Constitution & By Laws
Modified 10/18/2012:
=== CONSTITUTION ===
ARTICLE 1
The name of this club shall be The Western Reserve Poodle Club.
ARTICLE 2
The purposes for which this Club has been formed are to create, foster, and promote interest in Poodles by encouraging responsible breeding, in accordance with the standard set by The Poodle Club of America, Inc., and to the end that such standard and qualities of the Breed be better known and the interests of the Breed advanced; to encourage the exhibition of Poodles in conformation, companion and performance events, the introduction of Poodles into as many fields as possible, maintaining among our members the highest spirit of cooperation and devotion to the principles of good sportsmanship, and to conduct sanctioned and licensed specialty and obedience shows and matches under the rules of The American Kennel Club.
=== BY-LAWS ===
ARTICLE 1 MEMBERSHIP
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Section 1. INDIVIDUAL REQUIREMENTS
Any person having bred, exhibited, or judged Poodles, or owning a Poodle, or has a sincere interest in the breed or a member of his/her immediate family, and being in good standing with The American Kennel Club, may apply for membership in this Club. No person who places or accepts dogs for sale in a pet shop, auctions, raffles or is involved in cross-breeding of poodles with other breeds may be a member of this Club.
Section 2. MEMBERSHIP APPLICATION
A.) All applications for individual membership shall be made on the Club’s official application forms which shall provide that applicant agrees to abide by The Western Reserve Poodle Club Constitution and By-Laws and the code of ethics. The applicant shall state his/her name, address, and occupation on the application form. The applications shall be endorsed in writing by two (2) or more members in good standing. No member of the Club shall endorse more than four (4) applicants for membership in any one (1) year; and any application violating this provision of these By-Laws shall not be considered by the Membership Committee or the Board.
B.) A prospective member, after attending two meetings/events, shall submit the application to the Membership Committee, who shall investigate and report thereon to the Board of Governors. The Board of Governors will review such application and present its recommendation to the membership for the first reading at the next regular meeting. Membership applicant names may be posted on clubs website. Comments shared by confidentially addressed to the membership committee. Any objections by the membership, to such applicant becoming a member, should be presented to the Board of Governors prior to the next meeting.
C.) The second reading shall occur at the next regular meeting/event following the first reading. Immediately following the second reading, a majority vote of the members in attendance shall be required to elect an applicant to membership. No applicant who has been rejected may again be
considered at any meeting held within twelve months after the date of the last rejection. Any applicant rejected shall have dues payment refunded. A new member is entitled to all privileges of the Club, immediately after being elected to membership.
Section 3 RENEWAL OF MEMBERSHIP
Any member who had chosen not to renew, except in those cases on non-payment of dues, and is in good standing with The American Kennel Club, is welcome to return to full membership within three years. The previous member must fill out a current membership application, attend a minimum of one WRPC meeting/event and pay their dues.
Section 4. RESIGNATION
Any member may withdraw from the Club by written resignation to the Corresponding Secretary. Such resignation shall be presented to the Board of Governors at the first meeting following its receipt.
Section 5. DISCIPLINE
A.) SUSPENSION – Any member suspended from The American Kennel Club shall automatically be suspended from this Club for a like period.
B.) CHARGES – The Board of Governors shall, each year, appoint a Grievance Committee, consisting of three members who are not Governors, which shall hear all charges against any member. All such charges shall be submitted to the Board, in writing, and signed and immediately upon filing of such charges against any member, the Corresponding Secretary shall send a copy of the charges, together with notice of hearing, to such member, regular U.S. mail to the last known address. No hearing of charges shall be held until at least two (2) weeks have elapsed from the date of the mailing of the charges to that member.
C.) HEARING – The Grievance Committee shall have complete authority to decide whether counsel may attend the hearing, but both the complainant and defendant shall be treated uniformly in that regard. The member against whom charges have been made, may appear before such Grievance Committee to defend ones self and may produce witnesses if so desired. The member and witnesses shall be given full opportunity to be heard. No charges shall be heard unless the complainant appears, with or without witnesses, to provide evidence of such charges.
In the case of charges against a member who is not a Governor, the Grievance Committee shall report its findings and recommendations to the Board of Governors; the Board shall thereafter have the power,
by a two-thirds (2/3) vote by secret ballot of the Board members present and voting, to suspend such member, or to put such member on probation, or recommend expulsion to the membership.
D.) CHARGES AGAINST A MEMBER OF THE BOARD OF GOVERNORS –
In the case where charges are brought against a member of the Board of Governors, the Grievance Committee shall report its findings and recommendations to the membership who, by a vote of two-thirds (2/3) by secret ballot of the members present at a regular meeting or a meeting called for that purpose, may suspend or expel such Governor from club membership, may remove such Governor from office, or put such Governor on probation.
E.) APPEAL – Any member who has been suspended or put on probation by the Board of Governors may appeal to the membership; such appeal must be filed with the Recording Secretary within ten (10) days after the action of the Board of Governors; the membership may, by a vote of two-thirds (2/3) by secret ballot of the members present at a meeting called for such purpose, sustain the action of the Board of Governors, reinstate such member, or expel such member. Such member is to be notified by regular mail of the Board’s and/or Club’s action.
ARTICLE 2 DUES
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The annual dues shall be collected prior to election each year. Dues notice shall be sent by regular U.S. mail. All membership dues are non-refundable.
New applicant’s dues shall be submitted with the application. These dues shall be deposited immediately and refunded if application is rejected. Dues are due the first day of November, except that the dues paid by new members accepted after August 1 shall carry to October 31 of the following year. (Example: August 1, 1992 through October 31, 1993) No member may vote or be elected to the Board of Governors whose dues or bills are not paid as of the date of the election meeting.
The Treasurer shall notify any member whose dues are not paid within 30 days of the 1st of November, and failure to pay within 30 days of such notice shall result in suspension from the Club, but the Board may grant an additional period of grace in meritorious cases.
Reinstatement of suspended member shall follow the same procedure as a new application, except that if termination was due to lapsed dues, application may not be submitted within six (6) months from the date of the previous termination.
ARTICLE 3 MEETINGS
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Section 1. REGULAR MEETINGS
The Western Reserve Poodle Club shall meet a minimum of six meetings per year. Meeting will be held on the third Wednesday of the month. Written/e-mailed notice of each meeting shall be mailed to members by the Corresponding Secretary at least five (5) days prior to the date of the meeting.
The regular meeting date may be altered or a scheduled regular meeting canceled by vote of two-thirds (2/3) of members present and voting at any prior regular meeting, or upon orders of the President.
Section 2. SPECIAL MEETINGS
Special Meetings of the membership may be called by the President upon written request of ten (10) members; such request shall state the reason by regular U.S. mail or e-mail. Notice of any special meeting of the membership shall be sent to all members at least ten (10) days before the special meeting. No other business than that specified in the notice shall be transacted at any special meeting.
Section 3. QUORUM
Two-thirds (2/3) of the members present and voting shall constitute a quorum at any meeting of the membership.
Section 4. VOTING
Each member of the Club shall be entitled to one vote, which must be cast in person. There shall be no proxy voting. Mail or e-mail voting shall be permitted for the purpose of such opinion polls as promulgated by The Board of Governors. In the event of a secret ballot to be held aside in case of a tie, all ballots for each issue shall be tallied, placed in a separate envelope and signed by the Tellers and turned over to the Recording Secretary to be held until the close of the next regular meeting.
Section 5. ORDER OF BUSINESS
The order of business at all regular meetings of the Club and The Board of Governors shall be as follows:
1. Approval of minutes of the last regular meeting as e-mailed to the membership.
2. Reading of the minutes of the last Board of Governors meeting.
3. Reports of Officer and Committees.
4. Unfinished Business.
5. Elections.
6. New Business.
7. Adjournment.
ARTICLE 4 BOARD OF GOVERNORS
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Section 1. NUMBER
All affairs, business, government, and general management of the Club shall be vested in a Board of Governors which shall be nine (9) in number, consisting of the President, Vice-President, Corresponding
Secretary, Recording Secretary, Treasurer, and four members at large.
Section 2. ELECTION
A.) METHOD AND TERM OF OFFICE – The Board of Governors shall be elected by the membership at the November meeting. Each year three members shall be elected for a term of three (3) years. All officers shall be elected for a term of one year.
B.) ELECTION – All elections shall be by secret written ballot and a plurality vote of members present and voting shall be required to elect. There shall be no mail or proxy voting.
C.) OFFICERS OF THE CLUB – The officers of the Club, who shall be the officers of the Board of Governors, shall be elected by the members in the order indicated in Section 1 of Article 4. The officers shall be selected from the Board of Governors.
