TERMS OF SERVICE AGREEMENT / ABDA CONSTITUTION & BYLAWS
Article I - Name & Objectives
Section 1.1
The name of the club shall be Arctic Bird Dog Association (ABDA)
Section 1.2
The objectives of the club shall be:
(a) to encourage and promote quality in the breeding of purebred pointing breeds and spaniels to do all possible to bring their natural qualities to perfection
(b) to urge members and breeders to accept the standard of pointing breeds and spaniels as approved by The American Kennel Club as the only standard of excellence by which pointing breeds and spaniels shall be judged
(c) to do all in its power to protect and advance the interests ofpointing breeds and spaniels by encouraging sportsmanlike competition at hunting tests under the rules of the American kennel Club
(d) to conduct sanctioned and licensed hunting tests for pointing breeds and spaniels under the rules of the American Kennel Club
(e) disseminate knowledge regarding training pointing breeds and spaniels
(f) to promote the training of pointing dog breeds and spaniels; disseminate knowledge regarding pointing breeds and spaniels and field training; to hold and support hunting tests and similar events; to promote conservation through education regarding the use of dogs for hunting; and to promote cooperation and good sportsmanship among its members in the training and exhibition of pointing dogs and spaniels.
Section 1.3
Arctic Bird Dog Association shall not be conducted or operated "for profit" and no part of any profits or remainder or residue from dues or donations to the Arctic Bird Dog Association shall inure to the benefit of any member or individual.
Section 1.4
The members of the Arctic Bird Dog Association shall adopt and may from time to time revise such bylaws as may be required to carry out these objectives.
Arctic Bird Dog Association
(ABDA - hereafter referred to as "Association")
Article I (CONT.) - Purpose and Fiscal Year
The primary purpose is to be representative of the breeders and exhibitors in its immediate area; however membership is unrestricted as to residence. The fiscal year of the Association shall begin on the first day of November and end on the last day of October each year. The Association'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.
Article II - Members
Section 2.1 Eligibility: Any person, twelve (12) years or older, who is in good standing with the American Kennel Club and has subscribed to the objectives of the Arctic Bird Dog Association is eligible for membership.
Section 2.2 Membership: There shall be three (3) forms ofmembership:
(a) Individual Membership;
(b) Family Membership which shall include the immediate family and all children under the age of eighteen (18);
(c) Junior membership which is open to persons between twelve (12) and eighteen (18) years of age. Junior members have all rights of regular members except for voting. At the age of eighteen (18), all junior members shall become regular members.
Section 2.3 Election to membership: Each applicant for membership shall apply on a form as approved by the Board of Directors which shall provide that the applicant agrees to abide by the constitution, these bylaws and the rules of the American Kennel Club. The application shall state the name, address, and occupation of the applicant. Accompanying the application the prospective member shall submit dues payment for the current year. All applications are to be filed with the Membership Chair.
Section 2.4 Voting: Regular members and family members are entitled to only one (1) vote.
Section 2.5 Termination ofMembership:
(a) Members shall automatically lose their membership in this organization upon failure to pay annual dues within sixty (60) days after they become due on the first day ofNovember.
(b) Upon written complaint of any member, the Board of Directors may request the Grievance Committee, which shall consist of at least six (6) members appointed by the President with approval of the Board of Directors, to hold a hearing to consider the expulsion of a member for good cause shown. The member may thereafter be expelled for a period of time from membership by a 2/3 vote of the Grievance Committee. The accused member shall have been served written notice of the accusations against him/her at least thirty (30) days prior to the hearing. The accused member shall also have been given an opportunity to produce his/her witnesses, if any, and to be heard by the Grievance Committee prior to their vote.
(c) Any member in good standing may resign upon written notice to the Secretary except that no member may resign when in debt to the club.
Section 2.6 Suspension: Any member who is suspended from the privileges of the American Kennel Club automatically shall be suspended from the privileges of this club for a like period.
Section 2.7 Dues: Dues are payable on or before the first day of November of each year. At a general membership meeting the dollar amount of dues for the next year may be changed. Such change requires a two thirds (2/3) majority of the regular voting membership present at the meeting. Applicants voted into membership in July through October shall pay one-half (1/2) of the annual dues for the remainder of the fiscal year.
Article III - Meeting
Section 3.1 General Membership Meetings: There shall be a minimum offour (4) quarterly meetings of the voting membership, one of which shall be the annual meeting. These meetings shall be held at such time and place as designated by the Board of Directors. Notwithstanding, the annual meeting shall be held in October each year and shall constitute the fourth quarterly meeting. Written notice of the time, place and purposes of such meetings shall be mailed to each voting member at least fifteen (15) days before each meeting.
Section 3.2 Special Membership Meetings: Special meetings of the general membership may be called by the President or upon a majority vote of the Board of Directors or upon written request of ten percent (10%) of the membership. At least five (5) days before the date fixed for the holding of any special meeting, written notice of the time, place and purpose of such meeting shall be mailed to each member entitled to vote. No business other than that mentioned in the notice may be transacted at any special meeting.
Section 3.3 Quorum: Presence in person of ten percent (10%) of the voting members of the Association shall constitute a quorum at any meeting of the members. If a quorum is present, the affirmative vote of a majority of the votes represented at the meeting and entitled to vote on the subject matter constitutes an act of the members.
Section 3.4 Proxies: No proxy voting shall be allowed.
Section 3.5 Meetings of the Board: The Board of Directors shall meet at least quarterly. The time and place of such meetings shall be designated by the Board. All Board meetings are open to the general membership.
Article IV - Board of Directors
Section 4.1 Board Positions: The Board of Directors shall consist of the officers, the past president and one other member. Members of the Board of Directors shall serve one (1) year terms and may serve more than one (1) term.
