Cleveland All Breed Training Club Inc Bylaws-Free Books

Cleveland All Breed Training Club Inc BYLAWS
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1 E STUDENT is open to all persons who are eighteen years of age or. 2 older who are not Regular Regular Household Life or Associate. 3 members and who are enrolled in a current class session. 4 F JUNIOR is open to persons 10 17 years of age, 6 SECTION 2 APPLICATION AND ELECTION TO MEMBERSHIP. 8 A Application Form The Membership Committee shall devise and submit to the. 9 Board of Directors for approval an application form for Regular and Regular. 10 Household Membership which shall be made available to persons who have an. 11 interest in the Club activities Application Forms for other classes of membership. 12 shall be regulated by the Board of Directors The applicant for Regular or. 13 Regular Household Membership shall complete the form enclose a check for. 14 current dues obtain the signatures of two members in good standing who are not. 15 from the same household have been members for at least one year and who. 16 endorse the applicant and submit the form to the Membership Committee The. 17 Committee shall review the application form and send it to the Board of Directors. 18 with one of the following statements that the application be considered that it. 19 not be considered no recommendation Applications for other classes of. 20 membership shall be submitted only to the Board of Directors. 21 B Board of Directors The Board of Directors shall review the application for. 22 Regular or Regular Household Membership and the Membership Committee s. 23 statement The Board shall then send the application to the membership with. 24 one of the following statements that the application be approved that it not be. 25 approved or no recommendation The application and Board s statement shall. 26 be read at three meetings of the Club The name and location of the applicant. 27 shall be published in the Club s newsletter or in the notice of the meeting at. 28 which the membership shall be considered Applications for Associate Student. 29 and Junior classes of membership shall be acted upon by the Board of Directors. 30 without submission to the Club membership Applications for Life Membership. 31 shall be acted upon by both the Board and the membership. 32 C Membership Action When the notice requirements have been completed the. 33 application shall be acted upon at a regular or special meeting of the Club at. 34 which a quorum is present A two thirds affirmative vote by ballot shall be. 35 needed to elect an applicant to membership If the application is not approved. 36 the person may apply again after a six month period. 38 SECTION 3 RIGHTS OF MEMBERS,40 A Ordinary Rights. 41 Ordinary The ordinary rights of membership shall include the right to be notified. 42 of meetings the right to attend meetings and functions of the Club the right to. 43 offer motions the right to speak in debate the right to vote the right to hold. 44 office the right to receive publications and any other right designated as an. 45 ordinary right of membership by these bylaws the parliamentary authority or the. 46 Board of Directors, 47 B Regular Members shall have all of the ordinary rights of membership. 48 C Regular Household shall have all of the ordinary rights except that only one. 49 member of the household may hold an office during the same term and only one. 50 set of notices and publications shall be sent to a household. 51 D Life Members shall have all of the ordinary rights of membership but shall not. 52 have the obligation to pay dues or attend meetings. 53 E Associate Members shall have none of the ordinary rights of membership. 54 except the rights to be notified of and to attend meetings and functions and to. 55 receive those publications of the Club designated by the Board of Directors. Page 2 of 14 BYLAWS, 1 F Student Members shall have none of the ordinary rights of membership except. 2 the rights to be notified and to attend meetings and functions and to receive. 3 those publications and awards of the Club designated by the Board of Directors. 4 G Junior Members shall have none of the ordinary rights of membership except. 5 the rights to be notified of and to attend meetings and functions and to receive. 6 those publications and awards of the Club designated by the Board of Directors. 8 SECTION 4 DUTIES AND RESPONSIBILITIES OF MEMBERSHIP. 10 A To pay dues and fees in a timely fashion, 11 B To obey the Bylaws and Policies of the Club and AKC.
12 C To conduct oneself according to the AKC Code of Good Sportsmanship. 13 D When possible to attend and participate in Club meetings and functions. 15 SECTION 5 DUES, 17 A Maximum Dues The dues of Regular Household Associate and Junior. 18 Members shall not exceed 100 00 per year Student dues shall be determined. 19 by the Board of Directors and included in the class fee. 20 B Payment Dues of Regular Regular Household Associate and Junior members. 21 shall be payable on or before January 1 of each year Dues shall be delinquent if. 22 not paid by January 31 and membership shall be forfeited if dues are not paid by. 23 March 1, 24 C Adjustment Dues of Regular Regular Household Associate and Junior. 25 members shall be fixed from time to time by the Board of Directors. 26 D Good Standing No member may vote or hold office whose dues are not paid. 27 for the current year, 28 E Notification of Dues During the month of November the Treasurer shall notify. 29 each Member of the dues for the ensuing year Those Members elected to the. 30 membership during the last quarter of the fiscal year shall be exempt from paying. 31 dues until the fiscal year following their election. 32 F Fiscal Year The fiscal year shall run from January 1 until December 31. 35 SECTION 6 TERMINATION AND REINSTATEMENT OF MEMBERSHIP. 37 A Membership may be terminated by, 38 1 Resignation Any member in good standing may resign from the Club upon. 39 written notice to the Recording Secretary Resignation does not relieve a. 40 member from debts due the club Dues obligations are considered debts to. 41 the club and they are incurred after the first day of the fiscal year. 42 2 Forfeiture A membership will be forfeited and automatically terminated if. 43 the member s dues remain unpaid sixty days after the beginning of the fiscal. 44 year Reinstatement of membership shall require the submission of a new. 45 application along with payment of all past and current dues. 46 3 Insufficient Funds If a member pays a debt to the Club with insufficient. 47 funds and does not make restitution within sixty days after an official. 48 notification of such a deficiency the Board by a majority vote may censure. 49 the member, 50 4 Expulsion A member may be expelled as provided for in the disciplinary.
51 procedure explained in Article IX of these Bylaws. 52 B Reinstatement of Membership, 53 1 A person whose membership has been terminated through one of the. 54 processes in Part A above shall be required to submit a new application. 55 form pay any outstanding dues and be approved for reinstatement of. Page 3 of 14 BYLAWS, 1 membership by the process described in Article III Section 2 of these. 3 2 An associate member who desires to upgrade his or her membership to. 4 Regular or Regular Household shall be required to submit a new application. 5 and be approved for membership by the process described in Article III. 6 Section 2 of these bylaws,9 ARTICLE IV,10 OFFICERS. 12 SECTION 1 TYPES OF OFFICERS, 13 The Club shall have the following officers a President a Vice President a. 14 Recording Secretary a Corresponding Secretary and a Treasurer who shall. 15 serve in their respective capacities both with regard to the Club and its meetings. 16 and the Board and its meetings,18 SECTION 2 DUTIES OF OFFICERS.
20 A PRESIDENT shall preside at all meetings of the Club and of the Board of. 21 Directors and shall have the duties and powers normally appertaining to the. 22 office of President in addition to those particularly specified in these Bylaws the. 23 parliamentary authority or as assigned by the Membership assembly or the. 24 Board of Directors The President shall serve as the Agent of Record for the. 25 Corporation by registering with the Ohio Secretary of State s Office no later than. 26 30 days following the date of taking office, 27 B VICE PRESIDENT shall have the powers and exercise the duties of the. 28 President in case of the President s absence temporary incapacity resignation. 29 removal or death The Vice President shall be the Chairman of the Committee. 30 to review the Bylaws The Vice President shall have such other duties and. 31 responsibilities as are assigned to him by the Bylaws parliamentary authority. 32 the Membership assembly or the Board of Directors. 33 C RECORDING SECRETARY shall keep the minutes of all meetings of the. 34 Membership and Board of Directors and make proper record of the same in a. 35 permanent form which records shall be attested by the Recording Secretary and. 36 the President shall keep a record of the attendance at each meeting of the. 37 Membership and Board of Directors shall generally perform such duties as may. 38 be required of the office by these Bylaws the parliamentary authority the. 39 Membership assembly or Board of Directors, 40 D CORRESPONDING SECRETARY shall notify Members and the Board of. 41 Directors of regular or special meetings either directly or in the Club s newsletter. 42 notify new Members of their selection to Membership keep a current roster of the. 43 Members with addresses e mail addresses and phone numbers and carry out. 44 such duties as are prescribed in these Bylaws the parliamentary authority the. 45 Membership assembly or the Board of Directors, 46 E TREASURER shall bill members for dues directly or through the Club s. 47 newsletter and shall collect or receive all monies due or belonging to the Club. 48 He or she shall deposit the monies in the name of the Club in a bank specified by. 49 the Board of Directors Books shall at all times be open to inspection by the. 50 Board of Directors The Treasurer shall report the Club s finances receipts and. 51 expenses and balances at each Board meeting and at the first membership. 52 meeting of each fiscal year He or she shall render an itemized account of all. 53 monies received and expended during the previous fiscal year The Treasurer. 54 shall be bonded in a sum appropriate to the amount of funds normally in the. 55 treasury The annual premium for said bond shall be paid by the Club The. Page 4 of 14 BYLAWS, 1 records of the Treasurer shall be audited annually to be completed in the first. 2 quarter of each fiscal year and whenever the Treasurer leaves office prior to. 3 serving his or her full term The Board shall appoint an Auditing Committee or. 4 hire a professional auditor If a committee is appointed at least one member. 5 shall be professionally familiar with accounting and auditing techniques The. 6 auditing report shall be furnished to the members The Treasurer shall not be a. 7 member of the Auditing Committee The Treasurer shall file such legal and. 8 financial forms as are required by state and federal laws. 10 SECTION 3 VACANCIES, 11 A OFFICERS Any vacancy occurring in an office during the year shall be filled for.
