Bylaws
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ARTICLE I Name and Purpose SECTION 1. The name of the Club shall be Obedience Training Club of Hawaii, Inc. (OTCH) SECTION 2. The purposes of the Club shall be: (a) to train and condition dogs to behave in the home, in public places and in the presence of other dogs, in a manner that will reflect credit on the sport of obedience; (b) to demonstrate the usefulness of the dog as a companion, guardian and worker for man; (c) to create and further an interest in obedience, tracking, agility and other types of dog training; (d) to conduct classes in the foregoing and to instruct handlers in approved methods of training; (e) to hold and support obedience trials, tracking tests, agility trials and sanctioned matches under the rules and regulations of the American Kennel Club; (f) to encourage the training of judges; and (g) to promote cooperation and good sportsmanship among its members in the training and exhibition of dogs. SECTION 3. The Obedience Training Club of Hawaii, Inc., incorporated July 16, 1962 under the laws of the State of Hawaii, shall not be operated for profit, and no part of any remainder from Club revenue shall inure to benefit any member or individual. SECTION 4. The members of the Club shall adopt and may, from time to time, revise such bylaws as may be required to carry out these purposes. (Refer to Article IX) ARTICLE II Membership SECTION 1. Eligibility. There shall be five types of membership: regular, training, supporting, associate and honorary. (a) Regular membership shall be open to all persons eighteen years of age and older who are in good standing with the American Kennel Club and who subscribe to the purposes of this Club. Regular members in good standing shall have all the rights and privileges of the Club, including the right to vote and to hold office. (b) Training membership shall be open to all persons eighteen years of age and older who are in good standing with the American Kennel Club and who subscribe to the purposes of this Club. Training members in good standing shall have all the rights and privileges of the Club, including unlimited training privileges, but shall not have the right to vote, to hold office or to make motions. Dues for training members will be less than those for regular members and will be administered as described in Section 2 below. Training members may become regular members upon written application accompanied by the difference in annual dues. Regular members may become training members at any time upon written request to the Board of Directors. (c) Supporting membership shall be open to all persons over eighteen years of age who are eligible for regular membership. Supporting members may not vote, make motions, hold elective office or have unlimited training privileges. Supporting members in good standing shall have all the other rights and privileges of the Club. Dues for supporting members will be less than those for regular and training members and will be administered as described in Section 2 below. Supporting members may become regular members upon written application accompanied by the difference in annual dues. Regular members may become supporting members at any time upon written request to the Board of Directors. (d) Associate membership shall be open to all persons over eighteen years of age who have not been regular, training or supporting members at any prior time and who desire to participate in OTCH activities and to join the Club as regular, training or supporting members. The duration of an associate membership is four months commencing on the date of application. Associate members shall have all the privileges of the Club except to make motions, vote or hold elective office. An associate member may become a regular, training or supporting member at the end of four months or any time thereafter by submitteing an application for membership accompanied by payment of prescribed dues and fees. (e) Honorary membership may be conferred by unanimous vote of the Board of Directors on any person who has given outstanding service to the Club or who has rendered exceptional service to dogdom. Honorary members shall have all the rights and privileges of the Club except to make motions, vote or hold office, elective or appointive, and shall be exempt from payment of all dues and fees. An honorary member may become a regular member at any time on payment of regular dues and fees. SECTION 2. Dues (a) Regular, training and supporting membership dues are payable on or before the first of January each year. The exact amount shall be set annually by the Board of Directors, on or before October 15, for the ensuing year. If the Board does not act to change the dues by this date, current dues shall remain in effect for another year. Any increase over the preceding year's dues is limited to a maximum of $5.00. (b) Dues for associate members shall be set in a similar manner and are payable upon application for that status. SECTION 3. Election to Membership. Each applicant for membership shall apply on a form approved by the Board of Directors and which shall provide that the applicant agrees to abide by these bylaws and the rules of the American Kennel Club. The application shall state the name and address of the applicant and it shall carry the endorsement of two members. Accompanying the application shall be the prospective member's payment of dues for the current year. Applicants may be elected at any meeting of the Club or of the Board of Directors; and each application shall be acted upon at the first such meeting to occur after filing of said application with the Recording Secretary, provided however that no application shall be voted upon within ten days of its receipt. Any applications received by the Recording Secretary within ten days immediately preceding any meeting shall be read at that meeting and voted upon at the next occurring meeting. Favorable votes of 3/4 of the members present and voting at a meeting of the Club shall be required to elect an applicant. Favorable votes of all but two of the Directors present and voting at a meeting of the Board shall be required to elect an applicant. Applications which have received unfavorable action at a Board meeting may be presented by one of the applicant's endorsers at the next meeting of the Club and the Club may elect such applicant. Otherwise, no applicant who has been rejected at any meeting may again be considered at any meeting held within twelve months of the last such rejection. SECTION 4. Termination of Membership. Membership may be terminated: (a) By resignation. Any member in good standing may resign from the Club upon written notice to the Recording Secretary, but no member may resign when in debt to the Club. Dues obligations are considered a debt to the Club and they become incurred on the first day of each fiscal year. (b) By lapsing. A membership will be considered as lapsed and automatically terminated if such member's dues remain unpaid sixty days after the first day of the fiscal year, however the Board may grant an additional sixty days of grace to such delinquent members in meritorious cases. 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 VII of these bylaws. ARTICLE III Meetings and Voting SECTION 1. Club Meetings. The regular meetings of the Club shall be held on the Island of O'ahu. Such meetings shall be held quarterly, unless otherwise ordered by the Club or by the Board. The last regular meeting of the year, to be in November, shall be known as the annual meeting, and shall be for the purpose of electing officers, receiving reports of officers and committees, and for any other business that may arise. They shall be held at such hour and place as may be designated by the Board of Directors. Written notice of such meeting shall be mailed by the Corresponding Secretary at least ten days prior to the date of the meeting. The quorum for such meetings shall be 10% of the regular membership. SECTION 2. Special Club Meetings. Special Club meetings may be call by the President, or by a majority vote of the members of the Board, or shall be called by the Recording Secretary upon receipt of petition signed by five regular members of the Club who are in good standing. Such special meetings shall be held on the Island of O'ahu and at such hour and place as may be designated by the person or persons authorized herein to call such meetings. Written notice of such meeting shall be mailed by the Corresponding Secretary at least five days and not more than fifteen days prior to the date of the meeting, and said notice shall state the purpose of the meeting, and no other Club business may be transacted thereat. The quorum for such meeting shall be 10% of the regular membership. If it is urgent in an emergency to take action for which no notice was given, to legalize that action it is neccesary for it to be ratified by the Club at a regular meeting or at a special meeting call for that purpose. SECTION 3. Board Meetings. Meetings of the Board of Directors shall be held monthly on the Island of O'ahu at such hour and place as may be designated by the Board. The Corresponding Secretary shall notify all members of the Board at least five 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 Board meetings of the Board may be called by the President, or shall be called by the Recording Secretary upon receipt of a written request signed by at least three members of the Board. Such special meetings shall be held on the Island of O'ahu at such hour and place as may be designated by the person authorized to call such a meeting. Written notice of such meeting shall be mailed by the Corresponding Secretary at least five days and not more than ten days prior to the date of the meeting, or telegraphic notice shall be filed or telephone notice shall be given at least three days and not more than five days prior to the date of the meeting. Any such notice shall state the purpose of the meeting. Any such notice shall state the purpose of the meeting and no other business may be transacted thereat. The quorum for such a meeting shall be a majority of the Board. SECTION 5. Voting. Each regular 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 or she is present. Proxy voting will not be permitted at any Club meeting or election. . ARTICLE IV Officers and Directors SECTION 1. Board of Directors. The Board shall be comprised of the President, Vice-President, Recording Secretary, Corresponding Secretary, Treasurer and four Directors. General management of the Club's affairs shall be entrusted to the Board of Directors which shall be elected from the regular members at the Club's annual meeting as provided in Article V. The officers shall hold office for one year or until their successors are elected. The other Directors shall be elected for terms of two years or until their successors can be elected. No two persons who reside in the same household or who are members of the same immediate family shall be eligible to be elected or to serve on the Board at the same time. SECTION 2. Officers. The Club's officers consisting of the President, Vice-President, Recording Secretary, Corresponding Secretary and Treasurer shall serve in their respective capacities both with regard to the Club and its meetings, and the Board and its meetings. (a) The President shall preside at all meetings of the Club and the Board and shall have the duties and powers normally appurtunate to the office of President in addition to those particularly specified in these bylaws. (b) The Vice-President shall have the duties and powers of the President in case of the President's death, absence or incapacity. (c) The Recording Secretary shall keep a record of all meetings of the Club and of the Board and all matters of which a record shall be ordered by the Club. The Secretary shall keep a role of the members of the Club with their last known addresses and carry out such other duties as are prescribed in these bylaws. (d) The Corresponding Secretary shall send out proper notices of all meetings, conduct the correspondence of the Club, except as otherwise provided, as well as such other duties as are prescribed in these bylaws. (e) The Treasurer shall collect and receive all monies due or belonging to the Club. He or she shall deposit the same in a federally-insured bank or banks satisfactory to the Board and shall report to them at every meeting the conditions of the Club's finances and every item of receipt or payment not before reported. At the end of the fiscal year the Treasurer shall turn over the annual financial statement to the auditor or auditors, with the vouchers, in time to be audited before the first regular Club meeting of the ensuing year at which it is to be adopted. The Treasurer shall be bonded in such amount as the Board of Directors shall determine. SECTION 3. Vacancies. Any vacancies occurring on the Board or among the officers 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 automatically be filled by the Vice-President and the resulting vacancy in the office of Vice-President shall be filled by the Board. ARTICLE V Club Year, Annual Meeting, Elections SECTION 1. Club Year. The Club's fiscal year shall begin on the 1st day of January and end on the 31st of December. The Club'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. SECTION 2. Annual Meeting. The Annual Meeting shall be held in the month of November at which time 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 immediately upon the conclusion of the election and each retiring officer shall turn over to his or her successor in office all properties and records related to that office within thirty days after the election. SECTION 3. Elections. The nominated candidate receiving the greatest number of votes for each office shall be declared elected. The nominees receiving the greatest number of votes for the positions of Director shall be declared elected. In the event of a tie, a runoff election will be held immediately. SECTION 4. Nominations. No person may be a candidate in a Club election who has not been nominated. During the month of August the Board shall select a nominating committee of five members, preferably representing each training area. Not more than one member of this committee shall be a member of the Board of Directors. The Recording Secretary shall immediately notify the committee persons of their selection. The Board shall name a chair for the Committee and it shall be that person's duty to call a committee meeting which shall be held on or before September 15th. (a) The Committee shall nominate one or more candidates for each office and each of the expiring or vacated Directorships, and after securing the consent of each person so nominated, shall immediately report its nominations to the Recording Secretary in writing. (b) The Corresponding Secretary shall, on or before October 15th, mail a copy of the Nominating Committee's slate to each member. (c) Additional nominations may be made from the floor at the Board Meeting prior to October 15th by any member in good standing in attendance or by mail with a written second provided that the person nominated does not decline when his or her name is proposed, and provided further that if the proposed candidate is not in attendance at this meeting, the proposer shall present to the Recording Secretary a written statement from the proposed candidate signifying willingness to be a candidate. Additional nominations may be made from the floor at the Club Meeting prior to the Annual Meeting under the conditions listed above. No person may 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 from the Nominating Committee. (d) Nominations cannot be made at the Annual Meeting in any manner other than as provided in this Section. ARTICLE VI Committees SECTION 1. The Board may each year appoint standing committees to advance the work of the Club in such matters as obedience and tracking training, obedience trials, tracking tests, trophies, membership, awards and other fields which may be served by committees. Such committees shall always be subject to the final authority of the Board. Special committees may also be appointed by the Board to aid it on special projects. The President shall be an ex-officio member of all committees except the Nominating Committee. SECTION 2. Any committee appointment may be terminated by majority vote of the full membership of the Board upon written notice to the appointee; and the Board may appoint successors to those persons whose service has been terminated. ARTICLE VII Discipline SECTION 1. American Kennel Club Suspension. Any member who is suspended from the privileges of the American Kennel Club automatically shall be suspended from the privileges of this Club for a like period. SECTION 2. Charges. Any member may prefer charges against a member for alleged misconduct prejudicial to the best interests of the Club. Written charges with specifications must be filed in duplicate with the Recording Secretary together with a deposit of $10.00 which shall be forfeited if such charges are not sustained by the Board following a hearing. The Recording Secretary shall promptly notify each member of 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. 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 shall fix a date of a hearing by the Board not less than three weeks nor more than six weeks thereafter. The Recording 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 may personally appear in his own defense and bring witnesses if he wishes. SECTION 3. Board Hearing. The Board shall have complete authority to decide whether counsel may attend the hearing, but both complainant and defendant shall be treated uniformly in that regard. Should the charges be sustained, 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. And, if it 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 defendant's right to appear before his fellow members at the ensuing Club meeting which considers the Board's recommendation. Immediately after the Board has reached a decision, it's findings shall be put in written form and filed with the Recording Secretary. The Recording 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 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 may occur at a regular or special meeting of the Club to be held within sixty days but not earlier than thirty days after the date of the Board's recommendation of expulsion. The defendant shall have the privilege of appearing in his own behalf, though no evidence shall be taken at this meeting. The President shall read the charges and the Board's finding and invite the defendant, if present, to speak in his own behalf if he wishes. The meeting shall then vote by secret ballot on the proposed expulsion. A 2/3 vote of those present at the meeting shall be necessary for expulsion. If expulsion is not so voted, the Board's suspension shall stand. ARTICLE VIII Parliamentary Authority SECTION 1. The rules contained in Robert's Rules of Order Revised shall govern the Club in all cases to which they are applicable, and in which they are not inconsistent with the bylaws or standing rules of the Club. ARTICLE IX Amendments SECTION 1. Amendments to the bylaws may be proposed by the Board of Directors or by written petition addressed to the Recording Secretary signed by 20% of the regular membership in good standing. Amendments proposed by such petition shall be promptly considered by the Board of Directors and must be submitted to the regular members with recommendations of the Board by the Recording Secretary for a vote within three months of the date that the petition was received by the Recording Secretary. SECTION 2. These bylaws may be amended by a 2/3 vote of the regular members present and voting at any regular or special meeting called for the purpose provided the proposed amendments have been included in the notice of the meeting and mailed to each regular member at least two weeks prior to the date of the meeting. SECTION 3. No amendment to the bylaws that is adopted by the Club shall beome effective until it has been approved by the Board of Directors of the American Kennel Club. ARTICLE X Dissolution SECTION 1. The Club may be dissolved at any time by the written consent of not less than 2/3 of the regular members. In the event of the dissolution of the Club, whether voluntary or involuntary or by 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, but after payment of the debts of the Club, it's property and assets shall be given to the charitable organization for the benefit of dogs selected by the Board of Directors. ARTICLE XI SECTION 1. At regular meetings of the Club, the order of business, so far as the character and nature of the meeting may permit, shall be as follows: Roll Call Minutes of the previous meeting (and their approval) Report of the President Report of the Recording Secretary Report of the Corresponding Secretary Report of the Treasurer Reports of Standing Committees Election of Officers and Directors (at annual meeting) Election of New Members Unfinished Business New Business Adjournment SECTION 2. At meetings of the Board, the order of business, unless otherwise directed by a majority vote of those present, shall be as follows: Reading of minutes of the previous meeting Report of the Recording Secretary Report of the Corresponding Secretary Report of the Treasurer Report of Committees Unfinished Business New Business Adjournment |