GREATER LOUISVILLE GOLDEN RETRIEVER CLUB, INC.
LOUISVILLE, KENTUCKY
CONSTITUTION AND BY-LAWS
ARTICLE I
NAME AND OBJECTIVES
SECTION 1. The name of the Club shall be Greater Louisville Golden Retriever Club, Inc.,
and hereinafter in this document will be referred to as the Club, and references
will be capitalized.
SECTION 2. The objectives of the Club shall be:
(A) To encourage and promote quality in the breeding of purebred Golden Retrievers 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 Golden Retrievers shall be judged.
(C) To do all in its power to protect and advance the interests of the breed by encouraging sportsmanlike competition at specialty shows and performance events.
(D) To conduct sanctioned matches, specialty shows and performance events under the rules and regulations of the American Kennel Club.
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 By-Laws as may be required to carry out these objectives.
ARTICLE II
MEMBERSHIP
SECTION 1. ELIGIBILITY. There shall be several types of membership 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.
Types of membership include, Regular (Individual), in which the member enjoys all Club privileges including the right to vote and hold office and Household (Family), in which two adult members residing in the same household are each eligible to vote and hold office.
A Junior membership shall also be offered, open to children under eighteen (18) years of age; this is a non-voting/non-office holding membership which may automatically convert to regular membership at age eighteen (18). At its discretion, the Club may bestow an Honorary Membership to an individual who has made significant contributions to the Club; honorary members pay no dues and are not eligible to vote, but can maintain regular (or household) membership if they pay dues.
At its discretion, the Club may also bestow Life Membership on individuals who have been members for a long period of time and made significant contributions to the Club over the years. Life members pay no dues but are eligible to vote and hold office.
While membership is to be unrestricted as to residence, the Club’s primary purpose is to be representative of the breeders and exhibitors in its immediate area.
SECTION 2. DUES. Dues shall not exceed $45.00 per year for Individual and $50.00 per year for Family. Dues are payable on or before the first day of January of each year. No member may vote whose dues are not paid for the current year. Dues for new members who have applied to join the Club in July or later shall be one-half of the annual dues amount. New members received in November shall pay the total amount of annual dues for the following year and their membership shall be effective the first day of the new year, providing all requirements of membership have been fulfilled.
During the month of November, the Treasurer shall send to each member a statement of dues for the ensuing year. Changes to annual membership dues shall be determined from time to time by the Membership of the Club. Any changes to membership dues require a simple majority vote of the membership.
SECTION 3. 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 these Constitution and By-Laws and the rules of the American Kennel Club. Accompanying the application, the prospective member shall submit his dues payable for the current year.
All applications are to be filed with the Secretary and Treasurer, and each application is to be read at the first meeting of the Club following its receipt. At that Club meeting, the applications will be voted upon and an affirmative vote of two-thirds (2/3) vote of the members present shall be required to elect the applicant.
Applicants for membership who have been rejected by the club may reapply within six months after such rejection.
SECTION 4. TERMINATION OF MEMBERSHIP. Membership 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 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 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 VII, section 4 of these By-Laws.
(D) A former member who has had his membership terminated for non-payment of dues may re-apply in the manner of a new member and after making a payment of the current year’s dues as owed by him to the Club.
ARTICLE III
MEETINGS AND VOTING
SECTION 1. CLUB MEETINGS. Meetings of the Club shall be held bi-monthly if possible, in the Greater Louisville, Kentucky area at such hour and place as designated by the Board of Directors. Written and/or email notice of each such meeting shall be sent by the Secretary at least ten (10) days prior to the date of the meeting. The quorum for such meetings shall be 20 percent of the members in good standing plus a majority of the Board.
SECTION 2. SPECIAL GENERAL CLUB MEETINGS. Special General 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 (5) members of the Club who are in good standing. Such special meetings shall be held in the Greater Louisville, Kentucky area at such place, date and hour as designated by the person or persons authorized herein to call such meetings. Written and/or email notice of such a meeting shall be sent by the Secretary at least five (5) days and not more than fifteen (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. The quorum for such a meeting shall be 20 percent of the members in good standing plus a majority of the Board.