12 the unexpired term by a majority vote of the Board of Directors at a regular or a. 13 special meeting of the Board except that a vacancy in the office of President. 14 shall be filled automatically by the Vice President and the resulting vacancy in. 15 the office of Vice President shall be filled by a majority vote of the Board of. 16 Directors until the next annual election, 18 SECTION 4 RESPONSIBILITIES OF ELECTED OFFICIALS. 19 All elected officers shall attend all meetings for the position to which they were. 20 elected An officer or Director who is absent from three Board Meetings during. 21 the year without just cause approved by the Board of Directors shall be removed. 22 from office by the Board of Directors by a majority vote An AKC Delegate who. 23 is absent from three meetings of the AKC during the term without just cause. 24 approved by the Club s Board of Directors shall be removed from office by the. 25 Board of Directors by a majority vote,27 ARTICLE V. 28 BOARD OF DIRECTORS, 30 SECTION 1 COMPOSITION The Board shall be comprised of the President Vice President. 31 Recording Secretary Corresponding Secretary Treasurer and six Directors all. 32 of whom shall be members in good standing,34 SECTION 2 POWERS AND AUTHORITY OF BOARD. 36 A The Board of Directors shall have full power and authority over the affairs and. 37 financial dealings of the Club except for the following. 39 a The election to membership in the Club,40 b The expulsion of members.
41 c The election of officers and directors, 42 d The adoption of bylaw amendments and revisions. 43 e The dissolution of the Club, 44 f And any other power and authority reserved to the membership by these bylaws. 46 B The Board shall have the power to act at all times and shall not be subject to the. 47 orders of the membership assembly except in the matters in Article V Section 2 A. 48 referred to above, 50 SECTION 3 VACANCIES If a vacancy occurs in a Director s position the remaining. 51 members of the Board by a majority vote shall appoint a member to serve until the next. 52 annual election,54 SECTION 4 DUTIES OF THE BOARD. Page 5 of 14 BYLAWS, 1 A Adopt an annual budget at the first meeting of the fiscal year.
2 B Appoint the Audit Committee,3 C Approve the auditing report each year. 4 D Set the time date and location of Board meetings. 5 E Set the time date and location of Club meetings. 6 F Approve the schedule content and budget of all training and competitions. 7 G Appoint standing committees,8 H Appoint Directors of Training. 9 I As appropriate give instructions to or bind the vote of the AKC Delegate. 10 J Supervise the Head Office Managers,11 K Propose and adopt policies. 12 L Appoint the AKC Delegate,13 M Act upon applications for membership. 14 K And conduct such other business as may be required by these Bylaws or by. 15 state or federal law or the affairs and finances of this Club. 17 SECTION 5 DIRECTORS OF TRAINING, 18 The Board shall appoint a Director of Obedience Training and a Director of Agility.
19 Training These Directors shall outline the method of instruction to be used by. 20 the Club and shall have direct charge of all instructors and or assistant. 21 instructors selected by them These Directors shall submit a monthly report to. 22 the Bard of Directors at least one day in advance of the Board meeting These. 23 Directors shall appoint all Instructors and Assistant Instructors The. 24 indemnification of the Training Directors and Instructors are the same as. 25 provided in Article X,28 SECTION 6 BOARD MEETINGS. 29 Meetings of the Board shall be held monthly except December within the Greater. 30 Cleveland area at such hour and place as may be designated by the Board. 31 Written or electronic notice of each such meeting shall be provided by the. 32 Corresponding Secretary at least five 5 days prior to the date of the meeting. 34 SECTION 7 SPECIAL MEETINGS OF THE BOARD, 35 A special meeting of the Board may be called by the President and shall be. 36 called by the President upon receipt of a written request signed by at least three. 37 Members of the Board All special meetings shall be held within the greater. 38 Cleveland area at such hour and place as designated by the President or by the. 39 signers of the written request Notice of such meetings shall be sent by postal or. 40 electronic mail at least seven days prior to the date of the meeting Only. 41 business announced in the call of the meeting shall be conducted at the special. 42 meeting,45 SECTION 8 QUORUM, 46 The Quorum for all meetings and emergency actions of the Board of Directors. 47 shall be a majority of the current number of Board members. 49 SECTION 9 MINUTES OF BOARD MEETINGS, 50 Minutes shall be kept of all Board meetings except executive sessions and shall. 51 be mailed or electronically sent to the Board members at least four days prior to. 52 the next meeting,54 ARTICLE VI,55 AKC DELEGATE,Page 6 of 14 BYLAWS.
2 SECTION 1 APPOINTMENT, 3 A Delegate to the American Kennel Club shall be appointed by the Board of. 4 Directors by a majority vote at their November meeting. 6 SECTION 2 TERM OF OFFICE, 7 The AKC Delegate shall serve for a term of two years or until his or her. 8 successor has been appointed and confirmed The term shall begin on January. 9 1 of the fiscal year following the appointment For appointments that fill. 10 vacancies the term shall begin immediately after the appointment is made by the. 13 SECTION 3 QUALIFICATIONS, 14 The AKC Delegate does not have to be a member of the Board of Directors but. 15 shall be a member in good standing of AKC and the CABTC. 17 SECTION 4 POWERS RESPONSIBILITIES AND PRIVILEGES. 18 The AKC Delegate shall be authorized to act as a representative or agent for the. 19 Club and have full power to vote in the Club s name on AKC business The. 20 Board of Directors of the Club however has the authority to issue instructions to. 21 the AKC Delegate or bind the Delegate to vote in a certain way on specific issues. 22 or in elections and appointments The AKC Delegate shall submit a report to the. 23 Board of Directors at least twice per year and at each Annual Meeting of the. 24 Club The AKC Delegate shall attend all officially called meetings of the AKC. 25 Board of Delegates unless the Delegate presents an excuse acceptable to the. 26 Club s Board of Directors The AKC Delegate shall be responsible for. 27 transportation meals lodging or other expenses while attending officially called. 28 meetings If funds are available the Club s Board of Directors may vote to. 29 provide some financial assistance to the AKC Delegate For just cause the. 30 Club s Board of Directors has the power by a two thirds vote to remove an AKC. 31 Delegate The AKC Delegate shall be given credit for any Club or Board meeting. 32 that falls on the same date as an AKC officially called meeting providing the. 33 Delegate attends the AKC meeting,35 SECTION 5 VACANCY. 36 A vacancy in the office of AKC Delegate shall be filled for the unexpired term by. 37 the Board of Directors A majority vote is needed. 39 ARTICLE VII, 40 NOMINATION AND ELECTION OF OFFICERS AND DIRECTORS.
42 SECTION 1 QUALIFICATIONS, 43 To be elected to an Office or to the Board of Directors a candidate shall meet the. 44 following criteria, 45 A FOR CANDIDATES WHO ARE CURRENT MEMBERS OF THE BOARD Board. 46 members who desire to run for another term as director shall have attended fifty. 47 percent 50 of the Board of Directors meetings and at least two 2 regular. 48 club meetings during the current term, 49 B FOR CANDIDATES WHO ARE NOT CURRENT MEMBERS OF THE BOARD. 50 Club Members who desire to run for an office or directorship shall have attended. 51 at least two meetings of the Board of Directors or of the general membership of. 52 the Club during the past year and volunteered at a CABTC event. 53 A candidate who is a delegate to the A K C shall be given credit for attending. 54 any meeting of the Club that falls on the date of an officially called A K C. 55 meeting so long as the candidate attended the AKC meeting. Page 7 of 14 BYLAWS, 1 C ALL CANDIDATES shall be members of the Club in good standing for at least. 2 one year shall either in person or by letter give consent to nomination and. 3 indicate willingness to serve if elected and shall have been nominated either by. 4 the Nominating Committee or from the floor at the September meeting write in. 5 votes are not valid All candidates shall have an e mail address and have the. 6 technical skills to send and receive e mail and to send and open attachments. 7 D CANDIDATES FOR PRESIDENT VICE PRESIDENT AND TREASURER shall. 8 have had at least two years of service on the Board of Directors one of which. 9 shall have been in the past five years, 10 E NO CANDIDATE shall be nominated for or elected to more than one office and.
11 no more than one member of a family shall be nominated for an office in the. 12 same term No member shall hold the same elective office for more than three. 13 3 consecutive terms No member shall hold the position of Director for more. 14 than two 2 consecutive terms for a total of four years. 17 SECTION 2 NOMINATION AND ELECTION, 18 A TERM Officers shall be elected at the Annual Meeting of the Club for a term of. 19 one year or until their successors are elected and take office Directors shall be. 20 elected at the Annual Meeting of the Club for a two year term or until their. 21 successors are elected and take office Each year all of the officers and three of. 22 the six directors shall be elected, 23 B NOMINATION At its July meeting the Board of Directors shall by a majority. 24 vote elect a Nominating Committee of three members plus one alternate No. 25 more than one member of the Committee may be a member of the Board of. 26 Directors The Committee once formed shall elect its own chairman from among. 27 its members The alternate shall serve only if a vacancy is created on the. 28 Committee The first meeting of the Committee shall be held on or before August. 29 15 The Committee shall be responsible for identifying and checking the. 30 qualifications of all candidates and shall nominate one candidate for each. 31 position to be elected at the Annual Meeting of the Club At the September. 32 meeting of the Club the Nominating Committee shall report its nominees. 33 Additional nominations from the floor may be made following the report of the. 34 Nominating Committee No club member shall be elected to an office or. 35 directorship unless he or she was nominated at the September meeting of the. 36 Club either by the Nominating Committee or from the floor. 37 C ELECTION The election of officers and directors shall take place at the Annual. 38 Meeting of the Club The election shall be by ballot unless there is only one. 39 candidate for an office or unless there is only one candidate nominated for each. 40 open position on the Board In the event that there is only one candidate for an. 41 office or there is the exact number of candidates for the open Board positions. 42 the election for that office or the directors may be by voice vote if a majority of the. 43 membership attending the Annual Meeting agrees by a separate vote A majority. 44 of the votes cast shall be needed to elect a candidate to office The newly. 45 elected officers and directors shall assume their offices on January 1 of the fiscal. 46 year following their election,50 ARTICLE VIII,51 MEETINGS. 53 SECTION 1 REGULAR MEETINGS OF THE CLUB, 54 Meetings of the Club shall be held within the Greater Cleveland area every other. 55 month at such hour and place as shall be designated by the Board of Directors. Page 8 of 14 BYLAWS, 1 Exception to the time and date of Club meetings may be made by the Board of.
2 Directors when a regularly scheduled meeting date is a state or national Election. 3 Day or a holiday Notice of each meeting shall be sent by the Corresponding. 4 Secretary either by first class mail or electronically at least ten 10 days prior to. 5 the date of each meeting,7 SECTION 2 SPECIAL MEETINGS OF THE CLUB. 8 Special Club meetings may be called by the President or by a majority vote of. 9 the Board and shall be called upon receipt of a petition signed by five members. 10 of the Club who are in good standing Special meetings shall be held within the. 11 Greater Cleveland area at such hour and place as may be designated by the. 12 President Board or in the petition Notice of such meetings shall be sent by the. 13 Corresponding Secretary either by first class mail or electronically at least seven. 14 days prior to the date of the meeting The notice shall state the purpose of the. 15 meeting and no other Club business may be transacted except what was. 16 announced in the notice,18 SECTION 3 ANNUAL CLUB MEETING. 19 The Annual Meeting of the Club shall be held during the month of November of. 20 each year at which time Directors and Officers for the ensuing year shall be. 21 elected They shall take office January 1 of the following year Each retiring. 22 officer shall turn over to his successor in office all properties and records relating. 23 to that office on or before January 1,25 SECTION 4 QUORUM. 26 The quorum for the purpose of conducting business at any meeting of the. 27 general membership of the Club shall be 15 of the club s voting members. 29 SECTION 5 VOTING RIGHTS, 30 Each member except Associate and Junior Members shall be entitled to one. 31 vote on each question coming before the membership except that no member. 32 whose dues are unpaid shall be entitled to vote Proxy voting shall not be. 33 permitted at any Club meeting or election,39 ARTICLE IX.
40 COMMITTEES,43 SECTION 1 STANDING COMMITTEES, 44 The Standing Committees shall be the following Bylaws Finance Membership. 45 Agility Obedience Awards and such other committees as needed or appropriate. 46 to advance the work of the club The Board shall each year appoint the Chairman. 47 and members of each standing committees The Standing Committees shall be. 48 subject to the final authority of the Board,50 SECTION 2 SPECIAL COMMITTEES. 51 The Board may appoint special committees to aid it in the accomplishment of. 52 particular projects These are temporary in nature and dissolve when they have. 53 given their final report or at the end of the fiscal year in which they were. 54 appointed By motion the Board may extend the operation of a Special. 55 Committee into the next fiscal year Special Committees shall have a chairman. Page 9 of 14 BYLAWS, 1 and two members unless otherwise specified in the motion which created the. 2 committee,4 SECTION 3 TERMINATION OF APPOINTMENTS. 5 Any committee appointment may be terminated by a majority vote of the full. 6 membership of the Board upon written notice to the appointee and the Board. 7 may appoint successors to those whose services have been terminated. 9 SECTION 4 EX OFFICIO, 10 The President shall be ex officio a member of all committees except the.
11 Nominating Committee,13 SECTION 5 ELECTRONIC WORK SESSIONS. 14 Standing and Special Committees are authorized to conduct their work by. 15 telephone conferencing or through other electronic communication media in. 16 order to perform their reviews opinion gathering investigations and to formulate. 17 recommendations,19 SECTION 6 MEETING NOTES, 20 Notes of all meetings shall be taken and kept on file with the committee. 21 chairman,23 ARTICLE X,24 INDEMNIFICATION OF OFFICERS DIRECTORS AND. 25 MEMBERS,27 SECTION 1 DETERMINATION OF MERIT, 28 The club shall indemnify any director officer or member or a former director or. 29 former officer or former member of the Club against expenses including. 30 attorneys fees judgments decrees fines penalties amounts paid in settlement. 31 and other liabilities incurred in connection with the defense of any pending or. 32 threatened action suit or proceeding whether criminal civil administrative or. 33 investigative to which such director officer or member is or could reasonably. 34 expect to be made a party by reason of being or having been such director. 35 officer or member provided, 36 a That such person was not and has not been adjudicated to have been.
37 negligent or guilty of misconduct in the performance of his duty to the. 39 b That he acted in good faith in what he reasonably believed to be the best. 40 interest of the Club, 41 c That in any matter the subject of a criminal action suit or proceeding he. 42 had no reasonable cause to believe that his conduct was unlawful. 44 The determination as to a b and c above shall be made 1 by the Board of. 45 Directors by a majority vote of the directors who are not or were not parties to or. 46 threatened with such action suit or proceeding or any other action suit or. 47 proceeding arising from the same or similar operative facts or 2 if such a. 48 quorum is not obtainable if a majority of such quorum of disinterested directors. 49 so directs by independent legal counsel compensated by the Club to whom the. 50 matter may be referred by a majority of disinterested directors or 3 if there be. 51 no disinterested directors or if a majority of the disinterested directors whether. 52 or not a quorum so directs by a vote in person of the members entitled to vote in. 53 the election of directors,Page 10 of 14 BYLAWS, 1 The termination of any claim action or proceeding by judgment order. 2 settlement conviction or plea of guilty or nolo contender shall not create a. 3 presumption that such person did not meet the standards of conduct referred to. 6 To the extent that such person has been successful on the merits or procedural. 7 grounds or otherwise with respect to any such action suit or proceeding or in. 8 the defense of any claim issue or matter therein such person shall be. 9 indemnified against expenses incurred in connection therewith without the. 10 determination specified above, 12 The Board of Directors whether a disinterested quorum exists or not may. 13 advance expenses to any such person for the defense of any such action suit or. 14 proceeding or threat thereof prior to any final disposition thereof upon receipt of. 15 a satisfactory undertaking by such a person to repay such amount unless it shall. 16 ultimately be determined that such person is entitled to indemnification by the. 17 Club as herein authorized, 19 The indemnification provided by this Article shall not be deemed exclusive of or. 20 in any way limit any other right to which any person indemnified may become. 21 entitled as a matter of law by the Articles regulations agreements insurance or. 22 otherwise with respect to action in his official capacity and shall continue as to a. 23 person who has ceased to be a director officer or member and shall inure to. 24 the benefit of the heirs executors and administrators of such a person. 26 SECTION 2 INSURANCE, 27 The club shall purchase and maintain insurance on behalf of any person who is.
28 or was a director officer or member against any liability asserted against him. 29 and incurred by him in any such capacity or arising out of his status as such. 30 whether or not the Club would have the power to indemnify him against such. 31 liability under the provisions of this Article or of the Ohio Revised Code. 33 SECTION 3 VALIDITY, 34 If any part of this Article shall be found in any action suit or proceeding to be. 35 invalid or ineffective the validity and the effect of the remaining parts shall not be. 36 affected,41 ARTICLE XI,42 DISCIPLINE,44 SECTION 1 AMERICAN KENNEL CLUB SUSPENSION. 45 Any member who is suspended from any or all of the privileges of The American. 46 Kennel Club automatically shall be suspended from the privileges of this Club for. 47 a like period,49 SECTION 2 CHARGES, 50 Any member may prefer charges with specifications against a member for. 51 alleged misconduct prejudicial or harmful to the best interests of the Club or not. 52 in compliance with a Code of Sportsmanship modeled after the Code of the AKC. 53 as adopted by the CABTC Written charges with specifications shall be filed in. 54 duplicate with the Recording Secretary or the President together with a deposit of. 55 25 00 which shall be forfeited if such charges are not sustained by the Board of. Page 11 of 14 BYLAWS, 1 Directors following a hearing The Recording Secretary shall promptly send a. 2 copy of the charges and specifications to each member of the Board of Directors. 3 or present them during an Executive Session at a Board Meeting In Executive. 4 Session the Board shall consider the charges and specifications and decide if a. 5 hearing should be held If the Board of Directors refuses to entertain jurisdiction. 6 the proceedings shall be stopped If the Board of Directors decides that a. 7 hearing shall be held it shall fix a date for the hearing not less than three 3. 8 weeks nor more than six 6 weeks thereafter The Recording Secretary shall. 9 promptly send one copy of the charges and specifications to the accused. 10 member by registered mail together with a notice of the hearing and an. 11 assurance that the defendant may personally appear in his own defense and. 12 bring witnesses if he or she wishes,14 SECTION 3 HEARING.
