CONSTITUTION/BY-LAWS FOR ALASKAN KLEE KAI NATIONAL KENNEL CLUB

 

 

CONSTITUTION

 

Article I.  Name.  This association shall be known as the Alaskan Klee Kai National Kennel Club; formerly known as the Klee Kai National Kennel Club, hereinafter also referred to as “the Association.”

 

Article II.  Objective.  The Association is formed for the following purposes:  The aims and objectives of the Club shall be the encouragement and development of the Alaskan Klee Kai as a genically superior breed by:  Educating members and the public at large in the benefits of the selective breeding of the Alaskan Klee Kai.  Studying the breed standard and adhering to it.  Working together as a whole to promote better breeding.  Breeder responsibility to each of the animals produced by any breeder of the Alaskan Klee Kai.  A dedication to protect all Alaskan Klee Kai no matter where they originated from.  To further guard against medical deficiencies by promoting testing for deficiencies if a problem comes to the attention of the breeders that there is a potential medical problems within the breed itself.

 

Article III.  Association Profits.  The Association shall not be conducted or operated for profit and no part of any profits or remainder of 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 three types of membership open to any breeder, owner, or fancier of the Alaskan Klee Kai who subscribes to the purposes and objectives of the Association, agrees to abide by the Association Code of Ethics, and who is in good standing with U.K.C.

 

All members shall have read and agree to abide by the constitution, by-laws and the code of ethics, and shall read and acknowledge the breeders guidelines.  All membership in the Alaskan Klee Kai National Kennel Club is a privilege and may be revoked by the board for just cause.

 

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 January 1, 2002 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 per household may hold office at any one time.

 

Section 2.4. Honorary membership. The Board of Directors may elect to grant honorary membership to any member in good standing or any non-member who meets the eligibility requirements for membership.  An affirmative vote 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 honorary member. Honorary members shall be exempt from dues. No honorary members may vote unless he/she was a member in good standing of the Association at the time he/she was elected to honorary membership.

 

Section 3.1. Amount. Membership dues are as follows:

Single or Charter membership $20.00

Family/Household membership $40.00

Honorary membership-no fee

Junior membership $10.00

 

The Board of Directors shall have the power to review and increase if necessary, the annual membership fees in August at the annual meeting/picnic; subject to approval of the members in attendance of that meeting or by a written vote through the mail or the entire membership.

 

Section 3.1. Amount. Annual membership dues shall be determined by the Board of Directors not to exceed $50.00 per person per year.

 

Section 3.2. Payment of dues. Dues are payable on or before the 1st day January of each year.

 

Section 3.3. Dues statement. On November 1st 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 names of members who have not paid their dues shall be published in the first Association newsletter published after January 1st of each 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. Each applicant for membership in the Association shall apply on a Board-approved Application for Membership, which shall provide that the applicant agrees to abide by the Constitution, Bylaws and Code of Ethics of the Association 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.

 

Section 7. Termination Of Membership. Memberships may be terminated for any of the following reasons:

 

Section 7.1. 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 7.2. Lapsing. A membership will be considered as lapsed and automatically terminated if such member's dues remain unpaid after March 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 unpaid as of the date of the meeting. Dues paid at such a meeting allow that member reinstatement of voting rights.

 

Section 7.3. 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 7.4. 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. 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 printed in the annual newsletter of the Association and 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 2. 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 said notice shall state the purpose 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 3. 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. The quorum for such a meeting shall be a majority of the Board.

 

Section 4. Special Board meetings. Special meetings of the Board may be called by the Association President or by the Secretary upon receipt of a written request signed by at least three 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 5. 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 5.1. 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:

 

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 5.2. 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.

 

Notice. These regular discussions may be held without notice but the President shall publish an agenda at the beginning of each discussion.  Roll call. The Secretary will take a roll call at the beginning of each designated meeting period.

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.

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 5.3. 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 6. Voting. Each Association member in good standing whose dues are paid for the current year, and who is entitled to vote pursuant to Article 1, Section 2, 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 Directors, all of whom 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 member of the Board.  The position would be a voting position, this allows for continuity in the leadership of the association. General management of the Association’s affairs shall be entrusted to the Board of Directors. The initial Board of Directors shall hold office until the annual picnic held in August, at which time the first Board of Directors elected as provided in Article V shall assume office.

 

Section 2. Term of Office. The Officers of the Association shall serve until their successors are elected. All Officers shall be limited to two consecutive terms of office and no person may hold more than one office per term if enough members are available for service. The other members of the Board of Directors shall be elected for [one or two]-year terms so staggered that one-half are elected at each annual meeting, again if enough members are available for service. Any Director who misses two Board meetings within a 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 of 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 addresses, 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 exercising 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 President shall be filled automatically by the Vice President and resulting 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 annual 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 November 15th, the Board shall select a Nominating Committee, consisting of five members and two alternates, all members in good standing, none of which shall be a member of the current Board of Directors. In choosing the members of the Nominating Committee, the Board should try to ensure that different parts of the country have representation on the committee. 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 thereafter to 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 all ballot counts to

the Association Secretary.

Section 2.3. Candidates. The Nominating Committee shall nominate from among the eligible members of the Association, 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

January 15th. The Secretary shall mail the list, including the full name of each candidate and the state in which the candidate resides, before February 1st, 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 addressed to the Secretary and received at the Secretary’s regular address on or

before March 15th, accompanied by a written acceptance of the nomination from 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 March 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 March 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. Ballots may be mailed with the March/April newsletter.

Section 3. Counting The Ballots. Ballots must be returned by U.S. mail to the Chairperson of the Tally Committee not later than May 1

st. Ballots postmarked after that date shall be invalid. The Chairperson shall set a meeting time for the Tally Committee as soon as practicable after May 1st and 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 1st. All ballots and the envelopes in which they were received shall be given to the Secretary who shall keep them for two years as part of the Association’s official records.

Section 4. Election Results. Election results will be announced by the Secretary at the annual meeting of the Association.

Section 5. 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 30 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.

acceptance of the nomination from 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 March 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 March 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. Ballots may be mailed with the March/April newsletter.

Section 3. Counting The Ballots. Ballots must be returned by U.S. mail to the Chairperson of the Tally Committee not later than May 1

st. Ballots postmarked after that date shall be invalid. The Chairperson shall set a meeting time for the Tally Committee as soon as practicable after May 1st and 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 1st. All ballots and the envelopes in which they were received shall be given to the Secretary who shall keep them for two years as part of the Association’s official records.

Section 4. Election Results. Election results will be announced by the Secretary at the annual meeting of the Association.

Section 5. 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 30 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. 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 from 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 though 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 4.4 and 4.5. The favorable vote of 2/3 of the members in good standing who return valid ballots within the specified time limit shall be required to effect such a proposed amendment.

Section 4. U.K.C. Approval. No amendment to the constitution and bylaws that is adopted by the Association shall become effective until it has been approved by 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 purposes 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, its property and assets shall be given to a charitable organization for the benefit of dogs.

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 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 [14] pages, including this page, constitute the Bylaws of the Alaskan Klee Kai National Kennel Club, Association, duly adopted by its Board of Directors at a meeting properly noticed and held, and at which a quorum was present on the Annual Klee Kai picnic.