Constitution & Bylaws — Society for Desert Bred Salukis

Constitution and ByLaws

4BY-LAWS OF THE SOCIETY FOR THE PERPETUATION OF DESERT BRED SALUKIS

CURRENT revised November 2008- Adopted May 1, 2009

ARTICLE I

Name, Definition, and Office

Section 1. The name of this organization shall be the Society for the Perpetuation of Desert Bred Salukis, hereinafter referred to as the Society.

Section 2. The Society defines a Desert Bred Saluki as any Saluki imported directly from the Middle East (to include Bahrain, Egypt, Iran, Iraq, Israel, Jordan, Kuwait, Lebanon, Oman, Palestine, Qatar, Saudi Arabia, Syria, Turkey, Turkmenistan, UAE, Yemen or any other country so designated by the Board of Directors), or descendants of such imported Salukis.

Section 3. The principal office of the corporation Society shall be in the County of Maricopa, State of Arizona.

Section 4. The Society may maintain other offices either within or without the State of Arizona, as determined by the directors, whereat the business of the Society may be transacted.

Section 5. The Society’s operating year shall commence January 1 and end December 31.

ARTICLE II

Mission Statement

The Mission of the Society for the Perpetuation of Desert Bred Salukis shall be the preservation, protection and perpetuation of Desert Bred Salukis and in the course of fulfilling those obligations will:

Section 1. Act on matters pertaining to Desert Bred Salukis to assist in their inventory, preservation, study, recognition and registration.

Section 2. Maintain a registry of Desert Bred Salukis accompanied by a Stud Book and photographic Archives. Inclusion in this registry shall be by successful completion of examination and critique using the process defined in the Registration Policy.

Section 3. Host other activities, such as lure coursing, open field coursing, obedience trials, etc. and/or support such activities by other organizations.

Section 4. Develop and maintain good relations with, and provide coordination and unity among the various local, national, and international Saluki organizations relating to preservation and protection of Desert Bred Salukis.

Section 5. Serve as a sounding board for Desert Bred Saluki owners relating to the protection, preservation and registration of Desert Bred Salukis.

Section 6. Endeavor to publish a newsletter for the purposes of disseminating educational and other information regarding Desert Bred Salukis. This newsletter will be a member benefit of the Society and also shall be made available by paid subscription to individuals and organizations which are not qualified voting members of the Society.

Section 7. Disseminate educational information about Desert Bred Salukis and the Society for publication in other organizations’ newsletters and magazines.

Section 8. Seek affiliation with other organizations as deemed appropriate for carrying out the stated goals of the Society.

ARTICLE III

Fees

Section. 1 The Society shall review, revise and recommend the establishment of fees, if any, for Desert Bred Saluki preservation and protection, including rescue.

Section 2. Registration fees shall be set by the Registrar’s committee and approved by the Board.

Section 3. Newsletter fees shall be set by the Newsletter committee and approved by the Board.

Section 4. Membership dues are set by the board. Any changes in dues shall be announced no later than October 31st.

Section 5. All fees are to be paid in US funds and may be paid by cash, check or money order, or by electronic money transfer.

Section 6. Proceeds from promotional and fund-raising activities consistent with the purposes and goals of the Society will be administered by the directors and officers of the corporation.

ARTICLE IV

Membership

Section 1. The Society shall be composed of individuals and groups whose interests are related to the preservation and protection of Desert-Bred Salukis.

Section 2. Active members. Any person, natural or corporate, partnership or association, interested in Desert Bred Salukis, may make application for membership and upon compliance with such conditions as may be prescribed, may become a member of the Society. The Membership Year shall commence January 1 and end December 31. Each member is entitled to one vote in all balloting.

Section 3. Honorary members. The Society may have any number of honorary, ex-officio or advisory members as it deems necessary, with the approval of the Board of Directors.

Section 4. Termination of membership. Membership in the Society may be terminated:

1. By death of the member

2. By withdrawal, including non-payment of fees

3. By expulsion

a. The Society may recommend removal of any member whose actions prove to be contrary to the stated goals of the Society, or contrary to the wishes of the Society.

b. Charges of behavior not in the best interests of the Society’s stated purposes and goals must be presented by a member of the Society in good standing to the Board of Directors and Officers of the Society in writing within thirty (30) days of the alleged transgression.

1. If the Board, upon investigation, determines sufficient cause, the member so charged will be afforded the opportunity to respond to the charges in writing to the Secretary within thirty (30) days of receiving written notice by the Board.

2. If the Board elects to remove the charged member from the membership ranks, all the evidence, including the defense, must be presented to the membership for a vote.

3. Majority vote as expressed by the responding voting membership is necessary for expulsion of any member.

Section 5. Member’s rights upon termination of membership.

In the event of a termination of membership, regardless of how terminated, the Society shall not be or become liable for the payment upon such termination of any amount in excess of the membership fee. The foregoing provision is not intended as a penalty for the forfeiture or termination of membership in the corporation but for the reason that it is intended that a member as such shall not have any real or intrinsic value in excess of the membership fee paid.

Section 6. The Treasurer will send notification of dues prior November 1 of the current year, by surface or electronic mail, or as an announcement in the Newsletter. Membership and/or subscription fees are due by January 1st of the new year. Any member whose membership dues remain unpaid by March 1st will be automatically removed from membership unless otherwise determined by the Board.

Section 7. Any active member of the Society may vote at any meeting where the general membership is eligible to vote. Meetings excepted are Board of Directors or Executive Board meetings.

ARTICLE V

Officers, Directors and Duties

Section 1. Officers

A. The officers of the Society shall be the President Vice President, Secretary and

Treasurer.

