Constitution and Bylaws


Constitution

Article I. Association Name. This association shall be known as the United Retriever Club,
hereinafter also referred to as “the Association.”
Article II. Purpose and Objectives. The purpose and objectives of the Association shall
be:
1. To be an association that unites all Retriever Breed owners. Breeds include the
Chesapeake Bay Retriever, Curly-Coated Retriever, Flat-Coated Retriever, Golden
Retriever, Labrador Retriever, Nova Scotia Duck Tolling Retriever and the Standard
Poodle.
2. To protect and advance the interests of the breed by encouraging total dogs. A
Retriever that can prove its hunting heritage, reflect the standard of the breeds and
possess temperaments applicable to their breed.
3. To urge the members and breeders to accept the standard of the breeds as approved
by the UKC.
4. To protect and advance the interests of the breed by encouraging sportsmanlike
competition at dog shows, and all performance events.
5. To develop a basic hunt test program that tests the Retrievers instincts.
6. To encourage responsibility and quality in the ethical breeding of purebred Retrievers
so to utilize and enhance the natural qualities of the breed.
7. To encourage U.K.C. Litter registration.
Article III. Association Profits. The Association shall not be conducted or operated for
profit and no part of any profits or reminder or residue from dues or donations to the
Association shall benefit any member or individual.
Article IV. Rules for licensed Events. All licensed events sponsored by the Association
will be run in accordance with the rules, policies, and procedures of the United Kennel Club.
Article V. Revisions. The members of the Association shall adopt and may from time
to time revise such bylaws as may be required to carry out these objectives.

BYLAWS

Article I. Membership.
Section 1. Eligibility. There shall be (5) types of membership open to any breeder,
owner, or fancier of the Retriever type dog breeds, who subscribes to the purpose
and objectives of the Association, agrees to abide by the Association Constitution and
Bylaws, and who is in good standing with the U.K.C.
Section 2. Types of Membership.
Section 2.1. Single Membership. Open to members 18 years of age or
older. Single members are entitled to one vote and are eligible to hold office
in the Association.
Section 2.2. Charter Membership. Single members who joined the
Association on or before March 1, 2003 shall be entitled to the designation
“Charter Member.”
Section 2.3. Family/Household Membership. Open to any two members
of a household 18 years of age or older. Each Family/Household membership
is entitled to two votes, but only one member may hold office at any one
time.
Section 2.4. Associate Membership. Members who are not active in
breeding or exhibiting but assist in events. Associate members shall not be
entitled to vote nor hold office, but shall be eligible for annual trophies or
awards offered by or through the Association.
Section 2.5. Junior Membership. Junior membership is open to any
individual who is under the age of 18. Juniors may convert to Regular
Membership upon reaching their 18th birthday. Junior members shall not be
entitled to vote nor eligible to hold office, but shall be eligible for annual
trophies or awards offered by or though the Association.
Section 3. Dues.
Section 3.1. Amount. Membership dues are as follows:
Single Membership & Charter $ 15.00
Family/Household Membership $ 25.00
Associate Membership $ 10.00
Junior Membership $ 0.00
Section 3.2. Payment of Dues. Dues are payable on or before the first day
of January of each year.
Section 3.3. Dues Statement. On November 15th of each year, the
Treasurer shall send to each member a statement of dues for the ensuing
year.
Section 3.4. Nonpayment of Dues. No member may vote whose dues are
not paid for the current year. The membership of any member who has not
paid his/her dues by March 31st of any calendar year shall lapse. The Board
of Directors may grant a grace period of an additional 30 days for payment to
any member who applies for an extension.
Section 4. Application for Membership.
Section 4.1. Submitting the application. Each applicant for membership in
the Association shall apply on a board-approved Application for Membership.
The application shall provide that the applicant agrees to abide by the
Constitution, Bylaws and the rules and regulations of the United Kennel Club.
The prospective member shall submit the completed application and dues
payment for the current year to the Secretary at which time the applicant’s
membership shall become effective.
