IRISH SETTER CLUB OF DELAWARE VALLEY, INC.

Constitution and By-Laws

Constitution

Article 1

Section 1.    The name of the club will be the Irish Setter Club of Delaware Valley, Inc.

Section 2.    The objects of the club shall be:

a.)   to foster interest in and promote the ethical breeding of pure-bred Irish Setters, and to do all possible to bring their natural qualities to perfection;

b.)  to educate our members and the public in everything concerning Irish Setters – on their training, care, breeding, exhibition, and the American Kennel Club (AKC) approved standard of the breed by which they are judged;

c.)  to conduct sanctioned and licensed specialty shows, obedience and field trials under the rules of the AKC;

d.)  to cooperate with and encourage all others to observe the rules of the AKC;

e.)   to do all in its power to protect and advance the interests of the breed by encouraging sportsmanlike competition and friendly cooperation among all those interested in the breed.

Section 3.    The club shall neither conduct nor operate for profit.  No part of any revenues from dues, donations, or fund raising activities sponsored by the club shall inure to the benefit of any member or individual.

Section 4.    The members of the club shall adopt and may, from time to time, revise the By-Laws as may be required to carry out these objects.

By-Laws

Article 1

Membership

Section 1.    Eligibility.   There shall be three types of membership:  Regular Membership, Junior Membership, and Honorary membership.

a.      Regular Membership shall be open to all persons eighteen years of age and older who are interested in the welfare and development of pure-breed Irish Setters, who are in good standing with the AKC, and who subscribe to the purposes of the club.

b.     Junior Membership shall be open to all person ten to eighteen years of age.

c.     Honorary Membership shall be awarded by the club to persons who have rendered a unique or valuable service to the Irish Setter, or to the club.  An Honorary member shall be exempt from payment of dues.  Honorary members may maintain active/voting status by payment of dues.

Only Regular members shall have the right to vote.   Junior and Honorary members shall be eligible for all other benefits of the club, but may not vote or hold office (regarding Honorary members and voting rights, see “c” above).

Section 2.    Dues.  Membership dues shall be as follows:  Regular Membership is $15 per person, $20 per couple, $25 per family (children from eight to fourteen years of age).  Junior Membership is $5.00 per year.  Membership dues shall be payable on or before May 1 of each year.  No member may vote who does are not paid for the current year.  In the case of couples, both persons shall have a vote.

Section 3.    Election to Membership.  Each applicant for membership shall attend three club functions (one of which must be a general membership meeting) within a six-month period.  The applicant shall then apply on a form approved by the Board of Directors.  This form shall contain the name, address, phone number, and signature of the applicant, and the signatures of two sponsors, who shall be members in good standing.  Accompanying the application, the prospective member shall submit dues payment for the current year.  The applicant agrees to abide by the Constitution and By-Laws of the Irish Setter Club of Delaware Valley, Inc. and the rules/regulations of the AKC.  All membership applications shall be filed with the Membership Chairman, who shall present them to the Board of Directors for approval at the first Board Meeting following its receipt.  If the application is approved by the Board, it shall be presented to the general membership at the first club meeting following approval by the Board.  At the next club meeting, the application will be voted upon and an affirmative vote of three-fourths of the members present and voting at that meeting shall be required to elect the applicant.  Applicants for membership who have been rejected by the Board or general membership may not reapply within six months after such rejection.

Section 4.    Termination of Membership.  Memberships may be terminated:

a.      By Resignation.  Any member in good standing may resign from the club upon written notice to the Corresponding Secretary.  However, no member may resign when in debt to the club.  Dues obligations are considered a debt to the club.  Dues become incurred on the first day of each fiscal year.

b.     By Lapsing.  A membership will be considered lapsed if such member’s dues remain unpaid 90 days after the first day of the fiscal year.  Termination of membership will be in effect 30 days after a written notice, to that effect, has been sent to the member.  In no case may a person be entitled to vote at any club meeting whose dues are unpaid as of the date of that meeting.

c.     By Expulsion.  A membership may be terminated by expulsion as provided in Article VI of these By- Laws.

 Article II

Meetings and Voting

Section 1.    Club Meetings.  Meeting of the club (both regular and Board of Directors) shall be held during the second week of each month at such time and place as may be designated by the Board of Directors.  The meeting place will be within the Greater Philadelphia area.   Written notice of each meeting shall be mailed to the members at least 10 days prior to the date of the meeting.  The quorum for such meetings shall be 20% if the members in good standing.

  Section 2.    Special Club Meetings.  Special club meetings may be called by a written petition signed by five members in good standing, or by a majority vote of the Board of Directors.  Written notice of such a meeting shall be mailed by the Corresponding Secretary at least 7 days prior to the date of the meeting, and shall include the purpose of the meeting.  The meeting place will be within the Greater Philadelphia area.   The quorum for such a meeting shall be 20% of the members in good standing.

  Section 3.    Board Meetings.  Meetings of the Board of Directors shall be held the fourth week of the months of January, March, May, July, September, and November of each year at such time and place as may be designated by the Board as a whole.  The meeting place will be within the Greater Philadelphia area.   The quorum for such a meeting shall be a majority of the Board.

  Section 4.    Special Board Meetings.  Special Board meetings may be called by the President, and must be called by the President upon receipt of a written request signed by at least three members of the Board.  The place, date, and time of such meetings shall be designated by the Board as a whole.  The meeting place will be within the Greater Philadelphia area.  Written notice of such meetings shall be mailed by the Corresponding Secretary at least 5 days prior to the date of the meeting, and such notice shall include the purpose of the meeting.  The quorum for such a meeting shall be a majority of the Board.

  Section 5.    Each member in good standing whose dues are paid for the current year shall be entitled to one vote at any meeting of the club at which he/she is present.

Article III

  Directors and Officers

Section 1.    Board of Directors.  The Board shall be comprised of the President, Vice-President, Recording Secretary, Secretary, Corresponding Secretary, Treasurer, and six other persons, all of whom shall be members in good standing.  The officers of the club shall be elected for one-year terms.  The other members of the Board shall be elected for two-year terms, with three members to be elected in even numbered years.  No duly elected President shall serve more than three consecutive terms.  All Board members shall be elected at the club’s annual meeting, as provided in Article VI, and shall serve until their successors are elected.  General management of the club’s affairs shall be entrusted to the Board of Directors.

Section 2.    Officers.  The duties of the officers shall be as follows:

a.      The President shall preside at all meetings of the club and Board of Directors, and shall have the duties and powers normally appurtenant to the office of President in addition to those particularly specified in these By-Laws.

b.     The Vice-President shall have the duties and exercise the power of the President in the event of death, incapacity, resignation, or absence of the President.

c.     The Recording Secretary shall take the minutes of all meetings of the club (both regular and Board of Directors).  He/she will also keep a record of all of the club’s business and carry out other duties as prescribed by these By-Laws.

d.     The Corresponding Secretary shall have custody of all official correspondence, notify members of meetings, notify new members of their admission to membership, notify Officers and Directors of their election to office, keep a roll of the members of the club with their addresses and telephone numbers and carry out such other duties as are prescribed by these By-Laws.

e.      The Treasurer shall collect and receive all monies due and belonging to the club.  The Treasurer shall deposit the same in a bank designated by the Board of Directors in the name of the club.  The Treasurer’s books shall at all times be open to inspection by the Board of Directors upon due notice.  The Treasure shall be bonded, the expense to be borne by the club.  At every regular general meeting, the Treasurer shall report on the condition of the club’s finances.  All bills received, payments made, and other financial considerations will be reviewed.  The Treasurer shall render an account of all the monies received or expended during the fiscal year to an annual audit to be approved by the Board of Directors.

Section 3.    Vacancies.  Any vacancies occurring on the Board or among the officers during the year shall be filled until the termination of the elected term of the party whose vacancy is being filled by a majority vote of all the then member of the Board of Directors at its first regular meeting following the creation of the vacancy, or at a Special Board meeting called for that purpose.  There is one exception.  A vacancy in the office of President shall be filled automatically by the Vice-President, and the resulting vacancy in the office of Vice-President shall be filled by a majority vote of the Board.

Article IV

The Club Year, Annual Meeting, and Elections

Section 1.    Club Year.  The club’s fiscal year shall begin on the 1st day of May and end on the 30th day of April.  The club’s official year shall coincide with the dates of the club’s fiscal year.

Section 2.    Annual Meeting.  The Annual Meeting shall be held in the month of April, at which time the Officers and Directors for the ensuing year shall be elected by secret, written ballot from among those nominated in accordance with section 4 of this article.  They shall take office on the 1^st day of May and each retiring officer shall turn over to his/her successor in office all properties and records to that office within 30 days after the election.

Section 3.    The nominated candidate receiving the greatest number of votes fro each office shall be elected.  The nominated candidates for Directorship who receive the greatest number of votes shall be declared elected.

Section 4.    Nominations.  No person may be a candidate in a club election who has not been nominated.  During the month of November, the Board of Directors shall select a committee consisting of three members and two alternates, not more than two of whom may be members of the Board.  The Corresponding Secretary shall immediately notify the committeemen and alternates of their selection.  The Committee shall appoint their own chairman and it shall be his/her duty to call a committee meeting that shall be held on or before February 1^st.

a.      The Committee shall nominate one candidate for each office, and three candidates for the three other positions on the Board, and after securing the consent of each person so nominated, shall immediately report their nominations to the Corresponding Secretary in writing.

b.     Upon receipt of the Nominating Committee’s report, the Corresponding Secretary shall notify each member, in writing, of the candidates so nominated.  This notification will be mailed at least two weeks before the March meeting.

c.     Additional nominations may be made at the March meeting by any member in attendance, provided that the person so nominated does not decline when his/her name is proposed.  If the proposed candidate is not in attendance at this meeting, his/her proposer shall present to the Recording Secretary a written statement from the proposed candidate signifying his willingness to be a candidate.  No person my be a candidate for more than one position, and the additional nominations which are provided for herein may be made only from among those members who have not accepted a nomination of the Nominating Committee.

d.     Nominations cannot be made at the annual meeting in any manner other than as provided in this section.

Article V 

Committees

Section 1.    The Board of Directors shall each year create Standing Committees to advance the work of the club.  Such committees shall always be subject to the final authority of the Board.  A specific outline of the duties of the Standing Committee, as approved by the Board, shall be filed with the Recording Secretary, and included in the minutes of the Board Meeting wherein the Committee was created.  The chairperson of all Standing Committees shall be appointed by the President and approved by the Board of Directors.

Section 2.    Any committee appointment may be terminated by a majority of the full membership of the Board upon written notice of the appointee.  The Board may appoint successors to those persons whose services have been terminated.

Article VI

Discipline

Section 1.    American Kennel Club Suspension.   Any member who is suspended from the privileges of the American Kennel Club shall automatically be suspended from the privileges of this club for a like period.

Section 2.    Charges.  Any member in good standing may prefer charges against a member for alleged misconduct prejudicial to the best interests of the club or the breed.  Written charges with specifications must be filed in duplicate with the Corresponding Secretary together with a deposit of $10 which shall be forfeited if such charges are not sustained by the Board following a hearing.  The Corresponding Secretary shall then promptly send a copy of the charges to each member of the Board, or present them at a Board Meeting within 30 days of their receipt.  The Board shall first consider whether the actions alleged in the charges, if proven, might constitute conduct prejudicial to the best interests of the club or the breed.  If the Board considers that the charges do not allege such conduct, it may refuse to entertain jurisdiction.  If the Board does entertain jurisdiction, it shall fix a date of a hearing by the Board not less than three weeks nor more than six weeks thereafter.  The Corresponding 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 defendant my personally appear in his 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 complaintant and defendant should be treated uniformly in that regard.  Should the charges be sustained, after hearing all the evidence and testimony presented by complaintant and defendant, the Board, may by a majority vote of those present, suspend the defendant from all privileges of the club for not more than six months from the date of the hearing.   Should the Board deem suspension insufficient, it may also recommend to the membership that the penalty be expulsion.  In such case, the suspension shall not restrict the defendant’s right to appear before his fellow club members at the ensuing meeting of the club which considers the Board’s recommendation.   Immediately after the Board has reached a decision, its findings shall be put in written form and filed with the Corresponding Secretary, who shall in turn notify each of the parties of the Board’s decision and penalty, if any.

Section 4.    Expulsion.  Expulsion of a member from the club may be accomplished only at a meeting of the club following a Board hearing and upon the Board’s recommendation as provided in Section 3 of this article.  Such proceedings my occur at a regular or special meeting of the club to be held within 60 days, but not earlier than 30 days after the Board’s recommendation of expulsion.  The defendant shall have the privilege of appearing in his/her own behalf, though no evidence shall be taken at this meeting.  The President shall read the charges and the Board’s findings and recommendations, and shall invite the defendant, if present, to speak in his behalf if he so wishes.  The members 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 if not so voted, the Board’s suspension shall stand.

Article VII

Amendments

Section 1.    Amendments to the Constitution and By-Laws may be proposed by the Board of Directors, or by a petition of the Board of Directors, or by a petition signed by 20% 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 recommendations of the Board by the Corresponding Secretary for a vote within three months of the date when the petition was received by the Corresponding Secretary.

Section 2.    The Constitution and By-Laws may be amended by a 2/3 vote of the members present and voting at any regular or special meeting called for that purpose, provided that the proposed amendments have been included in the notice of the meeting and mailed to each member at least two weeks prior to the date of the meeting.

Article VIII

Dissolution

Section 1.    Dissolution.  The club may be dissolved at any time by written consent of not less than 2/3 of the members in good standing at that time.  In the event of the dissolution of the club other than for purposes of reorganization, whether voluntary or involuntary, or by any operation of law, none of the property of the club, nor any proceeds thereof, nor any assets of the club shall be distributed to any members of the club.  After payment of all debts of the club, its property and assets shall be given to a charitable dog organization.  This organization shall be selected by the Board of Directors.

Article IX

Order of Business

Section 1.    At meetings of the club, the order of business, so far as the character and nature of the meeting may permit, shall be as follows:

Section 2.    At meetings of the Board of Directors, the order of the business, unless otherwise directed by majority vote of those present, shall be as follows: