THE CHICAGOLAND OLD ENGLISH SHEEPDOG CLUB, INC.
Article I. Name and Objectives
Section 1. Name
The name of the Club will be THE CHICAGOLAND OLD ENGLISH SHEEPDOG CLUB, INC. (herein the Club).
Section 2. Objectives
- To encourage, protect, and promote the breeding of healthy, quality purebred Old English Sheepdogs and to do all that is possible to bring their natural qualities to perfection.
- To urge members and breeders to accept the standard of the breed as approved by the American Kennel Club (herein AKC) as the only standard of excellence by which the Old English Sheepdog will be judged.
- To do all in its power to protect and advance interests of the breed and to encourage sportsmanlike conduct at AKC dog shows, matches, herding, obedience, agility trials and Club sponsored events.
- To conduct sanctioned matches, specialty shows, Herding, Obedience and agility trials under the rules of the AKC.
The Club will not be conducted or operated for profit and no part of any profits or remainder or residue from dues or donations to the Club will inure to the benefit or any member or individual.
The members of the Club will adopt and may from time to time revise such Bylaws as required to carry out these objectives.
THE CHICAGOLAND OLD ENGLISH SHEEPDOG CLUB, INC.
Article I. MEMBERSHIP
Section 1. Eligibility
All members will be in good standing with the AKC and will subscribe to the purposes and objectives of the Club. Although membership is unrestricted as to place of residence, the Club’s primary purpose is to represent the Old English Sheepdog owners of Northern Illinois and adjacent states.
a) Voting Members
Voting members shall have full voting right status. Full membership requires that each member satisfy specific annual membership requirements to maintain voting right status. The requirements will be attendance at three (3) regular meetings or attendance at two (2) regular meetings and participation on one (1) active committee other than the Judges Committee.
- Individual Member defined as any one (1) person eighteen (18) years of age or older.
- Household Members defined as any two (2) persons eighteen (18) years of age or older residing at the same address. Household members will have separate voting rights and receive one (1) copy of Club mailings.
- Honorary Members any person recognized by the Club for significant contributions to the Club or breed may be granted Honorary Member status. Honorary memberships will only be considered and voted upon at the annual meeting. The vote shall be by secret ballot of all voting members present and will require 51% favorable vote for approval. Honorary members are required to satisfy the annual renewal requirements to maintain voting status.
b) Non-Voting Members
- Associate Members those persons not granted voting rights but who are invited to attend all Club meetings and events. Associate members may apply for a voting status membership during the renewal process if they have satisfied the membership participation requirements needed during the current year.
- Junior Members a person between ten (10) and eighteen (18) years of age. Junior memberships are to educate young people in breeding, showing, and caring for dogs. Although not allowed voting rights or the ability to hold office, Junior members are eligible for all other privileges of membership.
Section 2. Dues
The voting members on the recommendation of the Board of Directors (herein the Board) will establish membership dues for each category and type of membership for which dues are required.
a) Membership dues will be as follows:
- Associate Members $12.00
- Individual Members $20.00
- Household Members $30.00
- Junior Members $12.00
- Honorary Members $ 0.00
b) No vote to change dues amounts will become effective until the beginning of the fiscal year following a 51% favorable vote of the voting members present who are in good standing.
c) Dues will be payable upon application for membership and will be due annually thereafter no later than midnight March 31st of each year. During the month of January, the Treasurer will send to each member a renewal form to be returned with payment prior to the renewal deadline. Honorary members must return the renewal form. Any voting member in default of dues will not be considered a member in good standing. Any type of membership will be considered lapsed if the member fails to meet the requirements of Article I, Section 5 (b).
Section 3. Application for Membership
a) Applications for Associate, Individual, Household of Junior membership may be submitted to the Secretary after the applicant has attended two (2) Club meetings. The application form will be pre-approved by the Board. This form will state that the applicant agrees to abide by the Club Constitution, the Club Bylaws, Old English Sheepdog Club of America (herein OESCA) Code of Ethics, and the rules of the AKC. Each completed application must be signed and be accompanied by the payment of dues for the current year. Applications received after December 31st will be considered as dues paid for the upcoming fiscal year. Bulletins of the Club as published by the editor of the Shaggy Rag or the Secretary will carry a list of the current applications for membership.
b) Voting members in good standing will have thirty (30) days from the date of publication of an applicant’s membership request to file an objection to the acceptance of any applicant. Said objection shall be presented to the Secretary in writing. Within seven (7) days of receipt of such an objection, the Secretary shall send a copy of the objection to members of the Board with a request to meet within fifteen (15) days of the mailing. The Board will heard the objection from the individual filing the objection and determine:
- To accept the protest based on the case presented by calling for a vote as to the acceptance or rejection of the applicant. A 2/3 favorable vote by all Directors present at the meeting will be required for acceptance into the Club. A minimum of six (6) Directors including the President is required before any vote can be taken. The President will only vote in the event of a tie.
