The Boykin Spaniel Club of Texas
CONSTITUTION AND BYLAWS
ARTICLE I Name and Objects
SECTION 1. The name of the club shall be The Boykin Spaniel Club of Texas
SECTION 2. The objects of the club shall be:
a) to further the advancement of the health and overall wellbeing of the individual Boykin Spaniel and the Boykin Spaniel breed as a whole through dissemination of accurate information to include such topics as appropriate training, general health, genetics, suitable activities and events available for dogs and their owners, breeding and pedigree.
b) to do all in its power to protect and advance the interests of members dedicated to providing ethical care, training and ethical breeding practices for the Boykin Spaniel.
SECTION 3. The club shall not be conducted or operated for profit and 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.
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 objects as outlined in Article VII by a majority vote of club members at the annual meeting of the club or via a majority vote by email. Proposed revisions must be determined in the best interest of forwarding the objects of the club by a majority vote of the board before assignment to a vote before the general membership. Proposals for revision will be entertained and put to the above process only during the month in which the general membership meeting occurs. Proposals for revision shall be presented to the club Secretary via registered mail at least 30 days prior to the date of the annual general membership meeting.
ARTICLE I Membership
SECTION 1. Eligibility and Dues.
There shall be 6 types of membership as described below.
No member may vote whose dues are not paid for the current year. During the month of May the Treasurer shall send to each member a statement of dues for the ensuing year.
While membership is to be unrestricted as to residence, the club’s primary purpose is to be representative of the individuals in its immediate area of Texas and bordering states.
Regular (Individual) — Enjoys all club privileges including the right to vote and hold office. Dues for regular membership shall be 35.00 per year due upon application for membership for new members and June 1st each year for continuing members.
Household — Two (2) adult members residing in the same household, each eligible to vote and hold office. Dues for regular membership shall be 50.00 per year due upon application for membership for new members and June 1st each year for continuing members.
Junior — Open to children under 18 years of age; a non-voting/non-office holding membership which may automatically convert to regular membership at age 18. Dues for junior membership shall be 5.00 per year due upon application for membership for new junior members and June 1st each year for continuing members.
Sponsor — An individual or family who desires to make an additional contribution to sponsor the objects and activities of the club. Enjoys all club privileges including the right to vote and hold office. Sponsoring members are honored in the publications and advertisements of the club. Dues for sponsor membership shall be 100.00 per year due upon application for membership for new sponsor members and June 1st each year for continuing members.
Honorary — An individual who has made significant contributions to the Boykin Spaniel Breed or the Club; honorary members pay no dues and are not eligible to vote, but can maintain regular (or household) membership if they pay dues.
Life — For those individuals who desire to make a one-time contribution of 750.00 to sponsor the objects and activities of the club. This contribution shall serve as the dues of membership for the individual for life. Life members enjoy all club privileges including the right to vote and hold office. Life members are prominently honored in the publications and advertisements of the club.
SECTION 2. Election to 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 of the club. The application shall state the name, address, phone number, email address and occupation of the applicant. Accompanying the application, the prospective member shall submit dues payment for the current year or a onetime Life membership donation.
All applications are to be filed with the Secretary and each application is to be read at the first meeting of the board or emailed to the existing board within 14 days following its receipt. The board members shall submit a vote and the secretary inform the applicant of the outcome within 7 days of receipt of the information in meeting or their email inbox to affirm or deny membership. A majority vote of the board is required to positively affirm membership of an applicant.
The board need not disclose any information other than the result of their vote in the case of a rejection of application for membership. Applicants for membership who have been rejected by the club may reapply after six months following such rejection.
SECTION 3. 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 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. In no case may a person be entitled to vote 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 general membership shall be held annually at the annual spring/summer fun day or as designated by the board at such place as may be designated by the board of directors. Written notice of each such meeting shall be mailed electronically or by post by the Secretary at least 30 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 ten members of the club who are in good standing. Such special meetings shall be held in within the greater Central Texas area or by conference call at such place, 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 mailed electronically or by post by the Secretary at least ten business days and not more than 15 business 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 biannually within the greater central Texas area or via telephone conference call or via video conference at such hour and place as may be designated by the board. The quorum for such a meeting shall be a majority of the board.
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 in central Texas at such place, date, and hour as may be designated by the person authorized herein to call such meeting. Written notice of such meeting shall be mailed electronically or by post by the Secretary at least ten days and not more than 15 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 or via email as determined by the board. Proxy voting will not be permitted at any club meeting or election.
ARTICLE III Directors and Officers
SECTION 1. Board of Directors. The board shall be comprised of the officers and up to 5 other persons (members at large), all of whom shall be members in good standing and all of whom shall be elected for three-year terms at the club’s annual meeting as provided in Article IV and shall serve until their successors are elected or their membership lapses or due to resignation. Failing to maintain membership and/or regular attendance at meetings and events for a period greater than 6 months renders a member's position on the board as terminated. 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.
- The President shall preside at all meetings of the club and of the board, and shall have the duties and powers normally pertinent to the office of President in addition to those
- (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 which a record shall be ordered by the club; shall have charge of the 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, which shall be sent to any member in good standing, upon written request , not more than once every club year, 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 President and Vice President shall be cosigners to this account to allow for smooth operation in instances in which the Treasures is unable to perform duties as outlined in this constitution. The books shall at all times be open to inspection by the board and a report shall be provided to the board every 90 days, and to general membership at every meeting of the condition of the club’s finances and every item of receipt or payment not before reported; and at the annual meeting an accounting shall be rendered of all moneys received and expended during the previous fiscal year. Expenditures over 250.00 must be approved by the board.
- (e) The offices of Secretary and Treasurer may be held by the same person, in which case the board shall be comprised of 3 persons. In such a case and an additional board member at large shall be added to maintain an odd number of board votes.
SECTION 3. Vacancies. Any vacancies occurring on the board or among the offices during the year shall be filled until the next election by a majority vote of the 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 a member of the boards designated by a vote by the board.
ARTICLE IV The Club Year, Annual Meeting, Elections
SECTION 1. Club Year. The club’s fiscal year shall begin on the 1st day of (January) and end on the last day of (December).
SECTION 2. Annual Meeting. The annual meeting shall be held annually at the annual spring/summer fun day or as designated by the board at such place as may be designated by the board of directors. Each election year officers and directors for the ensuing year shall be elected by secret ballot from among those nominated in accordance with Section 4 of this Article during the annual meeting that year or via email ballot meeting. 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.
SECTION 4. Nominations. No person may be a candidate in a club election who has not been nominated. Prior to the annual spring meeting, the board shall select a Nominating Committee consisting of three members and two alternates, not more than two of whom may be a member of the board. The Secretary shall immediately notify the committee- men and alternates of their selection. The board shall name a chairman for the committee and it shall be such person’s duty to call a committee meeting, which shall be held at least 30 business days before the annual meeting.
- (a) The committee shall nominate a candidate(s) 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 or by email.
- (b) Upon receipt of the Nominating Committee’s report, the Secretary shall, at least 2 weeks before the annual spring meeting notify each member in writing of the candidates so nominated.
- (c) No person may be a candidate for more than one position.
- (d) Nominations cannot be made at the annual 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 events, 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. Any member who is suspended from the privileges of a breed registry or club such as The Boykin Spaniel Society, The American Kennel Club or the United Kennel Club may be suspended from the privileges of this club for a like period by a majority vote of the board at a regular or special board meeting.
SECTION 2. Charges. An individual member may prefer charges against another individual member for alleged misconduct prejudicial to the best interests of the club. Written charges with specifications must be filed in duplicate with the Secretary together with a deposit of $500.00, which shall be forfeited if such charges are not sustained by the board following a hearing. Written charges must be filed within 10 days of the complainant’s knowledge or witness of the alleged misconduct. 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 interests 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 and the specifications to the accused member by registered mail together with a notice of the hearing and an assurance that the defendant may personally appear in his/her own defense and bring witnesses if he/ she wishes.
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. Should the charges be 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 privileges of the club for not more than one year 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/her 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 4. Expulsion. Permanent 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/her 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/her own behalf if he/she wishes. The members shall then vote by secret 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 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 30 percent of the membership in good standing. The members of the club shall adopt and may from time to time revise such bylaws as may be required to carry out these objects as outlined in by a majority vote of club members at the annual meeting, a majority vote of the board, or via a majority vote of club members by email. Proposed revisions must be determined in the best interest of forwarding the objects of the club by a majority vote of the board before assignment to a vote before the general membership. Proposals for revision will be entertained and put to the above process only during the month in which the general membership meeting occurs. Proposals, including petition as described above, for revision shall be presented to the club Secretary via registered mail at least 30 days prior to the date of the annual general membership meeting.
SECTION 2. Proposals for revision will be entertained and put to the above process only during the month in which the general membership meeting occurs. Proposals, including petition as described above, for revision shall be presented to the club Secretary via registered mail at least 30 days prior to the date of the annual general membership meeting and mailed to each member at least two weeks prior to the date of the meeting or email voting period as assigned by the board.
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 good standing. 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 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:
Roll Call , Minutes of last meeting Report of President , Report of Secretary, Report of Treasurer, Reports of committees Election of officers and board (at annual meeting) Election of new members, Unfinished business, New business, 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:
Reading of minutes of last meeting Report of Secretary , Report of Treasurer, Reports of committees
Unfinished 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 of the club.