15 The hearing shall be held in Executive Session The Board of Directors shall. 16 have complete authority to decide whether counsel may attend the hearing but. 17 both defendant and complainant shall be treated uniformly in that regard If the. 18 defendant fails to appear for the hearing the hearing shall proceed without the. 19 accused After all the evidence and testimony has been presented by the. 20 complainant and the defendant the defendant shall leave the room along with. 21 the complainant if not a member of the Board witnesses and observers The. 22 Board of Directors shall continue its meeting in Executive Session to determine. 23 by a majority vote if the defendant is guilty of the charges and specifications. 24 brought against him or her If the accused is found guilty the Board shall. 25 determine what penalty shall be imposed The Board may by a majority vote. 26 suspend the defendant from all privileges of the Club for not more than six 6. 27 months from the date of the hearing or may issue a reprimand If the Board. 28 deems that the suspension or reprimand is insufficient it may also recommend to. 29 the membership that the penalty be expulsion The suspension or reprimand. 30 shall not restrict the defendant s right to appear before his fellow members at the. 31 ensuing Club meeting to considers the Board s recommendation Immediately. 32 after the Board has reached a decision its findings shall be put in written form. 33 and filed with the Recording Secretary The Recording Secretary in turn shall. 34 notify each of the parties of the Board s decision and penalty if any. 36 SECTION 4 EXPULSION, 37 Expulsion of a member from the Club may be accomplished only at a meeting of. 38 the Club membership following a Board hearing and upon the Board s. 39 recommendation as provided in Section 3 of this Article Such proceedings shall. 40 be in Executive Session and may occur at a regular or special meeting of the. 41 Club to be held within sixty 60 days but not earlier than thirty 30 days after the. 42 date of the Board s recommendation of expulsion The defendant shall have the. 43 privilege of appearing in his or her own behalf though no evidence shall be taken. 44 at this meeting The President shall read the charges specifications and the. 45 Board s findings and recommendation and shall invite the defendant if present. 46 to speak in his or her own behalf if the defendant wishes The voting members at. 47 the meeting shall then vote by secret written ballot on the proposed expulsion A. 48 two thirds 2 3 vote providing there is a quorum of those present and voting at. 49 the meeting shall be necessary for expulsion If expulsion is not so voted the. 50 Board s suspension or reprimand shall stand,53 ARTICLE XII. 54 DISSOLUTION,Page 12 of 14 BYLAWS,1 SECTION 1 PROCEDURE. 2 The Club may be dissolved at any time by the written consent of two thirds 2 3. 3 of the members with full voting rights In the event of the dissolution of the Club. 4 other than for purposes of reorganization so that the club assets may not be. 5 manipulated none of the property of the Club nor any proceeds thereof nor any. 6 assets of the Club shall be distributed to any members of the Club But after. 7 payment of the debts of the Club its property and assets shall be given to a. 8 recognized charitable organization for the benefit of dogs selected by the Board. 9 of Directors provided however that any such gift or distribution shall be subject. 10 to and shall conform with the provisions of Article Six of the Amended Articles of. 11 Incorporation of the Club adopted August 14 1977. 14 ARTICLE XIII,15 ORDER OF BUSINESS,17 SECTION 1 MEMBERSHIP. 18 At meetings of the Club the order of business unless otherwise directed by a. 19 majority vote shall be as follows,20 Read minutes of last meeting.
21 Report of Board,22 Report of President,23 Report of Corresponding Secretary. 24 Report of Recording Secretary,25 Report of Treasurer. 26 Reports of Committees,27 Election of Board and Officers Annual Meeting. 28 Election of New Members,29 Unfinished business,30 New business. 31 Adjournment,33 SECTION 2 BOARD OF DIRECTORS, 34 At meetings of the Board the order of business unless otherwise directed by a.
35 majority vote shall be as follows,36 Reading of minutes of last meeting. 37 Reports of Secretaries,38 Report of Treasurer,39 Reports of Committees. 40 Appointment of fill vacancies if necessary,41 Unfinished business. 42 New member applications,43 New Business,44 Adjournment. 47 ARTICLE XIV,48 PARLIAMENTARY AUTHORITY, 51 SECTION 1 The rules contained in the current edition of Robert s Rules of Order Newly.
52 Revised shall govern the Club in all cases to which they are applicable and in. 53 which they are not inconsistent with these Bylaws or any special rules of order. 54 the Club may adopt or national state and local law. Page 13 of 14 BYLAWS,3 ARTICLE XV,4 AMENDMENTS,6 SECTION 1 MANNER. 7 Amendments to the Bylaws may be proposed by the Board of Directors or by. 8 written petition addressed to the Recording Secretary signed by twenty percent. 9 20 of the membership of this Club with full voting rights Amendments. 10 proposed by petition shall be promptly considered by the Board and shall be. 11 submitted to the members with the recommendation of the Board by the. 12 Corresponding Secretary for a vote within three 3 months of the date when the. 13 petition was received by the Recording Secretary. 15 SECTION 2 REQUIRED VOTE, 16 The Bylaws shall be amended by two thirds 2 3 vote of the members present. 17 and voting at any meeting called for that purpose A secret ballot shall be. 18 ordered as provided for in the parliamentary authority The proposed. 19 amendment shall be included in the notice of the meeting and mailed to each. 20 member at least two 2 weeks prior to the date of the meeting. 22 SECTION 3 EFFECTIVE DATE, 23 No amendment to the Bylaws that is adopted by the Club shall become effective. 24 until it has been approved by the Board of Directors of the American Kennel.

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