SECTION 3. BOARD MEETINGS. Meetings of the Board of Directors shall be held bi-monthly if possible, in the Greater Louisville, Kentucky area at such hour and place as designated by a majority vote of the entire Board. Written and/or email notice of each such meeting shall be sent by the Secretary at least five (5) days prior to the date of the meeting. The quorum for such a meeting shall be a majority of the board.
SECTION 4. SPECIAL BOARD MEETINGS. Special Board meetings may be called by the President; and shall be called by the Secretary upon receipt of a written request signed by at least three (3) members of the Board. Such special meetings shall be held in the Greater Louisville, Kentucky area at such place, date, and hour as designated by the person authorized herein to call such meeting. Written and/or email notice of such meeting shall be sent by the Secretary at least five (5) days and not more than ten (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. 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 (1) vote at any meeting of the Club at which he is present. Proxy voting will not be permitted at any Club meeting or election.
ARTICLE IV
DIRECTORS AND OFFICERS
SECTION 1. BOARD OF DIRECTORS. The Board shall be comprised of the President, Vice-President, Secretary, Treasurer, and five (5) other persons, 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 2. OFFICERS. The Club’s officers, consisting of the President, Vice-President, Secretary, and Treasurer, shall be elected for one-year terms by the membership at the Club’s annual meeting as provided in Article V, and 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 the Board, and shall have the duties and powers normally appurtenant to the office of President in addition to those particularly specified in these By-Laws.
(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. He shall other-wise assist the President in any way deemed necessary for the benefit of the Club.
(C) The Secretary shall keep a record of all meetings of the Club and the Board and of all matters of which a record shall be ordered by the Club; 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, furnish by email to the members and by regular mail for those who do not have such service minutes of the general membership meetings and of the Board of Directors meetings, and carry out such other duties as are prescribed in these By-Laws.
(D) The Treasurer shall collect and receive all monies due or belonging to the Club. Monies 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; and at the annual meeting an accounting shall be rendered of all monies received and expended during the previous fiscal year. Any expenditures by the Treasurer will be decided by a majority vote of the Board.
(E) The offices of Secretary and Treasurer may be held by the same person.
SECTION 3. VACANCIES. Any vacancies occurring on the Board or among the offices during the year shall be filled until the next annual election by the majority vote of all 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. Any Officer or Board member shall, upon resigning from said position, tender a resignation in writing to the Secretary of the Club.
ARTICLE V
THE CLUB YEAR, ANNUAL 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. The Club’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.
SECTION 2. ANNUAL MEETING. The annual meeting shall be held in the month of November. Officers and Directors for the ensuing year will be declared elected at the meeting and shall take office immediately upon conclusion of the annual meeting. Each retiring Officer shall turn over to his successor in office all properties and records related to that office within thirty (30) days after the election.
SECTION 3. ELECTIONS. The election of Officers shall take place at the Club’s annual meeting. The nominated candidate receiving the greatest number of votes for any office or Board position shall be declared elected. In the event there is more than one candidate for an office or Board position, voting by secret ballot will be required. The nominated candidate receiving the greatest number of votes for each office shall be declared elected. If no candidate is nominated to oppose the Nominating Committee’s slate of candidates, then the slate of candidates shall be declared elected.
SECTION 4. NOMINATIONS. No person may be a candidate in a Club election who has not been nominated in accordance with these By-Laws. During the month of July, the Board shall select a Nominating Committee consisting of three (3) members of which one (1) shall be a member of the Board. The Secretary shall immediately notify the committee of their selection. The Board shall name a chairperson for the committee, and it shall be such person’s duty to call a committee meeting.
(A) The committee shall nominate one (1) candidate for each office and position on the Board and, after securing the consent of each person so nominated, shall immediately report their nominations to the Secretary in writing. If the office of Secretary/Treasurer is a combined position, only one (1) name shall be submitted.
(B) Upon receipt of the Nominating Committee’s report, the Secretary shall, on or before September 1st, notify each member in the Club in writing or by email of the candidates so nominated.
(C) Additional nominations may be made at the September General Membership meeting by any member in good standing and in attendance, provided that the person so nominated does not decline when their name is proposed, and further provided that if the proposed candidate is not in attendance at the meeting, his Nominator shall present to the Secretary a written statement from the proposed candidate signifying willingness to be a candidate. No person may be a candidate for more than one position, with the exception of the office of Secretary/Treasurer which may be a combined position. Nominations will be closed at the conclusion of the September General Membership meeting. Following this meeting the Secretary shall notify each member in the Club in writing or by email of the candidates so nominated.
(D) Nominations cannot be made at the annual meeting in November or in any other manner other than as provided in this Section.
ARTICLE VI
COMMITTEES
SECTION 1. The Board may each year appoint standing committees to advance the work of the Club in such matters as specialty shows, obedience trials, trophies, annual prizes, membership, and other areas 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, as deemed necessary, 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 VII
DISCIPLINE
SECTION 1. AMERICAN KENNEL CLUB 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. CHARGES. An individual member may prefer charges against another individual member for alleged misconduct prejudicial to the best interests of the Club or the breed. Only written charges with specifications must be filed in duplicate with the Secretary together with a deposit of $25.00 that 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 the next Board meeting, and the Board shall first consider by majority vote whether the actions alleged in the charges, if proven, might constitute conduct prejudicial to the best interests of the Club or breed. If the Board considers that the charges do not constitute conduct that would be prejudicial to the best interests of the Club or breed, 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 (3) weeks nor more than six (6) weeks thereafter. The Secretary shall promptly send by registered mail with return receipt requested, one copy of the charges to the accused member together with a notice of the hearing and notice of the hearing to the member making the accusations. The notice shall assure both parties they may appear at the hearing and bring witnesses, if they wish. The Board has the discretion to decide the format of the hearing and shall inform all parties involved.
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 no more than six (6) 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 cases, 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 findings shall be put in written form and filed with the Secretary. The Secretary, in turn, shall notify each of the parties in writing, 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 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 sixty (60) days but not earlier than thirty (30) days after the date of the Board’s recommendation of expulsion. At that Club meeting, 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 findings and recommendation, and shall invite the defendant, if present, to speak in his own behalf, if he wishes. The Club shall then vote by secret ballot on the proposed expulsion. A two-thirds (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 VIII
AMENDMENTS
SECTION 1. Amendments to the Constitution and By-Laws 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 (3) months of the date when the petition was received by the Secretary.
SECTION 2. The Constitution and By-Laws may be amended by a two-thirds (2/3) vote of the members present and in good standing at any regular or special meeting called for that purpose, provided the proposed amendments have been included in the notice of the meeting and mailed or sent by email to each member at least two (2) weeks prior to the date of the meeting.
ARTICLE IX
DISSOLUTION
SECTION 1. The Club may be dissolved at any time by the written consent of not less than two-thirds (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 non-profit organization selected by the Board of Directors for the benefit of dogs.
ARTICLE X
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 the last meeting
Report of the President
Report of the Secretary
Report of the Treasurer
Report of the Committees
Election of the Officers and Board (at the 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:
Minutes of the last meeting
Report of the Secretary
Report of the Treasurer
Report of the Committees
Unfinished Business
New Business
Adjournment
ARTICLE XI
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 By-Laws and any other special rules of order the Club may adopt.
GLOSSARY
(For terms not already herein described)
Member in good standing — An individual who is not suspended by the American Kennel Club or the Club and whose dues for the year are paid.
Reprimand — A written warning to a member after charges have been filed in accordance with the By-Laws, and it is determined that the member’s conduct was not severe enough to warrant a suspension or a recommendation for expulsion.
Notices — All Club notices may be sent either via the US Postal Service or email in accordance with current American Kennel Club policy.
Vote on By-Law Amendments — After amendments are voted upon, the Club must provide the American Kennel Club with the number of members in good standing, the date of the vote, and the number who voted for and against. A copy of the revised document must be submitted to the American Kennel Club as soon as it is printed.
Revised – May 17, 2015