- To refuse to accept the objection and accept the new member.
c) It will be the sole duty of the Secretary to notify the applicant of the acceptance or rejection of his/her membership.
d) An individual whose membership request has been denied may reapply for membership no earlier than nine (9) months from the date of his/her rejection notification
e) Board members must not disclose any membership matters with individuals outside of the Board. If it is determined that a confidentiality issue has been violated, any voting member may bring charges against the offender. See Article VI, Section 2.
Section 4. Members in Good Standing
A member in good standing is a person who has been accepted for membership, whose dues have been paid by March 31st of the current Club year, whose membership has not been terminated, and who is not under suspension with the AKC. Member as used herein will mean member in good standing unless otherwise specifically provided.
Section 5. Termination of Membership
Membership may be terminated by the following:
a) Resignation. Any member may resign from the Club upon written notice to the Secretary, but no member may resign when in debt to the Club. Dues obligations are considered a debt to the Club. Possession of physical property belonging to the Club is also considered a debt to the Club.
b) Lapse. A membership will be deemed as lapsed and automatically terminated if such member’s dues remain unpaid after April 30th. A member whose membership has lapsed must reapply for membership in the Club.
c) Expulsion. A membership may be terminated by expulsion as provided in Article VI.
ARTICLE II. MEETINGS
Regular Club Meetings. A minimum of six (6) monthly meetings will be held during the Club’s fiscal year. Meetings of the Club will be held in or within seventy-five (75) miles of the city of Chicago. The Secretary will present notice of each meeting in the Shaggy Rag, via postcard or electronically at least seven (7) days prior to the date of the meeting. The quorum for such meetings will be 15% of the voting membership or a minimum of nine (9) voting members. Unless specified elsewhere in these Bylaws, a 51% favorable vote will be required to approve Club business.
Special Club Meetings. Special meetings of the Club may be called for by the President. The Secretary may call for a Special meeting upon receipt of a petition stating the purpose of the meeting signed by five (5) members. A Special meeting will be held at a place, date, and time as designated by the Board. The Secretary will mail written notice of such a meeting at least five (5) days and not more than fifteen (15) days prior to the meeting. Said notice will state the purpose of the meeting and no other business will be discussed. The quorum for Special meetings will be 15% of the voting membership or a minimum of nine (9) voting members.
Board Meetings. The Board will meet a minimum of four (4) times during the fiscal year, preferably once per quarter. Meetings will be held in or within 75 miles of the city of Chicago at such time and place designated by the Board. The quorum for such a meeting will be not less than five (5) Board members. The Secretary must mail meeting notifications within seven (7) days of determining a meeting date.
Special Board Meetings. Special Board meetings of the Club may be called for by the President. The Secretary may call for a Special meeting upon receipt of a request signed by three (3) Board members. Special Board meetings will be held in or within 75 miles of the city of Chicago at such time and place designated by the Board. The Secretary will mail written notice to all Board members at least seven (7) days prior to the meeting. Said notice will state the purpose of the meeting and no other business will be discussed. The quorum for Special Board meetings will be no less than five (5) members of the Board.
Voting. Each voting member in good standing whose dues are paid for the current year and whose participation requirements are satisfied for the prior year will be entitled to one (1) vote for each question at any meeting of the Club. Proxy voting will not be permitted at any Club meeting or election.
ARTICLE III. OFFICERS AND DIRECTORS
Section 1. Board of Directors
The Board of Directors will consist of the four (4) Officers listed below and three (3) Directors all of whom will be in good standing and who reside in or within 75 miles of the city of Chicago and within the State of Illinois. They will serve in their capacities both with regard to the Club and its meetings and the Board and its meetings. All Officers and Directors shall be bonded at the expense of the Club for an amount to be determined by the Board.
Section 2. Term
The term of office will be one (1) year. The Officers and Directors will be elected in the manner described in Article IV and will serve so long as they remain in good standing until their successors are elected.
Section 3. Responsibilities
The Board will direct and supervise the activities of the Club and will take action consistent with these Bylaws as it deems necessary to implement the objectives of the Club.
Section 4. Officers
The Officers of the Club will be President, Vice-President, Secretary, and Treasurer.
a) The President will be the chief administrative officer of the Club and will preside at each meeting of the Club and the Board. The President will have the duties and powers normally appurtenant to the office of President in addition to those particularly specified in these Bylaws.
b) The Vice-President will perform the duties of the President during the temporary absence of the President and will succeed to the office of President should that office become vacant. The Vice-President will also be responsible for reviewing and reporting on the status of the member’s participation requirements with regard to voting status. The Vice-President will determine and secure the meeting rooms for Club and Board meetings and advise the Secretary and Shaggy Rag editor of the determination and arrange for outside programs, speakers, and events as requested throughout the year. The Vice-President will also perform other duties as assigned by the President or Board.
c) The Secretary will keep a record of all proceedings of the Club and the Board, all matters for which a record will be ordered by the Club, and have charge of all correspondence and notification of meetings. The Secretary will also notify new members of their election or rejection to membership, notify Officers and Directors of their election to office, keep a roll of the members of the Club with their addresses and carry out such other duties as prescribed in these Bylaws. The Secretary will publish the annual membership roster and provide names and addresses and subsequent changes to the editor of the Shaggy Rag.
d) The Treasurer shall collect, receive and pay all monies due or belonging to the Club. Money will be deposited in a bank designated by the Board in the name of the Club. The Treasurer shall file all appropriate tax reports as required by law by State and Federal agencies. A report shall be given at every meeting on the condition of the Club’s finances with every item, receipt or payment not previously reported. At the Annual Meeting an accounting shall be rendered of all monies received and expended during the previous fiscal year. The books and supporting documentation will be open to inspection by the Board at all times. Should a member in good standing dispute the regular Treasurer’s report or the annual accounting, such dispute shall be presented to the Secretary in writing within seven (7) days of the report being disputed. The Secretary will send a copy of the dispute to each Board member with a request for the Board to meet. The Board will hear the dispute from the individual filing the dispute within twenty-one (21) days of the receipt date of the dispute. Should the individual filing the dispute deem it necessary to have the Club’s books independently audited, any and all costs associated with the independent audit will be their responsibility. Should the Board deem it necessary to have the Club’s books independently audited, any and all costs associated with the independent audit will be the responsibility of the Club.
Section 5. Vacancies
Any vacancy except that of the President, occurring on the Board during a term will be filled at a Special Board Meeting called specifically for that purpose. See Article 2, Section 4.
Section 6. Removal
A member of the Board may be removed from office by a 2/3 vote of the Board when there is documented non-performance of the duties of the office held that is detrimental to the fulfillment of the Board’s responsibilities. A Special Board Meeting is required to act on removal of a Board member. See Article II, Section 4.
ARTICLE IV. CLUB YEAR, ANNUAL MEETING AND ELECTIONS
Club Year. The Club’s fiscal year will begin on the 1st day of April and end on the 31st day of March. The Club’s official year will begin immediately at the conclusion of the election at the annual meeting and will continue through the election at the next annual meeting.
Annual Meeting. The annual meeting will be held in the month of April at which time the Officers and Directors for the ensuing year will be elected by secret ballot from among those nominated in accordance with Section 3 of this Article. Each retiring officer and Board member will turn over to his/her successor in office all properties and records pertaining to that office within thirty (30) days after the election.
Nominations. A person may only be a candidate for Club office if he/she is a voting member in good sanding. During the month of January the Board will select a nominating committee of three (3) members and two (2) alternates with not more than one (1) member serving on the current Board. The Secretary will immediately notify the committee members and alternates of their selection. The Board will name a Chairperson of the committee and it will be their duty to call a committee meeting, which will be held on or before February 1.
a) The committee will nominate one (1) candidate for each Office and three (3) Board positions. The committee must obtain the consent of each person so nominated and will immediately report his/her nominations to the Secretary in writing.
b) Upon receipt of the Nominating Committee’s report, the Secretary will notify each member of the Club in writing of the candidates so nominated. This notification may be accomplished by publishing the results in the Club’s bulletin.
c) Any voting member may make additional nominations at the February and March meetings, providing the person so nominated is present and accepts the nomination. Nominations cannot be made at the annual meeting or in any manner other than provided in this Section.
Elections. Candidates must be voting members in good standing at the time of the election to be eligible to be voted into office. If any nominees for an office are not voting members in good standing the time of the election, the office will remain unfilled until a Special Board meeting is called according to Article II, Section 4. The nominated candidate receiving the greatest number of votes for each office/position will be declared elected.
ARTICLE V. COMMITTEES
The Board may each year appoint standing committees to advance the work of the Club in such matters as dog shows, trials, trophies, boutique, rescue and membership that may well be served by committees. Such committees will always be subject to the final authority of the Board and will be required to submit detailed reports at least quarterly to the Board. The committee reports must indicate the names of members who participated on the committee. Special committees may also be appointed by the Board to aid on particular matters.
ARTICLE VI. DISCIPLINE
Any member who is suspended from privileges of the AKC and/or the OESCA will automatically be suspended from the privileges of membership in the Club for a like period. The Secretary will notify the member of such a suspension.
Charges. Any member may proffer charges against another member for alleged misconduct prejudicial to the best interests of the Club. Written charges with specifications must be filed in duplicate with the Secretary together with a deposit of $15.00, which will be forfeited if such charges are not sustained by the Board following a hearing. The Secretary will promptly send a copy of the charges to each Board member. The Board will first consider whether the actions alleged in the charges, if proven, might constitute conduct prejudicial to the best interests of the Club. If the Board considers that the charges do not allege conduct which would be prejudicial to the best interests of the Club, it may refuse to entertain jurisdiction. If the Board entertains jurisdiction of the charges, it will fix a date for a hearing by the Board not less than three (3) weeks nor more than six (6) weeks thereafter. The Secretary will promptly send one (1) copy of the charges to the accused member by registered mail together with a notice of the hearing and an assurance that the defendant may personally appear in his/her own defense and bring witnesses if they wish.
Board Hearing. The Board will have complete authority to decide whether counsel may attend the hearing. Both complainant and defendant will be treated uniformly in that regard. Should the charges be sustained after hearing all the evidence and testimony presented, the Board may by a majority vote of those present reprimand or suspend the defendant from all privileges of the Club for not more than six (6) months from the date of the hearing. And, if it deems that punishment insufficient, it may also recommend to the membership that the penalty be expulsion. In such case, the suspension will not restrict the defendant’s right to appear before his/her fellow members at the ensuing Club meeting which considers the Board’s recommendation. Immediately after the Board has reached a decision, its finding will be put in written form and filed with the Secretary. The Secretary will notify each of the parties of the Board’s decision and penalty, if any.
Expulsion. Expulsion of a member from the Club may be accomplished only at a meeting of the Club following a Board meeting and upon the Board’s recommendation as provided in Section 3 of this Article. Such proceedings may occur at a regular meeting or special meeting of the Club to be held within sixty (60) days but not earlier that thirty (30) days after the date of the Board’s recommendation of expulsion. The defendant will have the privilege of appearing on his/her own behalf though no evidence will be taken at this meeting. The President will read the charges and the Board’s finding and recommendation and will invite the defendant, if present, to speak on his/her own behalf. A vote of 51% of those voting members present by secret ballot will be necessary for expulsion or suspension.
ARTICLE VII. AMENDMENTS
Amendment(s) to the Constitution and/or Bylaws may be proposed by the Board or by written petition addressed to the Secretary signed by 20% of the voting members. Amendment(s) proposed by such petition will be promptly considered by the Board and must be submitted by the Secretary to the membership with recommendation(s) of the Board for a vote within three (3) months of the date when the petition was received by the Secretary.
The Constitution and/or Bylaws may be amended by an affirmative result of 51% of the voting members present. The vote will be by secret ballot. The amendment(s) must be published in a meeting notice and mailed to each member at least two (2) weeks prior to the date of the meeting.
No amendment(s) to the Constitution and/or Bylaws that is adopted by the Club will become effective until the Board and the AKC has approved the same.
ARTICLE VIII. DISSOLUTION
The Club may be dissolved at any time by the written consent of not less than 2/3 of the voting members. In the event of the dissolution of the Club other than for the purposes of reorganization, whether voluntary or involuntary, or by operation of law, none of the Club property, nor any proceeds thereof, nor any assets of the Club will be distributed to any members of the Club. After payment of any and all debts of the Club, its property and assets will be given to a charitable organization for the benefit of dogs selected by the Board.
If the voting membership of the Club falls below the AKC minimum number of voting members and/or households, the Club must be immediately dissolved.
ARTICLE IX. ORDER OF BUSINESS
At meetings of the Club, the order of business, so far as the character and nature of the meeting may permit, will be as follows:
- Roll Call
- Minutes of the Last Meeting
- Report of the President
- Report of the Secretary
- Report of the Treasurer
- Committee Reports
- Election of Officers and Board (at Annual Meeting)
- Election of New Members
- Unfinished business
- New Business
At meetings of the Board, the order of business, unless otherwise directed by majority vote of those present, will be as follows:
- Roll Call
- Minutes of the Last Meeting
- Report of the Secretary
- Report of the Treasurer
- Committee Reports
- Unfinished Business
ARTICLE X. PARLIAMENTARY PROCEDURE
The rules contained in the current edition of Roberts Rules of Order, Newly Revised, will govern the Club 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 Club may adopt.