be entitled to vote at any club meeting whose 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.  Meetings of the club shall be held by internet chat on the website of www.australianlabradoodleclub.us at such date and hour as may be designated by the board of directors.  Written notice of each such meeting shall be emailed by the Secretary at least 10 days prior to the date of the meeting.  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; and shall be called 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 by internet chat on the website of www.australianlabradoodleclub.us at the date and hour as may be designated by the person or persons authorized herein to call such meetings.  Written notice of such a meeting shall be emailed by the Secretary at least five days and not more than 15 days prior to the date of the meeting, and said 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.  Meetings of the board of directors shall be held each month by internet chat on the website of www.australianlabradoodleclub.us at such hour as may be designated by the board.  Written notice of each such meeting shall be emailed by the Secretary at least five days prior to the date of the meeting.  The quorum for such a meeting shall be a majority of the board. 

                a.  Any member of the Board of Directors is expected to attend each monthly meeting.  However, if necessary to miss a Meeting, every effort will be made to provide advance notification of absence.  Should three or more meetings be missed in a 12 month period (January – December) that member will be removed from the Board.  Vacations and emergencies are excluded from the count but may not bring the total to four missed meetings.

 

Section 4.  Special Board Meetings.  Special meetings of the board may be called by the President; and shall be called by the Secretary upon receipt of a written request signed by at least three members of the board.  Such special meetings shall be held by internet chat on the website of www.australianlabradoodleclub.us at the date and hour as may be designated by the person authorized herein to call such meeting.  Written notice of such meeting shall be emailed by the Secretary at least five days and not more than 10 days prior to the date of the meeting.  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.

 

Section 5.  Voting.  Each member in good standing whose dues are paid for the current year shall be entitled to one vote at any meeting of the club at which he is present.  Proxy voting will not be permitted at any club meeting or election.

Pet Owner members and International members are not eligible to vote.

 

Article III:  Directors and Officers

 

Section1.  Board of Directors.  The board shall be comprised of nine persons including the officers, registrars and other persons, all of whom shall be members in good standing and all of who shall be elected for three-year terms at the club’s meeting as provided in Article IV and shall serve until their successors are elected.  General management of the club’s affairs shall be entrusted to the board of directors.

 

Section 2.  Officers.  The club’s officers, consisting of the President, Vice President, Secretary and Treasurer, shall serve in their respective capacities both with regard to the club and its meetings and the board and its meetings.

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 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 meetings of the club and of the board and of all matters of record as shall be ordered by the club; have the charge of the correspondence, notify officers and directors of their election to office, notify members of meetings and carry out such other duties as are prescribed in these bylaws.

d)      The Treasurer shall collect and receive all moneys due or belonging to the club.  Moneys shall be deposited in a bank designated by the board, in the name of the club.  The books shall at all times be open to inspection by the board and a report shall be given at every meeting on the condition of the club’s finances and every item of receipt or payment not before reported; at an annual meeting an accounting shall be rendered of all moneys received and expended during the previous fiscal year.  The Treasurer shall be bonded in such amount as the board of directors shall determine.

e)      The office of Treasurer may be held by the same person occupying another position of the board.

f)       Other titled positions of the board: Registrar - shall have the duties of recording dogs and litter registrations in the ALCA database, collecting the appropriate fees and performing other duties of the position.  Member Registrar - shall have the duties to notify new members of their election to membership, keep a roll of the members of the club with their addresses, membership number, and act as Member Quality Assurance.

 

Section 3.  Vacancies.  Any vacancies occurring on the board or among the offices during the term shall be filled until the next annual election by 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 a 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.

 

 

Article IV:  The Club Year, Election Meeting, Elections

 

Section 1.  Club Year.  The club’s fiscal year shall begin on the first day of January and end on the last day of December.

 

Section 2.  Election Meeting.  The election meeting shall be held in the month of June, at which officers and directors for the ensuing three year term shall be elected by email reply from among those nominated in accordance with Section 4 of this Article.  They shall take office immediately upon the conclusion of the election and each retiring officer shall turn over to the successor in office all properties and records relating to that office within 30 days after the election.

 

Section 3.  Elections.   The nominated candidate receiving the greatest number of votes for each office shall be declared elected.  The nominated candidates for other positions on the board who receive the greatest number of votes for such positions shall be declared elected.

 

Section 4.  Nominations.  No person may be a candidate in a club election who has not been nominated during the month of April; the board shall select a Nominating Committee consisting of three members not more than one of whom may be a member of the board.  The Secretary shall immediately notify the committeemen of their selection.  The board shall name a chairman for the committee and it shall be such person’s duty to call committee meeting, which shall be held on or before the first Wednesday in the month of April.

a)      The committee shall solicit and accept applications from members in good standing indicating interest in being nominated for each office and position on the board.   The committee shall nominate one candidate for each office and positions on the board and, after securing the consent of each person so nominated, shall immediately report their nominations to the Secretary in writing.

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

c)       Additional nominations may be made at the April meeting by any member in attendance provided that the person so nominated does not decline when their name is proposed, and provided further that if the proposed candidate is not in attendance at this meeting, the proposer shall present to the Secretary a written statement from the proposed candidate signifying a willingness to be a candidate.  No person may be a candidate for more than one position, except Treasurer as stated in Article III; Section 2 (e).

d)      Nominations cannot be made at the election meeting or in any manner other than as provided in this Section.

 

 

Article V:  Committees

 

Section 1.  The board may each year appoint standing committees to advance the work of the club in such matters as dog shows, obedience trials, trophies, annual prizes, membership, and other fields which may well be served by committees.  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.

 

Section 2.  Any committee appointment may be terminated by a majority vote of the full membership of the board upon written notice to the appointee; and the board may appoint successors to those persons whose services have been terminated.

 

   

Article VI:  Discipline

 

Section 1.  Charges.  Any member may prefer charges against a member for alleged misconduct prejudicial to the best interest of the club.  Written charges with specifications must be filed in duplicate with the Secretary together with a deposit of $100.00, which shall be forfeited if such charges are not sustained by the board following a hearing.  The Secretary shall promptly send a copy of the charges to each member of the board or present them at a board meeting, and the board shall first consider whether the actions alleged in the charges, if proven, might constitute conduct prejudicial to the best interest of the club.  If the board 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 entertains jurisdiction of the charges, it shall fix a date for a hearing by the board not less than three weeks nor more than six weeks thereafter.  The Secretary shall promptly send one copy of the charges to the accused member by e-mail together with a notice of the hearing and an assurance that the defendant may personally appeal in his own defense and bring witnesses if he wishes.

 

Section 2.  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.  Should the charges be sustained after hearing all the evidence and testimony presented by complainant and defendant, the board may by majority vote of those present reprimand or suspend the defendant from all privileges of the club for not more than six months from the date of the hearing.  And, if it deems that punishment insufficient, it may also recommend to the membership that the penalty be expulsion.  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 put in written form 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 3.  Expulsion.  Expulsion of a member from the club may be accomplished only at a meeting of the club 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 meeting of the club 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 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 on the proposed expulsion.  A 2/3 vote of those voting shall be necessary for expulsion.  If expulsion is not so voted, the board’s suspension shall stand.

 

Article VII:  Amendments

 

Section 1.  Amendments to the constitution and bylaws may be proposed by the board of directors or by written petition addressed to the Secretary signed by 20 percent of the membership in good standing.  Amendments proposed by such petition shall be promptly considered by the board of directors and must be submitted to the members with recommendations of the board by the Secretary for a vote within three months of the date when the petition was received by the Secretary.

 

Section 2.  The constitution and bylaws may be amended by 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 emailed to each member at least two weeks prior to the date of the meeting.

 

   

Article VIII:  Dissolution

 

Section 1.  The club may be dissolved at any time by the 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 payment of the debts of the club its property and assets shall be given to a charitable organization for the benefit of dogs as selected by the board of directors.

 

   

Article IX:  Order of Business

 

Section 1.  At meetings of the club, the order of business, so far as the character and nature of the meeting may permit, shall be as follows:

 

a)      Roll Call – Recorded as signed into the chat room for the meeting.

b)      Minutes of the last meeting – Emailed to each board member by the Secretary prior to the next regularly scheduled meeting.

c)       Report of the President

d)      Report of the Secretary

e)      Report of the Treasurer

f)       Reports of Committees

g)      Election of officers and board (at election meeting)

h)      Election of new members

i)        Unfinished business

j)        New business

k)      Adjournment

 

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

 

a)      Minutes of last meeting

b)      Report of the Secretary

c)       Report of the Treasurer

d)      Reports of Committees

e)      Unfinished business

f)       New business

g)      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.