Section 5. Termination of Membership. Memberships may be terminated for any
one of the following reasons:
Section 5.1. Resignation. Any member in good standing may resign from
the Association upon written notice to the Secretary. Resignation shall not
discharge or eliminate any debt owed to the Association. Dues are considered
an obligation to the Association and are incurred the first day of each fiscal
year.
Section 5.2. Lapsing. A membership will be considered as lapsed and
automatically terminate if such member’s dues remain unpaid after
September 31st, The Board of Directors may grant a grace period of an
additional 30 days for payment to any member who applies for an extension.
In no case may a person be entitled to vote at any Association meeting whose
dues are not paid in full as of the date of the meeting. Dues are paid at such
a meeting allowing that member’s reinstatement of voting rights.
Section 5.3. Suspension. Any member who is suspended or barred from the
privileges of the United Kennel Club is automatically suspended or barred
from the privileges of membership in the Association for the same period of
time.
Section 5.4. Expulsion. A membership may be terminated by expulsion as
provided in Article VIII, section 4 of these bylaws.
Article II. Association Year.
Section 1. Fiscal Year. The Association’s fiscal year shall begin on the 1st day of
January and end on the last day of December.
Section 2. Official Year. The Association’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.
Article III. Meetings.
Section 1 Regular Meetings. Regular meetings shall be held at such time and
place as may be designated by the Board of Directors. Written notice of the time,
place and location of this meeting shall be printed shall be mailed not later than 15
days prior to the meeting.
Section 2. Annual Meeting. The annual meeting of the Association shall be held at
such time and place as may be designated by the Board of Directors. Written notice
of the time, place and location of this meeting shall be mailed not later than 15 days
prior to the meeting. The quorum for this and all other Association membership
meetings shall be 20 percent of the members in good standing.
Section 3. Special Association Meetings. Special meetings may be called by the
President or by a majority vote of the members of the Board of Directors who are
present and voting at any meeting of the Board or who vote by mail, and shall be
called by the Secretary upon receipt of a petition signed by 10 percent of the
members of the Association who are in good standing. Such special meetings shall
be held at a place, date and hour as may be designated by the person or persons
authorized herein to call such a meeting. Written notice of such a meeting shall be
mailed by the Secretary at least fifteen (15) days and not more than thirty (30) days
prior to the date of the meeting, and no other Association business may be
transacted thereat. The quorum for such a meeting shall be 20 percent of the
members in good standing.
Section 4. Board Meetings. The first meeting of the Board shall be held
immediately following the annual Association meeting and election. Meetings of the
Association Board of Directors shall be held at such times and places as the Board of
Directors shall from time to time determine by resolution of the Board of Directors.
Written notice of each such meeting shall be mailed by the Secretary at least 15
days prior to the date of the meeting. All members of the Association are allowed to
observe all Board Meetings, unless the Board calls an Executive Session.
Section 5. Special Board Meetings. Special meetings of the Board may be called
by the Association President, Vice President, Secretary or by any Board Member
upon receipt of a written request signed by at least 3 members of the Board. Such
special meeting shall be held at such time and place as may be designated by the
person authorized to call such meeting. The Secretary shall mail written notice of
such meeting at least 30 days prior to the date of the meeting. Any such notice shall
state the purpose of the meeting and no other business shall be transacted thereat.
The quorum for such a meeting shall be a majority of the Board.
Section 6. Conducting Association business via electronic communication.
Association and Board members may use e-mail, chat rooms, message boards and
other means of electronic communication to facilitate Association business.
Section 6.1. Association discussions.
a. Notice. Written notice of Association on- line discussions shall be
mailed or e-mailed to all Association members in good standing by the
Secretary at least 14 days and not more than 30 days prior to the
scheduled discussion. Notice shall include:
1. A designated e-mail list, chat room or message board with
instructions how to access the list, room or message board;
2. The purpose(s) of the meeting and the starting and ending
dates and times during which discussion may take place. No
other Association business shall be discussed.
b. Quorum. No quorum shall be required for Association discussions.
c. Voting. No vote may be taken on any motion.
d. Minutes. The Secretary shall be responsible for keeping minutes of
these discussions by using chat room logs, copying messages from the
message board, copying e- mail from the list, or by taking notes of the
discussion.
Section 6.2. Regular Board discussions. A majority of the Board may
designate a regular date, time and e-mail list, chat room or message board
for Board discussions.
a. Notice. These regular discussions may be held without notice but
the President shall publish an agenda at the beginning of each
discussion.
b. Roll call. The Secretary will take a roll call at the beginning of
each designated meeting period.
c. b. Quorum. A quorum for these discussions shall be a majority of
the Board members. A Board member shall be considered present
if he/she responds within one- half hour in a chat room or within 24
hours on an e-mail list or message board.
d. Voting. Board members may vote on any properly-made motion
during these discussions, but no such vote shall be valid unless a
written copy of the motion signed by the Board member clearly
indicating the Board member’s approval or disapproval of the
motion is received via mail or fax by the Secretary within 10 days
of the electronic vote. Board members shall be notified by mail or
e- mail of the results of all balloting.
e. Minutes. The Secretary shall be responsible for keeping minutes of
these discussions by using chat room logs, copying messages from
the message board, copying e- mail from the list, or by taking notes
of the discussion.
Section 6.3. Special Board discussions. Special Board discussions may be
called by the Association President, Vice President, or by the Secretary upon
receipt of a written request signed by at least three members of the Board.
Such special discussion shall be held at such date and time and in such
electronic format (e-mail list, chat room or message board) as may be
designated by the person authorized to call for such a discussion.
a. Notice. The Secretary shall mail or e-mail written notice of such
meeting at least 14 days prior to the date of the discussion. Any such
notice shall state the purpose of the discussion and no other business
shall be transacted thereat.
b. Quorum. A quorum for these discussions shall be a majority of the
Board members. A Board member shall be considered present if
he/she responds within one-half hour in a chat room or within 24
hours on an e-mail list or message board.
c. Voting. Board members may vote on any properly-made motion
during these discussions, but no such vote shall be valid unless a
written copy of the motion signed by the Board member clearly
indicating the Board member’s approval or disapproval of the motion is
received via mail or fax by the Secretary within 10 days of the
electronic vote. Board members shall be notified by mail or e- mail of
the results of all balloting.
d. Minutes. The Secretary shall be responsible for keeping minutes of
these discussions by using chat room logs, copying messages from the
message board, copying e- mail from the list, or by taking notes of the
discussion.
Section 7. Voting. Each Association member in good standing whose dues
are paid for the current year shall be entitled to vote at any meeting at which
the member is present or by ballot. Proxy voting shall not be permitted.
Article IV. Directors and Officers.
Section 1. Board of Directors. The Board of Directors shall be composed of the
Officers and two directors, all of who shall be members in good standing and all of
whom shall be elected as provided in Article V and shall serve until their successors
are elected. In addition, the immediate past President shall serve as a voting
member of the board for a period of one year only. General management of the
Association’s affairs shall be entrusted to the Board of Directors.
Section 2. Term of Office. The Officers of the Association shall serve for two years
or until their successors are elected. All Officers shall be limited to two consecutive
terms of office. No person may hold more than one office per term starting with the
2005 annual election. Only one member of a family/household may hold office at any
one time. The members of the Board of Directors shall be elected for two year terms
so staggered that one-half are elected at each annual meeting. The founding Officers
shall hold office until the elections are held at the 2005 and 2006 annual meetings.
The President, Treasurer and one director shall be elected in odd years starting in
the year 2005. The Vice-President, Secretary and one director shall be elected in
even years starting in the year 2006. Any director who misses two board meetings
within an Association year shall be removed from the Board of Directors, unless a
majority of the board members present and voting at the meeting from which the
director is absent for the second time votes to excuse one or both of the absences.
Section 3. Officers. The Association’s Officers, consisting of the President, Vice
President, Secretary and Treasurer shall serve in their respective capacities both with
regard to the Association and its meetings and the board and its meetings. All
Officers must be in good standing with the United Kennel Club.