Section 4.2 Elections: The Board of Directors shall be elected by secret ballot by members in good standing at the annual meeting. The nominated candidate receiving the greatest number of votes for each office or director position shall be declared elected. Members of the Board shall serve until their successors are elected.
Section 4.3 Nominations: A slate of nominees for officers and directors prepared by the Nomination Committee will be mailed to the membership with the notice of the annual meeting. Nominations will also be accepted from the floor the day of the annual membership meeting. Written consent from absent nominees will be required prior to election.
Section 4.4 Duties: The Board of Directors shall have the power to do any acts authorized in these Bylaws on behalf of the membership. General management of the Association's affairs shall be entrusted to the Board of Directors.
Section 4.5 Quorum: A majority of the Board of Directors shall constitute a quorum for the transaction ofbusiness.
Section 4.6 Vacancies: Vacancies in any elective or appointed office may be filled by the President, with the approval of the Board of Directors, until a successor is duly elected.
Section 4.7 Compensation: No compensation shall be paid to the members of the Board of Directors.
Article V - Officers
Section 5.1 President: The President shall:
(a) Preside at all meetings of the members and Board of Directors and act as ex-officio member of all committees;
(b) Appoint such committees and the committee chairman as may be necessary, with the approval of the Board of Directors;
(c) Call such meetings as are herein provided to be called or when requested to do so by ten percent (10%) of the members of the Association;
(d) See that the bylaws and such rules and regulations as may be adopted by the members are properly enforced;
(e) Supervise, generally, the affairs of the Association and report the activities and general progress of the organization to the members.
Section 5.2a 1st Vice-President - Pointing Dogs: The duties of the 1st Vice-President shall be:
(a) to perform the duties of the President in his or her absence or in his or her inability to serve.
(b) to oversee the organizational aspects of all ABDA sponsored events as they relate to Pointing Dogs.
Section 5.2b 2nd Vice-President - Spaniels: The duties of the 2nd Vice-President shall be:
(a) to perform the duties of the President in his or her absence or in his or her inability to serve should the 1st Vice-President not be available to perform such duties.
(b) to oversee the organizational aspects of all ABDA sponsored events as they relate to Spaniels.
Section 5.3 Secretary: The duties of the Secretary shall be:
(a) to conduct the correspondence of the Association and to keep proper records;
(b) to keep the minutes of the meetings of the membership, the meetings of the Board of Directors and mail or otherwise distribute minutes of each quarterly and annual meeting to the members;
(c) to carry out such other duties as may be prescribed by the Board of Directors or membership.
Section 5.4 Treasurer: The duties of the Treasurer shall be:
(a) to collect all moneys due to the Association;
(b) to have the care and custody of and be responsible for the funds of the Association, which shall be deposited in the name of the Association in such bank or places of deposit as the Board of Directors shall designate;
(c) to keep proper books of account, showing the disposition of all funds that may pass through his or her hands;
(d) to make a full report in writing, covering the financial condition of the Association at each quarterly meeting of the Association and an annual report for the fiscal year to be presented at the annual meeting and at such other times as requested by the Board of Directors.
Article VI - Standing Committees
Section 6.1
The Association may have the following standing committees:
(a) Hunt Test Committee: The committee will plan and organize Hunt Tests consistent with the rules and regulations of the American Kennel Club and the directions of the Association. The rules and regulation of the American Kennel Club shall supersede any directions from the Association. The 1st Vice President shall form the Hunt Test Committee for Pointing Dogs. The 2nd Vice President shall form the Hunt Test Committee for Spaniels. Both Vice Presidents may elect to chair the respective Hunt Test Committee or with the approval of the president and the board designate the chair person.
(b) Membership Committee: The Membership Chair shall receive all membership applications and present them for approval at the next meeting. The membership chair then notifies the applicant of their acceptance/rejection to the Association. The membership committee keeps the roll ofall members and sends out requests for membership renewals.
(c) Nominating Committee: The Nominating Committee shall be formed at the quarterly meeting immediately preceding the annual election meeting. The committee's purpose is to identify and nominate eligible candidates for all board positions becoming vacant. The committee shall submit a slate of nominees to the Secretary twenty-five (25) days prior to the annual meeting so as to be included in the mailed meeting announcement.
Section 6.2
In addition to these, the President, with the approval of the Board of Directors, may establish additional committees at any time.
Article VII - Execution of Instruments
Section 7.1
The Board of Directors shall have the power to designate any Board member to sign any check, drafts or money order or to execute any contract, conveyance on behalf of the Association.
Article VIII - Charges for Services and Supplies
Section 8.1
No member, Director or Officer of this Association shall derive any profit from the operation of this Association.
Article IX - Surplus Funds
Section 9.1
This Association may be dissolved at any time by the written consent of not less than two thirds (2/3) of the members.
Section 9.2
Upon dissolution or upon order of this Association, all assets remaining after payment of all indebtedness shall be given and conveyed to a group benefiting dogs.
Article X - Matters not provided for
Section 10.1
Any questions as to the meaning or construction of these Bylaws shall be decided by the Board of Directors. All matters not particularly provided for in these Bylaws shall be controlled by Robert's Rules of Order, Revised.
Article XI - Amendments
Section 11.1
Amendments to the constitution and Bylaws may be proposed by the Board of Directors or by written petition addressed to the Secretary signed by twenty percent (20%) of the membership in good standing. Amendments proposed by such petition shall be promptly considered by the Board of Directors. They must be submitted to the members with recommendations of the Board by the Secretary for a vote at the regular membership meeting following when the petition was received by the Secretary.
Section 11.2
The constitution and bylaws may be amended by a two thirds (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 15 days prior to the date of the meeting.