About the FCRSA
ARTICLE I. NAME AND OBJECTS
Section 1. In recognition of our mutual aims and the esteem and good will we hold for the Flat-Coated Retriever Society in England, the name of this Society shall be the Flat-Coated Retriever Society of America, Inc.
Section 2. The Objects of the Society shall be:
Section 3. The Society shall not be conducted or operated for profit and no part of any profits or remainder or residue from dues or donations to the Society shall inure to the benefit of any member or individual.
Section 4. The members of the Society shall adopt and may from time to time revise such by-laws as may be required to carry out these objects.
ARTICLE I. MEMBERSHIP
Section 1. Eligibility
There shall be five types of membership open to persons who are in good standing with the American Kennel Club and who subscribe to the purposes of this club.
Candidates for Regular or Junior membership shall not be considered members until their names have been published in the Newsletter and the Board of Directors has approved the application.
The words, "member", "all members", or "membership" , used herein shall refer to every member except where such is in conflict with Section 1, in which case Section 1 shall have precedence.
Section 2. Dues
Membership dues shall be payable on or before the first day of April of each year. Annual membership dues shall be recommended by the Board of Directors and voted on at the Annual Meeting. No member may vote whose dues are not paid for the current year. During the month of February, the Recording Secretary shall send to each member a statement of his dues for the ensuing year.
Annual membership dues shall be recommended by the Board of Directors and voted on at the Annual Meeting. No member may vote whose dues are not paid for the current year. The Recording Secretary shall send to each member a statement of his dues for the ensuing year six weeks before the member's dues date.
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 the Society's Constitution and By-Laws and the rules of The American Kennel Club. The application shall state the name, address, telephone number, occupation and age (if under 18) of the applicant. The application shall carry the endorsement of one member in good standing. Accompanying the application, the prospective member shall submit dues payment for the current year.
The Membership Secretary shall send out dated copies of the application to all Directors. The applicant's names will be published in the Newsletter. Current members may contact Directors concerning the published prospective members. Within one (1) month of the date of the Newsletter's publication, the Membership Secretary shall take a vote on the prospective members.
Applicants may be elected by secret ballot at any meeting of the Board of Directors or by secret ballot of the Directors by mail. Affirmative votes of 2/3 of the Directors present at a meeting of the Board, or of 2/3 of the entire Board voting by mail, shall be required to elect an applicant.
An application which has received a negative vote by the Board may be presented by the applicantís endorser at the next meeting of the Society and the Society may elect such applicant by secret ballot and a favorable vote of 75% of the members present.
Section 4. Membership Status
A member in debt to the Society for a period of over ninety days shall be considered a member not in good standing and all privileges of the Society will be withheld. To restore membership in good standing, all debts including any related expenses incurred by the Society, are to be paid in full.
Section 5. Termination of Membership
Memberships may be terminated:
ARTICLE II MEETINGS
Section 1. Annual Meeting
The Annual Meeting of the Society shall be held in April, May or June in connection with the Society's Specialty Show, at a place, date and hour designated by the Board of Directors. Written notice of the Annual Meeting shall be mailed by the Recording Secretary to each member at least thirty days prior to the date of the meeting. The quorum for such a meeting shall be 10% of the Regular (voting) members in good standing.
Section 2. Special Society Meetings
Special Society meetings may be called by the President or by a majority vote of the members of the Board who are present at a meeting of the Board or who vote by mail, or by the Recording Secretary upon receipt of a petition signed by 10% of the Regular (voting) members of the Society who are in good standing. Such meeting shall be held at such place, date and hour as may be designated by the Board of Directors. Written notice of such a meeting shall be mailed by the Recording Secretary at least fourteen days and not more than thirty days prior to the meeting. The notice of the meeting shall state the purpose of the meeting and no other Society business may be transacted. The quorum for such a meeting shall be 10% of the Regular (voting) members in good standing.
Section 3. Board Meetings
Meetings of the Board of Directors shall be held at such times and places as are designated by the President or by a majority vote of the entire Board Written notice of each such meeting shall be mailed by the Recording Secretary to each member of the Board at least fourteen days prior to the date of the meeting. The quorum for a Board meeting shall be a majority of the Board voting in person or by mail, FAX, E-Mail or telephone conference call.
Section 4. Specialty Board Meetings
The Board of Directors shall hold at least one meeting in conjunction with the Specialty Show. This meeting shall be held following the Annual Meeting and the newly elected Officers and Directors shall attend.
Section 5. Action by Mail, Fax, E-Mail or telephone conference call
The Board of Directors may conduct its business by mail, FAX, E-Mail or telephone conference call through the secretary. Items voted upon by telephone conference call must be confirmed in writing within 7 days.
ARTICLE III. DIRECTORS AND OFFICERS
Section I. Board of Directors
The Board shall be comprised of the President, Vice President, Recording Secretary, Membership Secretary, Treasurer and four other persons, all of whom shall be members in good standing who are residents of the United States. They shall be elected at the Society's Annual Meeting as provided in Article IV, and shall serve until their successors assume office on July I. General management of the Society's affairs shall be entrusted to the Board of Directors.
The Officers and two directors shall be elected for two year terms, and two directors shall be elected for one year terms as provided in Article IV, and shall serve until their successors are elected. In alternating years, the retiring President shall serve a one year term as a voting member of the Board.
Section 2. Officers
The Society's Officers, consisting of the President, Vice President, Recording Secretary, Membership Secretary and Treasurer, shall serve in their respective capacities both with regard to the Society and its meetings and the Board and its meetings. The Officers' terms shall be for two years.
Section 3. Delegate to the American Kennel Club
The Delegate to the American Kennel Club shall be elected to a two-year term. The Delegate shall be a member in good standing in the Society and in the American Kennel Club, and may but does not have to be a member of the Board of Directors. Upon election, the Recording Secretary shall submit the Delegate's application to become a delegate to the American Kennel Club.
Section 4. Vacancies
ARTICLE IV. THE CLUB YEAR, VOTING, NOMINATIONS, ELECTIONS
Section 1. Club Year
The Society's fiscal year shall begin on first day of January and end of the thirty-first day of December.
The Society's official year shall begin July 1 and shall continue through June 30. The elected Officers and Directors shall take office July 1 and each retiring Officer shall turn over to his successor in office all properties and records relating to that office within thirty days after they take office.
Section 2. Voting
At the Annual Meeting or at a special meeting of the Society, voting shall be limited to those members in good standing who are present at the meeting, except for the annual election of Officers and Directors, delegate to The American Kennel Club, and amendments to the Constitution and By-Laws and the Standard of the Breed which shall be decided by written ballot cast by mail. Voting by proxy shall not be permitted. The Board of Directors may decide to submit other specific questions for decision of the members by written ballot cast by mail. Each Regular membership shall have one vote. In no case may a person be entitled to vote on any Society matter whose dues have not been received and recorded prior to the vote.
Section 3. Annual Election
The election of Officers and Directors and Delegate to the American Kennel Club, who may but need not be a Director or Officer of the club, shall be conducted by secret ballot. Ballots to be valid must be received by the Secretary (or independent professional firm designated by the Board) prior to the Annual Meeting. Ballots shall be counted by three inspectors of election who are members in good standing and neither members of the current Board nor candidates on the ballot (Provided, however, that the Board may designate an independent professional firm to send, receive and count the ballots apart from the Annual Meeting).
The nominated candidate receiving the greatest number of votes for each office shall be declared elected. If any nominee, at the time of the meeting, is unable to serve for any reason, such nominee shall not be elected and the vacancy so created shall be filled by the new Board of Directors in the manner provided by Article Ill, Section 5.
If no valid additional nominations are properly received, the Nominating Committee's slate shall be declared elected.
Section 4. Nominations and Ballots
No person may be candidate in a Society election who has not been nominated in accordance with these By-Laws. A Nominating Committee shall be chosen by the Board of Directors twenty-two weeks before the Annual Meeting. The Committee shall consist of five members from different areas of the United States and two alternates, all members in good standing, no more than one of whom may be member of the current Board of Directors. The Board shall name a Chairman for the Committee. The Nominating Committee may conduct its business by mail.
ARTICLE V. COMMITTEES
Section I. The Board may each year appoint standing committees to advance the work of the Society in such matters as dog shows, obedience trials, field 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 service has been terminated.
ARTICLE VI. 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 Society for a like period.
Section 2. Charges
Any member may prefer charges against a member or a local member club for alleged misconduct prejudicial to the best interests of the Society or the breed. Written charges with specifications must be filed in duplicate with the Recording Secretary together with a deposit of $20.00 which shall be forfeited if such charges are not sustained by the Board or a Committee following a hearing. The Recording 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 or the breed. If the Board considers that the charges do not allege conduct which would be prejudicial to the best interests of the Society or of the breed, it may refuse to entertain jurisdiction. If the Board entertains jurisdiction of the charges, it shall fix a date of a hearing by the Board or a Committee of not less than three members of the Board, not less than three weeks nor more than six weeks thereafter. The Recording Secretary shall promptly send one copy of the charges 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 or its own defense and bring witnesses if he/she or it wishes.
Section 3. Board Hearing
The Board or Committee 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 or Committee may, by a majority vote of those present, suspend the defendant from all privileges of the Society for not more than six months from the date of the hearing, unless the suspension is coupled with a recommendation for expulsion, in which case the suspension may be effective until the next Annual Meeting, even if that will occur after six months. 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 Society meeting which considers the recommendation of the Board or Committee. Immediately after the Board or Committee has reached a decision, its findings shall be put into written form and filed with the Recording Secretary. The Recording Secretary, in turn, shall notify each of the parties of the decision and penalty, if any.
Section 4. Expulsion
Expulsion of a member from the Society may be accomplished only at the Annual Meeting of the Society following a hearing and upon the recommendation of the Board or Committee as provided in Section 3 of this Article. The defendant shall have the privilege of appearing in his/her or its own behalf, though no evidence shall be taken at this meeting. The President shall read the charges and the findings and recommendations and shall invite the defendant, if present, to speak in his or its own behalf. The meeting shall then vote by secret written ballot on the proposed expulsion. If expulsion is not so voted, the suspension shall stand. A 2/3 vote of those present at the Annual Meeting shall be necessary for expulsion.
ARTICLE VII. AMENDMENTS
Section 1. Amendments to the Constitution and By-Laws and to the Standard for the Breed may be proposed by the Board of Directors or by written petition addressed to the Recording Secretary signed by 20% 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 Recording Secretary for a vote within three months of the date when the petition was received by the Recording Secretary.
Section 2. The Constitution and By-Laws and the Standard for the Breed may be amended at any time provided a copy of the proposed amendment has been mailed by the Recording Secretary to each member in good standing on the date of the mailing, accompanied by a ballot on which he may indicate his choice for or against the actions to be taken. The notice shall specify a date not less than thirty days after the date of the mailing by which date the ballots must be returned to the Recording Secretary to be counted. The favorable vote of 2/3 of the members in good standing who return valid ballots within the time limit, shall be required to effect any such amendment.
Section 3. No amendment to the Constitution and By-Laws (or to the Standard for the Breed) that is adopted by the Society shall become effective until it has been approved by the Board of Directors of The American Kennel Club.
ARTICLE VIII. DISSOLUTION
Section 1. The Society 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 Society, other than for purposes of reorganization, whether voluntary or involuntary, or by operation of law, none of the property of the Society, nor any proceeds thereof, nor any assets of the Society shall be distributed to any members of the Society, but after payment of the debts of the Society, 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 Society, the order of business so far as the character and nature of the meeting may permit, shall be as follows:
Section 2. At meetings of the Board, the order of business, unless otherwise directed by majority vote of those present, shall be as follows:
Section 3. The rules contained in Roberts Rules of Order Newly Revised shall govern the Society in all cases to which they are applicable when not inconsistent with these By-Laws or any special rules of order the Society may adopt.
Copyright © 1999, Flat-Coated Retriever Society of America, Inc.