Section 3.1. President. The President shall preside at all meetings of the
Association and of the Board of Directors, and shall have the duties and
powers normally appurtenant to the office of the President in addition to
those particularly specified in these bylaws.
Section 3.2. Vice President. The Vice President shall assist the President
when and where possible. The Vice President shall serve as Parliamentarian.
The Vice President shall have the duties and exercise the powers of the
President in case the President’s death, absence or incapacity.
Section 3.3. Secretary. The Secretary shall keep a written record of all
meetings of the Association and of the Board and of all matters of which a
record shall be ordered by the Association; shall have charge of the
correspondence, including but not limited to:
a. Notifying members of meetings and events;
b. Notifying new members of their election to membership.
c. Keeping a roll of the members of the Association with their address,
phone numbers, and e-mail;
d. Accept membership applications and issue membership cards;
e. Preparing, printing, and mailing official Association ballots;
f. Notifying Officers and Directors of their election to office;
g. In the death, absence or incapacity of the President and Vice
President, carrying out the duties and exerting the powers of the
President; and
h. Carrying out other such duties are as prescribed in these bylaws.
Section 3.4. Treasurer. The Treasurer shall collect and receive all moneys
due or belonging to the Association. Moneys shall be deposited in a bank
designated by the board, in the name of the Association. The books shall at
all times be accurate, up to date, and open to inspection by the board. A
report shall be given at every meeting of the condition of the Association’s
finances and every item of receipt or payment not before reported; and at the
annual meeting, an accounting shall be rendered of all moneys received and
expended during the previous fiscal year. In the event of the resignation,
death or expulsion of the Treasurer, all moneys and account books of the
Association shall be handed over to the Board of Directors until the office of
Treasurer is filled. The President shall sign all checks during this interim
period.
Section 4. Vacancies. Any vacancies occurring on the Board or among the offices
during the year shall be filled until the next annual election by a majority vote of all
the 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 Vice President shall be filled by the board.
Section 5. Compensation. The members of the board shall serve without
compensation for time or labor but may be compensated for reasonable and
necessary expenses.
Article V. Elections.
Section 1. Annual Election. The election of Officers and directors shall be
conducted by secret written ballot, except that if no nominations are received by the
Secretary as provided in Article V, Section 2.4, no ballot will be necessary. In this
case, the persons selected by the Nominating Committee will be declared elected by
the Secretary at the annual meeting of the Association. If additional nominations
have been made as provided in Article V, Section 2.4, the Chairperson of the Tally
Committee shall report the results of the election at the annual meeting. The
nominated candidate receiving the greatest number of votes for each office or
position on the board shall be declared elected.
Section 2. Nominations. No person may be a candidate for an office or position on
the Board who has not been nominated. Nominations cannot be made at the annual
meeting or in any manner other than as provided in this section.
Section 2.1. Nominating Committee. Before January 15th, the Board shall
select a Nominating Committee, consisting of three members and one
alternate, all members in good standing, none of which shall be a member of
the current Board of Directors. The board shall name one member of the
committee to serve as Chairperson, who shall be responsible for setting times
and dates for Committee meetings and for reporting results to the Association
Secretary. The Nominating Committee may conduct its business in person or
by use of mail, fax, telephone or other electronic communication, provided
that all decisions must be confirmed in writing to all members of the
Committee within 10 days.
Section 2.2. Tally Committee. At the same time it selects a Nominating
Committee, or after immediately before submitting a proposed amendment to
the Constitution or Bylaws to the Secretary, the Board of Directors shall select
three Association members, living within reasonable driving distance of one
another, to serve as the Tally Committee, in the event that it becomes
necessary to hold an election or vote on a proposed amendment to the
Constitution and Bylaws, and count ballots. The board shall name one
member of this committee as Chairperson, who shall receive all mail- in ballots
and who shall report the results of the election to the Association Secretary.
Section 2.3. Candidates. The Nominating Committee shall nominate one
candidate for each office and for each other position on the Board of Directors
and shall procure acceptance of each nominee. The Committee should
consider geographical representation of the membership when selecting
nominees to the extent that it is practicable to do so. No person shall be
nominated for more than one position. The Committee shall submit its slate of
candidates to the Secretary not later than March 15th. The Secretary shall
mail the list, including the full name of each candidate and the state in which
the candidate resides, before April1st, so that members may make additional
nominations, if they so desire.
Section 2.4. Additional Nominations. Additional nominations of eligible
members may be made by written petition signed by ten percent of the
Association members in good standing, addressed to the Secretary and
received at the Secretary’s regular address on or before May 15th,
accompanied by a written acceptance of the nomination form each additional
nominee. No person shall be nominated for more than one position.
a. If no valid additional nominations are received by the Secretary on or
before May 15th, the Nominating Committee’s slate of candidates shall
be declared elected at the time of the annual meeting and no balloting
will be required.
b. If one or more valid nominations are received by the Secretary on or
before May 15th, the Secretary shall mail to each member in good
standing a ballot listing in alphabetical order all of the nominees for
each position, together with an envelope addressed to the Chairperson
of the Tally Committee.
Section 2.5. Counting The Ballots. Ballots must be returned by U. S. mail
to the Chairperson of the Tally Committee not later than June 15th. Ballots
postmarked after that date shall be invalid. The Committee as soon as
practicable after June 15th at a place convenient to all committee members,
at which meeting the committee shall count the ballots. The Chairperson shall
report the election results to the Association Secretary not later than June
30th. All ballots and the envelopes in which they were received shall be given
to the Secretary who shall keep them for 2 years as part of the Association’s
official records.
Section 2.6. Election Results. Election results will be announced by the
Secretary at the annual meeting of the Association.
Section 2.7. Change of Officers and Board Members. The newly-elected
Officers and board members shall take office at the conclusion of the annual
meeting at which they were elected. Each retiring Officer and board member
shall turn over to his/her successor in office all properties and records relating
to that office within 15 days after the election.
Article VI. Contracts, Loans, Checks.
Section 1. Contracts. The Board may authorize any Officer, agent or employee to
enter into any contract or execute and deliver any instrument in the name of and on
behalf of the Association.
Section 2. Loans. No loan shall be contracted on behalf of the Association, and no
evidence of indebtedness shall be issued in its name unless authorized by a
resolution of the Board of Directors. Such authority may be general or confined to
specific instances.
Section 3. Checks, Drafts, Etc. All checks, drafts or other orders for the payment
of money, notes or there evidence of indebtedness issued in the name of the
Association shall be signed by the Association Treasurer, or such agent or employee
of the Association and in such a manner as shall from time to time be determined by
the board.
Section 4. Donations. Any and all money, property, or items donated to the club
become the property of the club, which includes all titles to such items.
Article VII. Committees.
Section 1. Appointing Committees. The board shall each year appoint such
standing committees as needed to advance the operation of the Association or to aid
the board on particular projects. Such committees shall always be subject to the final
authority of the Board.
Section 2. Terminating Committee Appointments. Any committee appointment
may be terminated by majority vote of the full membership of the board upon full
written notice to the appointee, and the board may appoint successors to those
persons whose service has been terminated.
Article VIII. Discipline.
Section 1. United Kennel Club Suspension. Any member who is suspended from
the privileges of the United Kennel Club shall be automatically suspended from the
privileges of this Association for a like period.
Section 2. Charges. Any member may prefer charges against a member for alleged
misconduct prejudicial to the best interests of the Association or the breed. Written
charges with specifications must be filed in duplicate with the Secretary together
with a deposit of $25.00, which 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 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 Association or the breed. If
the Board considers that the Association or the breed. If the Board considers that the
charges do not allege prejudicial conduct, the Board may refuse to entertain
jurisdiction. If the Bard entertains jurisdiction of the charges, it shall fix a date for a
hearing by the Board not less than three weeks nor more than six weeks thereafter.
The Secretary shall promptly send one copy of the charges to the accused member
by registered mail together with a notice of the hearing and an assurance that the
respondent may personally appear in his/her own defense and bring witnesses if
he/she wishes.
Section 3. Board Hearing. The Board shall have complete authority to decide
whether counsel may attend the hearing, but both complainant and respondent shall
be treated uniformly in that regard. Should the charges be sustained after hearing all
the evidence and testimony presented by complainant and respondent, the board
may by a majority vote of those present suspend the respondent from all privileges
of the Association for not more than six months form the date of the hearing. If the
Board 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 respondent’s right to appear before his fellow members at the ensuing
Association meeting which considers the board’s recommendation. Immediately after
the board has reached a decision, its finding shall be put in written form and filed
with the Secretary. The Secretary, in turn, shall notify each of the parties of the
board’s decision and penalty, if any.
Section 4. Expulsion. Expulsion of a member from the Association may be
accomplished only at the annual meeting of the association following a Board hearing
and upon the Board’s recommendation as provided in Section 3 of this Article. The
respondent shall have the privilege of appearing in his or her own behalf through no
evidence shall be taken to this meeting. The President shall read the charges, and
the findings and recommendations, and shall invite the respondent, if present, to
speak on his/her own behalf. The meeting shall then vote by secret written ballot on
the proposed expulsion. A 2/3 vote of those present and voting at the meeting shall
be necessary for expulsion. If expulsion is not so voted, the suspension shall stand.
Article IX. Amendments.
Section 1. Proposing Amendments. Amendments to the constitution and bylaws
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 the recommendations of the board by the
Secretary for a vote at the time of the annual election subsequent to the date when
the petition was received by the Secretary.
Section 2. Publishing Proposed Amendments. Proposed amendments must be
published in the March/April newsletter with the recommendations of the board. The
Secretary shall mail to each member in good standing a ballot listing all proposed
amendments, together with an envelope addressed to the Chairperson of the Tally
Committee. Ballots may be mailed with the March/April newsletter. The same ballot
form may be used for proposed amendments as for the annual election of Officers
and board members.
Section 3. Voting Procedures. Proposed amendments to the constitution and
bylaws may be included on the same ballot used for the annual election of board
members. Ballots shall be returned, counted, and results announced in accordance
with the procedures outlined in Article V, Sections 2.5 and 2.6. The favorable vote of
ballots within the specified time limit shall be required to effect such a proposed
amendment.
Section 4. UKC Approval. No amendment to the constitution and bylaws that is
adopted by the association shall become effective until it has bee approved by the
U.K.C.
Article X. Dissolution. The Association 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 Association, whether voluntary or involuntary or by operation of law, other
than for purposed of reorganization, none of the property of the Association nor any
proceeds thereof nor any assets of the Association shall be distributed to any members of
the Association, but after payment of the debts of the association, the property and assets
shall be given to a charitable organization for the benefit of dogs selected by the Board.
Article XI. Order of Business.
Section 1. Association Meetings. At meetings of the Association, the order of
business, so far as the character and nature of the meeting may permit, shall be as
follows:
Roll Call
Minutes of last meeting
Report of President
Report of Secretary
Report of Membership Secretary
Report of Treasurer
Reports of Committees
Election of Officers and Board (at annual meeting)
Unfinished business
New business
Adjournment
Section 2. Board Meetings. At meetings of the board, the order of business, unless
otherwise directed by majority vote of those present, shall be as follows:
Reading of minutes of last meeting
Report of Secretary
Report of Treasurer
Reports of Committees
Unfinished business
New business
Adjournment
Article XII. Parliamentary Authority. The rules contained in the current edition of
“Robert’s Rules of Order, Newly Revised,” shall govern the Association in all cases to which
they are applicable and in which they are not inconsistent with these bylaws and any other
special rules of order the Association may adopt.
Article XIII. Certification. We hereby certify that the foregoing Constitution and Bylaws,
consisting of 11 pages, including this page, constitute the Bylaws of the Association, duly
adopted by its Officers on the 12th day of December 2002.
________________________________ ______________________
Michelle Morgan, President/Treasurer December 12, 2002
________________________________ ______________________
Steve VanDuine, Vice-President December 12, 2002
________________________________ ______________________
Denise Vavla, Secretary December 12, 2002