D.) TAKING OFFICE – The Elected officers shall begin their term of office at the beginning of the fiscal year, except the Treasurer will begin their term of office after the close of the audit.
E.) ELIGIBILITY – A Member to be eligible for The Board of Governors must have attended a majority of the Regular meetings of the previous fiscal year. To be eligible for election to The Board of Governors, a member shall have been a member in good standing of the Club for one (1) year. Nominees should be present to accept the nomination, but letters or e-mails of acceptance will be permitted.
Section 3. POWERS AND DUTIES
The government and management of the Club shall be vested in the Board of Governors, by approval of the membership of the Club. The Board of Governors shall have the power and duty to supervise
all activity pertaining to the Club; from time to time appoint such Committees as in the judgment of the Board may be necessary to facilitate and carry out the objectives and business of the Club, which Committees shall be in addition to the standing Committees provided for in these By-Laws; fill any vacancy in the Board of Governors or in any office except that of President until the next election meeting.
Section 4. MEETINGS
A.) An organizational board meeting should be called by the President-elect and held during the month of January. This will be the first meeting over which he/she presides.
B.) The board will meet concurrently with the regular meeting. The president may call a special meeting as needed.
C.) Special meetings may be held at the call of the President or at the written request of four (4) Board members. Reason for such meeting shall be embodied in the call for such meetings, and no other business may be transacted. Whenever possible, five (5) days notice should be given to members, and the time, date, and place shall be set forth in the notice.
D.) Any Governor whosoever shall be absent from three (3) meetings in any one fiscal year without valid reason presented and acceptable to a majority of the Governors, shall be removed from office as a Governor and another member appointed until the November meeting and elections.
ARTICLE 5 OFFICERS
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Section 1. DUTIES
A.) PRESIDENT – The President shall preside at all meetings of the membership and of the Board of Governors. The President shall be a member ex-officio of all Committees except the Nominating Committee.
B.) VICE-PRESIDENT – In the case of the death of the President, or the President’s absence, the Vice-President shall perform the duties of the President. The Vice-President shall also preside if the President is unable to do so for any reason whatsoever.
C.) CORRESPONDING SECRETARY – The duties of the Corresponding Secretary are as follows:
(1) Have charge of the Club’s correspondence.
(2) All correspondence will be done by regular U.S. mail or e-mail unless stipulated differently.
(3) Issue notice of all regular and special meetings of the Club and the Board of at least five (5) days prior to the date of the meeting.
(4) Notify new members of their elections.
(5) Notify Committee appointees of their appointments.
(6) Shall give aid and cooperate with other officers and the show Chairman as required.
(7) Serve on the Membership Committee.
(8) Maintain a record of membership and furnish members with a list of membership yearly.
D.) RECORDING SECRETARY – The duties of the Recording Secretary are as follows:
(1) Keep and read the minutes of all proceedings of the Club and the Board of Governors unless the minutes are mailed to the membership.
(2) Keep a record of attendance of the members of the Club.
(3) Provide sign-in sheets and attendance tally to chairman of Nominating Committee at the time of their appointments.
(4) Notify tellers of number of votes required to pass any issue.
(5) Responsible for keeping tallied and signed ballot envelopes until the end of the next regular meeting after voting has occurred.
E.) TREASURER – The Treasurer shall keep an itemized account of all funds received and expended in a ledger. The Treasurer shall render an account of all receipts and disbursements at the meetings of the
Board of Governors and the membership and shall prepare an annual statement at the end of the fiscal year, such statement to be audited by the Auditing Committee. In addition to preparing an annual statement, all books including (1) the ledger, (2) bank check book, (3) bank deposit book, (4) reconciled bank statements for the year shall be submitted to the Auditing Committee for audit. These records
shall be available upon request of any member of the Board of Governors. The Treasurer shall mail bills for annual dues and issue receipts if requested. The Treasurer shall receive and deposit the funds of the Club in a bank designated by the Board of Governors in an account in the name of the Club and also shall be custodian of such books and records of the Club as pertain to the office of Treasurer. He/she shall cooperate at all times with the Secretary in the performance of those duties. The Treasurer shall be bonded in an amount set by the Board of Governors and the premium paid by the Club.
ARTICLE 6 COMMITTEES
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Section 1. NOMINATING COMMITTEE
The Board of Governors at least eight (8) weeks prior to the meeting at which regular or special elections are to be held, shall designate three (3) members of the Club to serve as a Nominating Committee, whose duties it shall be to nominate candidates for the Board of Governors to be voted upon at the election meeting. No officers or members of the Board of Governors may be appointed to the
Nominating Committee. The Nominating Committee shall report its nominations in writing to the Secretary (Corresponding) of the Club at least six (6) weeks prior to the election meeting and the Secretary shall notify each member so nominated. Nominations may also be made from the floor. Appointment to the Nominating Committee does not necessarily eliminate the Club member from eligibility for office.
Section 2. COMMITTEE ON PUBLICITY AND INFORMATION
The Chairman of Publicity and Information shall be selected by the Board of Governors. The Committee’s duties shall be as follows:
A.) To obtain information pertaining to Poodles and Poodle activities of individual members and of other Clubs.
B.) To utilize the most capable talent available for the presentation of articles of significance and importance to the Breed.
C.) To present the above information to the membership through the website and in such other publications as the Board of Governors approve, to the end that this committee carry out the objectives expressed in Article 2 of the Constitution.
D.) To report any adverse publicity of misinformation in regard to the Poodle Breed to the Board of Governors .
E.) To oversee and or administer the website.
Section 4. AUDITING COMMITTEE
The Board of Governors shall appoint three (3) Club members, one of whom shall be a member of the Board other than the Treasurer, whose responsibility it shall be to inspect the Treasurer’s financial records and report to the membership at the January meeting.
Section 5. SHOW COMMITTEE
The Board of Governors shall appoint a Show Chairman who will select their show committee, who shall be in charge of and responsible for all phases of the Club’s shows. The Show Chairman shall supervise the planning for and the work of the show.
ARTICLE 7 HEADQUARTERS
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The headquarters of the Club shall be the resident address of the Corresponding Secretary.
ARTICLE 8 FISCAL YEAR
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The fiscal year of the Western Reserve Poodle Club shall be from January first to December thirty-first of each year.
ARTICLE 9 AMENDMENTS
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These By-Laws may be amended at a regular or special meeting of the membership by a two-thirds (2/3) majority vote of those present and voting. Such amendments must be presented in writing by regular U.S. mail or e-mail at least five (5) members in good standing, to the Corresponding Secretary of the Club or proposed from the floor at any regular meeting. The Corresponding Secretary must mail a copy of the proposed change to each member at least fifteen (15) days prior to any regularly scheduled meeting, at which the proposed change shall be discussed only and tabled until the next regular meeting. At this time, the proposal will be voted upon, notice being given to all members. A two-thirds (2/3) majority vote of those present and voting will be required to pass the Amendment.
ARTICLE 10 PARLIAMENTARY PROCEDURE
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The rules of Parliamentary Procedure contained in Robert’s Rules of Order, Revised shall be the authority governing all meetings of the Club and the Board of Governors, subject always to existing law
and these By-Laws.
ARTICLE 11 AWARDS
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A member who has bred or owns a dog that received any title recognized by AKC, PCA, or qualifies as a top producer is eligible to receive an annual award. The year runs from August 1 to July 31. Members must submit a copy of the confirmation from the American Kennel Club or proof of their top producer’s qualification by September 30 of the year. An individual must be a member in the year the title was earned. The club will present awards at the annual Awards Banquet.
ARTICLE 12 DISSOLUTION
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Section 1.
Any proposal for dissolution of Western Reserve Poodle Club, Inc. may be made in writing by any member in good standing at any regular Board of Governors meeting at which a quorum (5) is present. Special meetings are not to be called for the purpose of dissolution. The proposal shall be read at the following regular meeting. A copy of said proposal shall be mailed to each member at least fifteen (15) days prior to the next regularly scheduled meeting, at which the proposal shall be discussed. Following the presentation meeting and the discussion meeting, a voting ballot shall be mailed to each member eligible to vote at least fifteen (15) days prior to the next regularly scheduled meeting. The signed ballot (secret ballots shall not be used) must be postmarked and returned to the Corresponding Secretary no later than five days before the next regular meeting. The ballots shall be presented to the Board of Governors for verification and the results of the vote shall be revealed to the membership at this meeting. If seventy-five percent (75%) of the members eligible to vote agree, Western Reserve Poodle Club, Inc. shall be dissolved.
Section 2. DISBURSEMENT OF ASSETS
None of the property of the Club nor any proceeds thereof nor any assets of the Club shall be distributed to any member or members of the Club, but after liquidation of said property, all proceeds shall be donated to Ohio State University School of Veterinary medicine to be used for research projects.
