Leonberger Club of Ontario : Club By-Laws

BY-LAWS

1. NAME

1.1 The name of the Club shall be Leonberger Club of Ontario whose area of operation shall be throughout

the province of Ontario.

2. OBJECTS

2.1 The objects of the Club shall be:

a) to encourage and promote quality in the breeding of the Leonberger and to do all possible to bring their natural qualities to perfection;

b) to urge members and breeders to accept the standard of the breed as approved by The Canadian Kennel Club as the premier standard of excellence;

c) to do all in it’s power to protect and advance the interest of the breed and to encourage sportsmanlike competition at any and all events;

d) to conduct sanctioned and approved events under the rules of The Canadian Kennel Club and to abide by the principles of The Canadian Kennel Club Code of Ethics;

e) The Club shall be operated on a non-profit basis. Any resulting surplus shall not be used to the benefit of any member of the Club;

f) The members of the Club shall adopt and may from time to time revise such by-laws as may be required to carry out these objects.

3. MEMBERSHIP

3.1 Membership Year

Membership in the club shall be based on the club’s fiscal year.

3.2 Eligibility

Membership shall be open to all persons eighteen years of age and older who are eligible for membership in The Canadian Kennel Club.

3.3 Types of Membership

There shall be three (3) types of memberships. They are as follows:

a) Regular member

b) Regular family membership (Two persons eighteen years of age or older residing at the same address)

c) Associate

All regular members will be encouraged to join The Canadian Kennel Club.

3.4 Dues

Membership dues shall be payable by the 1st day of each fiscal year. During the month of May, the Secretary shall notify each member that the dues for the ensuing year are payable.

3.5 Application for Membership

Each applicant for membership shall apply on a form as approved by the Board of Directors and which shall provide that the applicant agrees to abide by this constitution and by-laws, code of ethics and rules of The Canadian Kennel Club. Accompanying the application, the prospective member shall submit dues payment for the current year.

3.6 Approval of Membership

Applicants will be elected by the general membership. Affirmative votes from two thirds (2/3) of the general membership shall be required to elect an applicant.

3.7 Rejection of Membership

Any applicant that has been rejected must be provided with a reason for such rejection.

3.8 Termination of Membership

a) membership may be terminated as follows:

1) Resignation. Any member in good standing may resign from the Club upon providing written notice to the Secretary.

2) Lapsing. A membership will be considered as lapsed and automatically terminated if such member’s dues remain unpaid sixty (60) days after the first day of the fiscal year.

3) Expulsion. A membership may be terminated by expulsion as provided in Section 10.4 of these by-laws.

3.9 Voting Privileges

New Club members must be members for one full year prior to being granted voting privileges. Unpaid membership dues shall constitute denial of voting privileges. Only regular members and those holding regular family membership are entitled to vote.

4. GENERAL MEETINGS

4.1 The Annual General meeting of the Club shall be held in the month of June at a place, date and hour

designated by the Board of Directors. Written notice of the annual meeting shall be mailed by the Secretary to each member at least sixty (60) days prior to the date of the meeting. The quorum for the annual meeting shall be two thirds (2/3) of the total current membership, all of whom must be in good standing with the club.

4.2 Special General Club Meetings

a) The Board may call a special general meeting of the club at any time by providing such notice to the membership.

b) The Board is obligated to call a special general meeting, upon the Secretary receiving formal request. Such request must be signed by at least two thirds (2/3) of the members in good standing.

c) Such meeting shall be held at such place, date and hour as may be designated by the Board of Directors. Written notice of such meeting shall be mailed by the Secretary at least thirty (30) days and not more than forty-five (45) days prior to the meeting. The notice of the meeting shall state the purpose of the meeting and no other club business may be transacted. The quorum for such a meeting shall be two thirds (2/3) of the members in good standing.

4.3 Board Meetings

The first meeting of the Board shall be held in June following the election of the new Board members. Other meetings of the Board of Directors shall be held at such times and places as are agreed to by a majority vote of the Board. Written notice of such meetings shall be mailed by the Secretary to each member of the Board at least thirty (30) days prior to the date of the meeting.

a) The quorum for a Board meeting shall be a majority of the Board voting in person or by mail.

b) The Board of Directors may conduct its business by mail or electronic means. Such meetings shall be coordinated by the Secretary.

5. BOARD OF DIRECTORS

5.1 The Board

a) Provincial Regional Local Clubs The Board of Directors shall be comprised of the Officers (President, Vice-President, Secretary and Treasurer) and Directors (as required in the club policy) all of whom shall be residents of Ontario and members in good standing with the Club and The Canadian Kennel Club. They shall be elected for a two year term as provided and shall serve until their successors are elected. General management of the Club’s affairs shall be entrusted to the Board of Directors.

5.2 Officers

The officers of the club shall be the President, Vice-President, Secretary and Treasurer. All must be residents of Ontario and members in good standing with The Canadian Kennel Club.

a) The President shall chair all Board and General meetings of the Club and shall have such duties and responsibilities as specified in these by-laws.

b) The Vice-President shall assume the duties and exercise the responsibilities of the President upon the direction of the President or in such case as the President is unable to carry out the duties and responsibilities of the President.

c) The Secretary shall keep a record of all Board and General meetings of the Club and of all votes taken in the order of business. The Secretary shall receive and send correspondence on behalf of the club to notify members of meetings, notify new members of their election to membership, notify Officers and Directors of their election to office, keep a roll of the current members of the Club complete with addresses and telephone numbers and carry out other such duties as are prescribed in these by-laws.

d) The Treasurer shall collect and receive all revenues of the Club and shall deposit same in a club bank account as approved by the Board, in the name of the Club. To withdraw or issue funds on behalf of club activities the signatures of two members of the Board, namely the Treasurer and one other officer as designated by the Board are required. The books of the club shall be open to inspection to the Board at any time and a financial report shall be provided at every meeting of the Board and every annual general meeting of the club. A complete audit of the Club’s books will be conducted annually by two persons duly appointed by the Board.

5.3 Vacancies

Should a vacancy occur on the Board, the Board may appoint a member of the club to fill the vacancy. Should a vacancy occur in the office of President, such vacancy 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.

5.4 Terms of Office

The elected Officers and Directors shall take office at the first meeting of the Board as specified in Section 4.3. Each of the former Board members shall turn over to his successor in office, all properties and records relating to that office at the first Board meeting of the new fiscal year.

6. CLUB YEAR

The Club’s fiscal year shall begin on the 1st day of August and end on the 31st day of July.

7. VOTING

At the Annual General meeting or at a Special General meeting of the Club voting shall be limited to those members in good standing who are present at the meeting. Voting by proxy shall not be permitted.

8. ELECTIONS

8.1 Ballots

The Election of Officers and Directors shall be conducted by secret ballot. Ballots to be valid must be received by the Secretary (or an independent individual or firm designated by the Board) at or before the Annual General meeting. Ballots shall be counted at the meeting by three inspectors of election who are members in good standing and not members of the current Board or candidates on the ballot.

The person receiving the largest number of votes for each position shall be declared elected. If any nominee is unable to serve for any reason, such nominee shall not be elected and the vacancy so created shall be filled by the new Board of Directors in the manner provided by Section 5.3.

a) Officers – The officers of the club shall be elected by the members of the club;

b) Directors – The Directors of the club shall reside in the region that they are representing and shall be elected by the members residing in that region.

8.2 Nominations

a) No person may be a candidate in a club election who has not been nominated in accordance with these by-laws. No person may be a candidate in a club election for the office of President, Vice President, Secretary, Treasurer or Director at Large who has not been a member in good standing of the Leonberger Club of Ontario for a period of less than two (2) fiscal years. A Nominating Committee shall be chosen by the Board of Directors ninety (90) days prior to the Annual General meeting. The Committee shall consist of three members from different areas of Ontario and two alternate, all members in good standing, no more than one of whom may be a member of the current Board of Directors. The Board shall name a Chairman for the Committee. The Nominating Committee may conduct its business by mail.

b) The Nominating Committee shall nominate from among the eligible members of the Club, one candidate for each office and for each other position on the Board of Directors and shall procure the acceptance of each nominee so chosen. Candidates shall not be nominated for more than one office or position. The Committee shall then submit its slate of candidates to the Secretary who shall mail the list, including the full name of each candidate and the region in which she/he resides, to each member of the Club on or before ninety (90) days prior to the Annual General meeting, so that additional nominations may be made by the members if they so desire.

c) Additional nomination of eligible members may be made by written petition addressed to the Secretary and received at her/his regular address on or before ninety (90) days prior to the Annual General meeting signed by three members and accompanied by the written acceptance of each such additional nominee signifying her/his willingness to be a candidate.

d) If no valid additional nominations are received by the Secretary on or before ninety (90) days prior to the Annual General meeting, the Nominating Committee’s slate shall be declared elected and no balloting will be required.

e) If one or more valid additional nominations are received by the Secretary on or before ninety (90) days prior to the Annual General meeting the secretary shall mail to each member in good standing a ballot listing all of the nominees for each position in alphabetical order, with the names of the province or region in which they reside, together with a blank envelope and return envelope addressed to the Secretary marked “Ballot” and bearing the name of the member to whom it was sent. So that the ballots may remain secret, each voter, after making her/his ballot, shall seal it in the blank envelope which in turn shall be placed in the second envelope addressed to the Secretary. The inspectors of election shall check the returns against the list of members whose dues are paid for the current year prior to opening the outer envelopes and removing the blank envelope, and shall certify the eligibility of the voters as well as the results of the voting which shall be counted at the Annual General meeting.

f) Nominations cannot be made at the Annual General meeting or in any manner other than as provided above.

9. COMMITTEES

9.1 Standing Committees

The Board may each year appoint standing committees to advance the work of the Club in such matters as Conformation shows, obedience trials, trophies, annual prizes, membership and other fields which may well be served by committees. Such committees shall always be subject to the final authority of the Board. Ad hoc committees may from time to time be appointed by the Board to aid the Board with specific projects.

9.2 Committee Appointments

Any committee appointment may be terminated by a majority vote of the Board upon written notice being sent to the appointee, and the Board may appoint a successor to the person whose services have been terminated.

10. DISCIPLINE

10.1 Canadian Kennel Club Suspension

Any member who is suspended, debarred, expelled or deprived of privileges from the privileges of The Canadian Kennel Club automatically shall be suspended from the privileges of this Club for a period to be determined by the Board of Directors.

10.2 Complaints

a) Any member may lay a complaint against a member for alleged misconduct prejudicial to the best interests of the Club or the breed. Written complaints containing details of the alleged misconduct must be filed in duplicate with the Secretary together with a deposit of $50.00 which shall be forfeited if the defendant is found not guilty at a hearing of the Board or of a committee duly appointed for this purpose.

b) The Secretary upon receiving such a complaint, within thirty (30) days shall forward a copy of the complaint, along with a notice of hearing to the defendant, the complainant and each member of the Board or appointed committee.

c) The hearing date shall be set no later than ninety (90) days from date of receipt of the complaint. If the hearing is held by the Board a minimum of four (4) members of the Board must be present. In the event that the hearing is held by a committee, at least a majority of the appointed committee shall be present. Should a complaint be laid against the Secretary, then the President shall act in accordance with these by-laws.

10.3 Hearing

The Board or appointed Committee shall ensure that both the complainant and the defendant are treated fairly and in accordance with the rules of natural justice. Should the complaint be sustained after hearing all the evidence and testimony presented by the complainant and defendant, the Board or Committee may by a majority vote of those present, impose an appropriate penalty. The Secretary shall then notify each of the parties of the decision within thirty (30) days of the decision.

10.4 Expulsion

a) Expulsion of a member from the Club shall be accomplished following a proper hearing and upon the recommendation of the Board or Committee being provided as stated in Section 3 of this Article. The President shall read the complaint and report the findings and recommendations of the Board or appointed committee, and shall invite the defendant, if present, to speak on her/his own behalf at a general meeting of the Club. The meeting shall then vote by secret written ballot on the proposed expulsion. A two thirds (2/3) vote of those present shall be necessary for expulsion.

11. AMENDMENTS

11.1 Proposal for Amendments

Amendments to the constitution and/or by-laws may be proposed by the Board of Directors or by written petition addressed to the Secretary signed by ten members in good standing. Amendments proposed by such petition shall be considered by the Board of Directors at the next regular meeting and must subsequently be presented to the members of the club with the recommendations of the Board within ninety (90) days of the date when the petition was received by the Secretary.

11.2 Amendment by Vote

The constitution and/or by-laws may be amended at any time provided a copy of the proposed amendment has been mailed by the Secretary to each member in good standing on the date of mailing, accompanied by a ballot on which he may indicate her/his choice for or against the action to be taken. Dual-envelop procedures shall be followed in handling such ballots, to assure secrecy of the vote. Notice with such ballot shall specify a date not less than thirty (30) days after the date of mailing by which date the ballots must be returned to the Secretary to be counted. A two thirds (2/3) vote of all eligible members shall be necessary to effect any amendments to the constitution and/or bylaws.

11.3 Canadian Kennel Club Approval

No amendment to the constitution and/or by-laws becomes effective until approved by The Canadian Kennel Club.

12. DISSOLUTION

The Club may be dissolved at any time by the written documented consent of at least two thirds (2/3) of the eligible voting members; proxies are not permitted. In the event of the dissolution of the Club, other than the purposes of reorganization, 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, its property and assets shall be given to a charitable organization for the benefit of dogs such organization being selected by the Board of Directors.

13. ORDER OF BUSINESS

13.1 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:

Roll Call

Minutes of last meeting

Report of President

Report of Secretary

Report of Treasurer

Reports of Committee

Election of Officers and Board (At Annual General meeting)

Acceptance of new members

Unfinished business