B. Officers shall serve at the discretion the Society.

Section 2. Duties

A. The President shall:

1. Preside at all meetings.

2. Recommend the chairmen of committees for approval by the Board of Directors.

3. Call all meetings.

4. Be an ex-officio member of all committees.

5. Review and approve the agenda for all meetings.

6. Represent the Society at various meetings and activities.

7. Serve as President of the Executive Committee.

B. The Vice President shall:

1. Act in the absence of the President.

2. Perform other duties as requested by the President.

3. Act as Chair of the By Laws Committee.

4. Be prepared to assume the presidency of the Society.

C. The Secretary shall:

1. Record the minutes of all meetings for publication in the Newsletter and for maintenance in the Society’s archives.

2. Conduct correspondence, answer inquiries and provide information on the activities of the Society as needed.

3. Prepare, send and arrange the receipt of ballots for elections and member decisions as needed.

4. Maintain the records of the Society except the registration files which will be maintained by the Registrar who will be recommended by the President for approval by the Board of Directors.

5. Send notice to the membership of all meetings at the direction of the President.

D. The Treasurer shall:

1. Receive and disburse the Society’s monies as required.

2. Maintain the financial records of the Society.

3. Prepare financial reports as needed including an annual report to be published in the Society’s newsletter.

4. Prepare and send notices of dues to members, by surface or electronic mail, or as a notice in the newsletter.

E. The Directors shall consist of no fewer than three (3) and no more than eleven (11) directors. The Board of Directors, comprised of the officers named above and the directors, shall:

1. Carry out the business of the Society.

2. Appoint committees to carry out the functions and activities of the Society.

F. The appointed positions of Registrar and Newsletter editor shall be non-voting, ex officio members of the Board of Directors. The persons in these positions may also run for and be elected as officers or board members, in which case they shall have full voting privileges.

Section 3. Election of Officers and Directors

A. The Society will elect officers and directors by casting a ballot by qualified voting members before January 1 of each year.

B. Only those Officers or Directors whose terms are expiring will be included in the balloting process for that year, as well as new nominees.

C. No more than six (6) Directors will be elected in even number years; no more than five (5) Directors will be elected in odd number years.

D. An Ad Hoc Nominating Committee, appointed by the Board of Directors, shall call for nominations of Officers and Directors prior to June 1. Each person so nominated shall accept or decline the nomination at this time.

E. If new nominees are so named and accept the nominations, the proposed slate chosen by Nominating committee shall be published in the July/August newsletter along with call for nominations from the floor.

F. Nominations from the floor must be made by written petition signed by five active members and must be delivered to the Secretary no later than September 30.

G. The Secretary shall send, via USPS mail, the complete slate, as nominated by the nominating committee or from the floor, to all active members in good standing, by November 15, preferably in the November newsletter.

H. Completed ballots must be received by the Secretary by midnight December 15 t o be considered valid.

I. Ballots shall be counted by an outside party, approved by the BOD, in the presence of an officer of the Society, no later than December 22. The results and the counted ballots shall be returned to the Secretary.

J. Each nominee must obtain a simple majority of the votes cast by the responding members to be accepted for the position for which he or she was so nominated. Nominees not receiving a simple majority vote shall be removed from the slate.

K. If the slate of incumbents is running unopposed no ballot shall be mailed to the members and the Secretary shall cast one vote in favor of the slate. The Secretary shall announce such results to the membership prior to January 1st of the coming year.

L. Results of election shall be announced in a special notice to the membership which may be included in the corporation’s newsletter and/or published to the membership by electronic media. Newly elected Officers and Directors shall take office no later than January 1st of the coming year.

Section 4. Terms of Office:

Officers shall serve for one year. Directors shall serve for two years. Officers and directors shall serve at the discretion of the Society. Directors who do not vote in two consecutive board votes without sufficient prior notification will be removed from the Board of Directors and their positions will be filled during the following annual elections.

ARTICLE VI

Meetings

Section 1. An annual meeting may be held at an agreed upon location.

Section 2. Special meetings shall be held after due notification of all members, at the call of the President, with thirty (30) days written notice.

Section 3. A schedule of meetings will be displayed in the Society’s newsletter.

Section 4. Meeting agendas will be provided to all the Society’s members prior to scheduled meetings.

Section 5. Any matter of policy must be voted upon by the entire membership by mail ballot and pass by two-thirds (2/3) vote of those responding.

Section 6. The members may alternately convene by approval of two-thirds (2/3) of the membership by electronic mail via the internet on an approved and moderated members-only internet list. For these meetings, a quorum shall consist of a majority vote as expressed by the responding voting membership of the Society who vote, unless otherwise required by law.

ARTICLE VII

Rules

Section 1. The latest edition of Roberts Rules of Order shall prevail at all meetings unless otherwise specified in the By-Laws.

ARTICLE VIII

Amendments

Section 1. Amendments to the By-Laws may be made by mail ballot by the membership after the proposed amendment has been published either in the newsletter or by special announcement.

Section 2. Amendments must be adopted by an affirmative vote of two-thirds (2/3) of the responding membership.

ARTICLE IX

Dissolution of the Society

Section 1. The Society may be dissolved at any time by the written consent of not less than 2/3 of the members in good standing. In the event of the dissolution of the Society other than for purposes of reorganization whether voluntary or involuntary or by operation of law, none of the property of the Society nor any proceeds thereof nor any assets of the Society shall be distributed to any members of the Society, 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 selected by the board of directors.

ARTICLE X

Order of Business

Section 1. At meetings of the Society, 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 committees

Election of officers and board (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 majority vote of those present, shall be as follows: