ABC Constitution & Bylaws

The American Boerboel Club Constitution and By-Laws
Revised 02/2020

CONSTITUTION

ARTICLE 1: Name and Objects
SECTION 1. The name of the Club shall be:
The American Boerboel Club.
SECTION 2. The objects of the Club shall be:
1. To encourage and promote quality in the breeding of pure-bred Boerboels and to do all possible to bring their natural qualities to perfection.
2. To establish national database for resource materials about the proper care, treatment, breeding, health, development and training of Boerboels;
4. To acknowledge and advance the critical role of an AKC recognized parent club in providing education, health research and support of rescue of abandoned, abused or displaced Boerboels and place them in permanent new homes.
5. To conduct Sanctioned matches and any other events for which the Club is eligible under the rules and regulations of the American Kennel Club
6. To encourage the organization of independent local specialty clubs in those localities where there are sufficient fanciers of the breed to meet the requirements of the American Kennel Club.
7. 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 the Boerboel shall be judged;
8. To protect the right to own the Boerboel breed by working vigilantly to fight Breed Specific Legislation and to promote laws that are non-breed specific;
SECTION 3. The Club shall not be conducted or operated for profit and no part of any profits or remainder of residue from dues or donations to the Club shall inure to the benefit of any member or of a member’s household.
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 objects.
BY-LAWS
ARTICLE II: Membership
SECTION 1. Eligibility. There shall be (6) types of membership:
(a) Individual 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. Enjoys all Club privileges including the right to vote and hold office.
(b) Household Membership – Consisting of (2) adult members residing in the same household (18) years or older, are in good standing with the American Kennel Club, and who subscribe to the purposes of this club. Each eligible to vote and hold office.
(c) Associate Membership – Offered to individuals who live outside of the Club’s area; also offered to individuals who live in the Club’s area but are not active. Entitled to all Club privileges except voting and office holding.
(d) Junior Membership – Open to children not less than (10) years of age or not older than (17) years of age; a non-voting, non-office holding membership which may automatically convert to regular membership at age (18).
(e) Honorary Membership – An individual who has made significant contributions to the Sport, Breed or the Club; Honorary members pay no dues and are not eligible to vote, but can maintain individual or household membership if they pay dues.
(f) Lifetime Membership – For those individuals who have been members for a long period of time (20+ years); lifetime members pay no dues but are eligible to vote and hold office.
Member in good standing is defined as an individual who is not suspended by the American Kennel Club or the American Boerboel Club and whose dues for the year are already paid.
SECTION 2. Dues. Dues for individual and associate membership are currently set at $35.00 per year. Dues for household membership are currently set at $55.00 per year. Dues for junior membership shall be 50% of individual membership dues. Dues may be adjusted from time to time by the Board of Directors by a 2/3-majority vote. In order to avoid frequent by-law amendment an uppermost limit on dues for individual and associate membership shall not exceed $75.00 per year. The uppermost limit on household membership shall not exceed $125.00 per year. Dues shall be payable on or
before the 1st day of January of each year. No member may vote whose dues are not paid for the current year. During the month of November the Treasurer shall send to each member a statement of his dues for the ensuing year.
Membership effective date – Persons having their membership approved in November or December are considered to have an effective membership date of January 1, following. In the period between their membership approval and January 1, they may exercise all privileges of membership except that of voting.
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, the American Boerboel Club’s Code of Ethics, the rules of the American Kennel Club and the AKC’s code of sportsmanship. The application for Membership shall state the name, address and occupation of the applicant and it shall carry the endorsement of two active members in good standing, representing separate households, having been active members not less than (2) years. Accompanying the application, the prospective member shall submit dues payment for the current year. Applications shall be submitted to the membership chairperson who shall process them in accordance with these By-Laws. Applicants may be elected by secret ballot at any meeting of the Board of Directors or by secret written vote of the Directors by mail or email. Affirmative votes of 2/3 of the directors present at a meeting of the Board or 2/3 of the entire Board voting by mail shall be required to elect an applicant. (a member requesting a change of membership classification in order to include either voting or office holding privileges must first complete the application process for that of a Regular Member) An application for Membership which has received a negative vote by the Board may be presented by one of the endorsers at the next meeting of the Club, and the Club may elect such applicant by favorable vote of 75% of the members present and voting. The quorum for such a meeting shall be 10% of the members in good standing. Applicants for membership who have been rejected by the Club may not reapply within (12) 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 (30) days after the first day of the calendar year. However, the board may grant an additional (60) days of grace to such delinquent
members in meritorious cases. In no case may a person be entitled to vote whose dues are unpaid. Individual(s) must reapply for membership once a membership has lapsed.
(c) by expulsion. A membership may be terminated by expulsion as provided in Article VIII of these By-Laws.
SECTION 5. Rights and Duties of Members:
(a) Members have the right to propose and to petition the Board of Directors, Officers and Committee Chairpersons;
(b) Members may propose an action to be voted on by the Board of Directors by petition. The Petition must be submitted in the form of a motion and be signed by a minimum of 5% of active members in good standing;
ARTICLE III: Members Meetings
SECTION 1. Annual Meeting. The Annual Meeting of the Club shall be held in the month of October, November or December, in conjunction with the Club’s National Specialty Show, if possible, at a place, date and hour designated by the Board of Directors. Notice of the annual meeting shall be sent by the secretary in any manner prescribed by the laws of the state in which the Club is incorporated to each member at least (30) days prior to the date of the meeting. The quorum for the annual meeting shall be 10% of the members in good standing If the quorum for the annual meeting is less than 10% of individual and household members in good standing and a motion is made at the annual meeting on which a vote is taken, the motion shall be sent to the entire individual and household membership for a vote thereon before the action set forth in such motion shall be deemed effective. The business of the Annual Meeting will include recognition of the newly elected Board of Directors.
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 at a meeting of the Board or who vote by mail, and shall be called by the Secretary upon receipt of a petition signed by (5%) of members of the Club who are in good standing. Such meeting shall be held at such hour and place as may be designated by the Board of Directors. Notice of such meeting shall sent in any manner prescribed by the laws of the state in which the Club is incorporated by the Secretary at least (14) days and not more than (30) days prior to the meeting. The notice of the meeting shall state the purpose of the meeting and no other club business may be transacted. The quorum for such a meeting shall be 10% of the members in good standing. If the quorum for the special meeting is less than 10% of the active members in good standing and a motion is made at the special meeting on which a vote is taken, the motion shall be sent to the entire active individual and household membership for a vote thereon before the action set forth in such motion shall be deemed effective.
Article IV Board Meetings
Section 1: The first meeting of the Board shall be held immediately following the annual meeting and biennial election. Other meetings of the Board of Directors shall be held at such times and places or via telephone conference call or via video conferencing as are designated by the President or by a majority vote of the entire Board. Notice of each such other meeting shall be sent by the Secretary any manner prescribed by the laws of the state in which the Club is incorporated to each member of the Board at least (14) days prior to the date of the meeting. The quorum for a Board meeting shall be a majority of the Board voting.
SECTION 2. Board Business; The Board of Directors may also conduct its business by telephone conference call (including disciplinary hearings), video conference or by any other method permitted by the laws of the state in which the Club is incorporated as are designated by the President, provided it does not conflict with AKC policy. The results of balloting by conference call shall be confirmed in writing by the Secretary. In the event that the Secretary is unavailable, the President shall appoint an acting secretary for the conference call. Items voted upon by any method other than “in person” meetings must be confirmed in writing by the Secretary within (7) days.
As a condition precedent to the conduct of business through electronic process, the Board shall adopt procedures, which shall be in accordance with AKC policy, to ensure the following with respect to the conduct of such business:
(a) That every board member must be provided with the means to participate;
(b) That a procedure must be in place to verify the identity of the individuals participating to ensure that they are the eligible Board members;
(c) That a mechanism must be in place to verify that the eligible Board members are “listening” and are receiving all data and information that is disseminated through the electronic process;
(d) That all members of the Board must agree to participate in this manner.
ARTICLE V: Directors and Officers
SECTION 1. Board of Directors. The Board of Directors shall be comprised of the officers and (4) other persons, all of whom shall be members in good standing who are residents of the United States. There shall be no limitation on the number of consecutive terms they may serve if elected by the membership. The aforementioned Officers and Directors of the Club shall be elected for a period of (2) years as hereinafter provided in Article IV and shall serve until their successors are elected. Terms shall begin on
January1st of the following calendar year. The general management of the Club’s affairs shall be entrusted to the Board of Directors.
SECTION 2. Officers: The Club’s Officers shall consist of:
President, Vice President, Secretary, Treasurer and AKC Delegate shall serve in their respective capacities both with regard to the Club and its meeting and the board meetings.
(a) The President shall preside at all meetings of the Club and of the Board, and shall have the duties and powers normally appurtenant to the office of President in addition to those particularly specified in these Constitution and 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.
(c) The Secretary shall preserve the records of all meetings of the Club and of the Board and of all votes taken by mail, and of all matters of which a record shall be ordered by the Club; have charge of the correspondence of the Club, keep a roll of the members of the club who are in good standing (with their addresses) which shall be sent to any member in good standing, upon written request, not more than once every Club year. Shall record minutes of Club meetings and the annual meeting or any special meetings and shall assist in the preparation of such records as are necessary for conduct of the Club’s business notify members of meetings, notify Officers and Directors of their election to office, and carry out such other duties as prescribed in these Bylaws or as requested by the Board of Directors.
(d) The Treasurer shall collect and receive all moneys due or belonging to the Club. Monies shall be deposited in a bank approved by the Board, in the name of the Club. The Treasurer’s books shall at all times be open to inspection of the Board and he shall report to them at every meeting the condition of the Club’s finances and every item of receipt or payment not before reported; and at the annual meeting the Treasurer shall render an account of all moneys received and expended during the previous fiscal year. The Treasurer in conjunction with the Secretary shall maintain a roll of members of the Club, along with their addresses. The Treasurer shall be bonded in such amount as the board of directors shall determine.
(e) The offices of Secretary and Treasurer may be held by the same person, in which case the board shall be comprised of (8) persons.
(f) AKC Delegate. The American Kennel Club delegate must be a member of the American Boerboel Club with a minimum of (5) years continuous club membership, and shall take charge of the office in the manner prescribed by the Board of Directors and by the American Kennel Club. The AKC Delegate, who will be a voting member of the board, shall be appointed by the Board to represent the Club at AKC meetings. The
AKC Delegate shall serve a (3) year term and shall remain in that position until a successor has been approved by the AKC. There is no limit to the number of terms the Delegate may serve.
The Delegate; shall report to the Club all actions and matters discussed at the AKC’s Quarterly Delegate Meetings. The Delegate shall attend a minimum of (2) AKC Delegate meeting per year at their expense or within the budget given by the board for that year and shall represent the Club in such votes as may come before that group. Any expenses will be submitted to the Treasurer within (30) days following the meeting. The Delegate shall prepare a report, either written or oral, to present to the Board at the next Board Meeting. The Delegate shall receive copies of all relevant correspondence between AKC and the ABC. No person shall be eligible to become an AKC Delegate who is currently or has been a Representative, Director or Board Member of another Boerboel Registering Organization whose Breed Standard conflicts with the AKC Breed Standard.
Section 3. Directors. There shall be (4) Directors who must reside in the US, all of whom shall be members in good standing for (3) years. Each Director shall be responsible for certain responsibilities in addition to their respective capacities both with regard to the Club and its meetings and the Board and its meetings. They shall be elected for (2) year terms as provided and shall serve until their successors are elected. Failure to carry out one’s duties or failure to participate in Board meetings, and voting may be grounds for a charge of dereliction of duty and action may be taken as described in section 5.
SECTION 4. (1) or more non board member persons may be appointed by the Board of Directors to assist the officers listed above in the performance of their duties.
SECTION 5. Vacancies. Any vacancies occurring on the Board or among the officers during the year shall be filled until the next election by a majority vote of all the then members of the Board, except the 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.
SECTION 6. Removal. If a member of the Board of Directors ceases to be a member in good standing of the American Boerboel Club and/or the American Kennel Club, they shall automatically be removed from the Board. However, once the Board member returns to good standing, the Board Member will reassume their position on the Board. The member will also be automatically removed if the member moves outside of the United States. The Secretary shall keep a voting record of each Board Member. Any Board Member, who fails to vote on at least 75% of all Board issues submitted within a (6) month period, shall be automatically removed from the Board. The Secretary shall also keep a record of all meetings attended by each Board Member. Any Board Member who is absent for (3) meetings within a (12) month period, unless excused by a majority of the Board, shall be automatically removed from office.
The AKC Delegate may also be removed in accordance with state law for failure to attend (2) AKC delegate quarterly meetings of the AKC Delegates, without just cause. Removal of the Delegate for failure to attend the meetings requires a vote of 2/3 of the entire Board. In the event of an emergency, such as ill health, or removal as Delegate, the Board retains final authority over replacement of the Delegate. In the event of a vacancy of the AKC Delegate, the club must apply to the office of the AKC executive Secretary for approval of Delegate Credentials.
SECTION 7. Past President. The Past President (immediate) shall be invited to sit on the Board for (1) additional year after their predecessor has been elected, in order to give counsel and serve as a “historian” for past Board business, provided they have remained in good standing. The Past President shall attend Board meetings, at the discretion of the Board, and participate in discussions; however, they shall not be allowed to make motions, nor vote and shall not be counted to determine if a quorum is present at a meeting of the Board. The Past President may decline to serve in this capacity.
SECTION 8. Exhibiting or Handling at the National Specialty. No Show Chairman shall handle dogs at any ABC National Specialty Show
ARTICLE VI: The Club Year, Voting, Nominations, Elections
SECTION 1. Club Year. The Club’s fiscal year shall begin on the 1st day of January and end on the 31st day of December. The elected officers and directors shall take office on the 1st January, following the annual meetings announcement of Election winners. Each retiring officer shall turn over to their successor in office, all properties and records relating to that office within (30) days after the election.
SECTION 2. Voting.
At the annual meeting or at a special meeting of the Club, voting shall be limited to those members in good standing who are present at the meeting except for election of officers, delegate and directors, and amendments to the Constitution and By-Laws, and the standard of the breed which shall be decided by secret written ballot conducted in any manner provided for (written ballot cast by mail, electronic balloting or by an independent firm) by the laws of the state in which the Club is incorporated in accordance with State Law and AKC policy. Voting by proxy shall not be permitted. The Board of Directors may decide to submit other specific questions for decision of the members.
SECTION 3. Biennial Election. The biennial election of officers and directors shall be conducted by secret ballot conducted in any manner provided for by the laws of the state in which the Club is incorporated and reported at the annual meeting. Ballots to be valid must be received by the Secretary (or independent professional service as is designated by the Board) at the address given on the return envelope prior to August 18th. The person receiving the largest number of votes for each position 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 V, Section 5.
SECTION 4. Nominations and Ballots. No person may be a candidate in a Club election who has not been nominated in accordance with these By-Laws.
A Nominating Committee shall be chosen by the Board of Directors before June 1st; call a nominating committee meeting to be held by July 1st. The Committee shall consist of three (3) members from different areas of the USA and two (2) alternates, all in good standing, no more than (1) of whom shall be a 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, email or telephone.
(a) The Nominating Committee shall nominate from the eligible members of the Club, (1) candidate for each office and for each other position on the Board of Directors and shall procure written acceptance of each nominee so chosen and biographical data of each nominee. The Nominating Committee shall consider geographical representation on the Board to the extent that it is practicable. No person shall be eligible for nomination as an Officer if election to such office will occur prior to (3) years of continuous membership and/or has not first served in the capacity of a director. No person shall be eligible for nomination as a Director if election to such office will occur prior to (3) years of continuous membership. No person shall be eligible to become an Officer, Director or AKC Delegate who is currently or has been a Representative, Director or Board Member of another Boerboel Registering Organization whose Breed Standard conflicts with the AKC Breed Standard within (5) years preceding an election.
The Committee shall on or before July 15th submit its slate of candidates to the Secretary who shall mail the list to each member of the Club on or before August 1st, so that additional nominations may be made by the members if they so desire.
(b) Additional nominations of eligible members may be made by written petition addressed to the Secretary and received at his regular address on or before the date September 1st, signed by (5) members and accompanied by the written acceptance of each such additional nominee signifying their willingness to be a candidate. No (2) or more members of an immediate family (husband, wife, mother, father, son or daughter) may serve on the Board at the same time except where one position is Delegate to the AKC and the additional nominations which are provided for herein may be made only from among those members who have not accepted the nomination of the Nominating Committee.
(c) If no valid additional nominations are received by the Secretary on or before September 1st, the Nominating Committee’s slate shall be declared elected at the time of the Annual Meeting and no ballots shall be required.
(d) If one or more valid additional nominations are received by the Secretary, on or before September 1st, Secretary shall on or before September 15th send to an electronic balloting service all of the nominees for each position in alphabetical order, a list of all members in good standing and any other information required to proceed with a secret ballot. If an Electronic balloting Service is not utilized, the Secretary shall mail to each member in good standing a ballot listing all of the nominees for each position in alphabetical order, together with a blank envelope and a return envelope addressed to the designated Certified Public Accountant or Parliamentarian to be counted marked “Ballot” and bearing the name of the member of whom it was sent.
So that ballots remain secret, each voter, after marking their ballot, shall seal it in the blank envelope, which in turn shall be placed in a second envelope addressed to the designated Certified Public Accountant or Parliamentarian to be counted. The designated Certified Public Accountant or Parliamentarian shall check the returns against the list of members in good standing prior to opening the outer envelopes and removing the blank envelopes, and shall certify the eligibility of the voters as well as the results of the voting which shall be announced at the annual meeting.
(e) Nominations cannot be made at the annual meeting or in any manner other than as provided above.
ARTICLE VII: Committees
SECTION 1. The Board may each year appoint standing committees or persons to advance the work of the Club in such matters as dog shows, obedience trials, tracking tests, trophies, annual prizes, membership and other fields which may be well served by committees. Such committees or persons 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 VIII: Discipline
SECTION 1. American Kennel Club Suspension. Any member who is suspended from any privileges of The American Kennel Club automatically shall be suspended from the privileges of this Club for a like period.
SECTION 2. Charges. Any member may prefer charge against a member for alleged misconduct prejudicial to the best interest of the Club or the breed. Written charges with specifications must be filed in duplicate with the Secretary together with a deposit of $50.00 which shall be forfeited in the event one or more of such charges are not sustained
by the Board or Board Committee following a hearing. 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 or the breed.
If the Board considers that the charges do not allege conduct which would be prejudicial to the best interest of the Club 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 not less than (3) weeks or more than (6) weeks thereafter. The Secretary shall promptly send one copy of the charges to the accused member by certified mail, return receipt requested, or other verifiable method of delivery, together with a notice of hearing and an assurance that the defendant may personally appear on their own defense and bring witnesses if he or she wishes. Testimony of witnesses may be given by affidavit. Any other documentary evidence may also be in written form. All evidence may be supplied to the Secretary at least (14) days prior to the scheduled hearing date for dissemination to the Board Committee, the defendant and the complainant. Each member of the hearing committee, the defendant and the complainant must have a copy(s). Disciplinary hearings may be held via telephone conference call.
SECTION 3. Board Hearing. The Board or Board 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 Board Committee may by a majority vote of those present, issue written reprimands, levee fines not to exceed $1,000.00 and/or suspend the defendant from all privileges of the Club for not more than (6) months from the date of the hearing, or until the next annual meeting if that will occur after (6) 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 or her fellow members at the ensuing Club meeting which considers the recommendation of the Board or Board Committee. Immediately after the Board or Board Committee has reached a decision, its findings shall be put in written form and filed with the Secretary, who in turn, shall notify each of the parties of the decision and penalty, if any. Any decision to suspend, expel, or terminate the defendant will become effective no sooner than (5) days after the hearing.
SECTION 4. Expulsion. Expulsion of a member from the Club may be accomplished only at the annual meeting of the Club following a hearing and upon the recommendation of the Board or Board Committee as provided in Section 3 of this Article. The Defendant shall have the privilege of appearing on their 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 on their own behalf. The members shall then vote by secret written ballot on the proposed expulsion. A 2/3 vote of those present and voting at the annual meeting shall be necessary for expulsion. If expulsion is not so voted the suspension shall stand.
ARTICLE IX: Amendments
SECTION 1. Amendments to the constitution and bylaws or breed standard may be proposed by the board of directors or by written petition addressed to the Secretary signed by 20% of the membership in good standing. Amendments to the bylaws 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 (3) months of the date when the petition was received by the Secretary. Proposed amendments to the standard for the breed must be submitted to the members with recommendations of the board by the Secretary for a vote following the procedures established by the AKC Board of Directors.
Every petition shall be limited to (1) subject and must include the following: A) Petition subject must appear at the top of each page of the petition. B) Each member’s signature, printed name and address, shall appear on a single line. C) The signature, printed name and address of the Petition Circulator must appear at the bottom of each page. Petitions dealing with matters other than Amendments to the By-laws or the Standard shall follow the above format.
SECTION 2. The Constitution and By-laws, may be amended at any time (or the Standard for the Breed in accordance with AKC policies), provided a copy of the proposed amendment has been mailed or sent in accordance with AKC’s procedure on electronic balloting for AKC parent clubs by the Secretary to each member in good standing on the date of the mailing, accompanied by a ballot on which a choice for or against the action to be taken shall be indicated. The notice shall specify a date not less than (30) days after the date of mailing by which date the ballots must be returned to the Secretary to be counted. The favorable vote of 2/3 of the members in good standing whose ballots are returned within the time limit shall be required to affect any such amendments. The dual envelope procedures described in Article IV, Section 4d shall be followed in handling such ballots, to assure secrecy of the vote.
SECTION 3. No amendment to the Constitution and By-Laws, (or to the Standard for the breed) that is adopted by the Club shall become effective until it has been approved by the Board of Directors of the American Kennel Club.
(Notwithstanding the above, the Board of Directors shall be empowered to appoint a Coder Reviser who shall have the authority to correct any misspellings, punctuation, clerical and other grammatical errors in this Constitution and By-Laws that do not affect the substance of this Constitution and By-Laws without the necessity of submitting such corrections through the amendment process.)
ARTICLE X: 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, 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 XI: 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 President
Report of Secretary
Report of Treasurer
Report of Committees
Election of Officers and Board (annual meeting following an election)
Election of new members
Unfinished Business
New Business
Adjournment
SECTION 2. At meetings of the Board, the order of business; unless otherwise directed by a majority vote of those present; shall be as follows:
Reading of Minutes of last meeting
Report of Secretary
Report of Treasurer
Report of Committees
Unfinished Business
Election of new members
New Business
Adjournment
ARTICLE XII
SECTION 1. All meetings and parliamentary procedures shall be conducted in accordance with the latest edition of “Robert 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 or order the club may adopt.
SECTION 2. In the event that any performance is required by the By-Laws to occur on a weekend or legal holiday, such performance shall be deemed in compliance if it occurs on or before the next date that is not a weekend or legal holiday.