Scottish Terrier Club of Greater Denver Constitution
Section I
The name of the club shall be The Scottish Terrier Club of Greater Denver,
Section II
The objectives of the club shall be:
- To encourage and promote quality in the breeding of pure-bred Scottish Terriers and to do all 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 as the only standard of excellence by which the Scottish Terrier shall be judged;
- To do all in its power to protect and advance the interest of the breed of the pure-bred Scottish Terrier through education and to encourage sportsman-like competition at dog shows, agility trials, tracking, earthdog and obedience trials; and any other American kennel Club events for which the club is eligible under the rules and regulations of the American Kennel Club.
- To conduct sanctioned matches, dog shows, agility trials, obedience trials, tracking, earthdog, and any other American Kennel Club events for which the club is eligible under the rules and regulations of the American Kennel Club.
Section III
The Club shall not be conducted or operated for profit and no part of any proceeds or remainder or residue from dues or donations to the Club shall inure to the benefit of any member or individual.
Section IV
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 objectives.
BY-LAWS
ARTICLE ONE - MEMBERSHIP
Section I. Eligibility
There shall be two types of adult memberships open to persons eighteen years of age or older, who are in good standing with the American Kennel Club and who subscribe to the purposes of this club. While membership is to be unrestrictive as to membership, the club's primary purpose is to be representative of the breeders in its immediate area.
- Regular Adult Member shall enjoy all privileges of the club, including voting and holding office and shall constitute one (1) vote.
- Household Membership shall constitute two (2) adults living in the same house. The two (2) voting members shall be so designated on the membership application and shall be assigned two (2) votes.
- Associate Members (individual or household) are entitled to all privileges of the club except voting, holding office, serving on the nominating committee, or having petition rights. They are not counted in determining a quorum.
- Junior Membership shall be open to persons 12 through 17 years of age. A Junior Member may not vote nor hold office. He or she may convert to a Regular Membership upon reaching their eighteenth birthday.
- Honorary membership shall be granted voting rights, and membership fees waived with a subscription to the newsletter at no charge.
Section II - Dues
- Dues for Regular Membership shall not exceed $30.00 per year payable on or before the 1st day of January of each year.
- Household dues for Regular Family Membership shall not exceed $50.00 per year payable on or before the 1st day of January of each year.
- Junior dues shall not exceed $10.00 per year payable on or before 1st day of January of each year.
- Dues for Associate Members shall not exceed $25.00 per adult per payable on or before the 1st day of January of each year.
- Dues for first-time members joining after July 1st will be prorated at fifty percent.
- No member may vote whose dues are not paid for the coming year. During the month of December the treasurer shall send to each member, a statement of their dues for the coming year.
Section III. Election to Membership
Each applicant for membership shall apply on a form, as approved by the Board of Directors, which shall stipulate that the applicant agrees to abide by the STCGD Code of Ethics, the Constitution and BY-LAWS of the Club, and the rules of the American Kennel Club. The application shall state the name and address of the applicant(s) and shall carry the endorsement of two (2) members in good standing. Dues payment for the current year shall be submitted with the Application.
All applications are to be filed with the Secretary, and each application is to be read at the first meeting at which the applicant is able to attend. At the next Club meeting, the application shall be read again and will be voted on by secret, written, ballot. Affirmative votes by two-thirds of the members present and voting shall be required to elect an applicant.
Applicants for membership who have been rejected by the Club may not re-apply within six months after such rejection.
Section IV. Termination of Membership Memberships may be terminated.
- By resignation. Any member in good standing 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, and they become incurred on the first day of each fiscal year.
- By lapsing. Membership will be considered as lapsed and automatically terminated if such dues remain unpaid 60 days after the first day of the fiscal year. 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.
- By expulsion. A membership may be terminated by expulsion as provided in article SIX of these
BY-LAWS.
ARTICLE TWO - MEETINGS AND VOTING
Section I. Club meetings
Meetings of the Club shall be held in the greater Denver area, at least four (4) times per year, at such date, hour, and place as may be designated by the -Board of Directors. Notice of such meetings shall be sent using mail or electronic communications by the Secretary at least ten days prior to the date of the meeting. The quorum for such meetings shall be twenty percent (20%) of the Regular members in good standing.
Note: Electronic communication for notices of meetings will be used for all members who have email unless they request postal communication.
Section II. Special Club Meetings
Special Club Meetings may be called by the President, or by a majority vote of the members of the board who are present and voting at any regular or special meeting of the Board; or shall be called by the Secretary upon receiving of a petition signed by five Regular members of the Club who are in good standing. Such special meetings shall be held in the greater Denver area at such date, hour and place as may be designated by the person or persons authorized herein to call such meetings. Notice of such a meeting must be sent by the 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. No other Club business may be transacted thereat. The quorum for such a meeting shall be twenty percent (20%) of the Regular membership in good standing.
Section III. Board Meetings
The Board shall convene at least four (4) times a year, the first time being in January or prior to the next regular meeting in February, for the purpose of appointing the standing committees and planning for the ensuing year. Meetings of the Board of Directors shall be held in the greater Denver area or by telephone conference, at such date, hour, and place as may be designated by the Board.
Any board member missing two or more meetings that are *unexcused* shall be replaced with another member. Notice of such meetings shall be sent by the Secretary at least ten days prior to the date of the meeting. The quorum for such a meeting shall be a majority of the Board.
Board members missing 2 meetings without good cause shall be removed. Section IV. Special Board Meetings
Special meetings of the Board of Directors may be called by the President; or may be called by the Secretary upon receipt of a written request signed by at least three members of the Board. Such special meetings shall be held in the greater Denver area at such date, hour, and place as may be designated by the person authorized herein to call such a meeting. Notice of such meetings shall be sent by the Secretary at least five days and not more than fifteen days prior to the date of the meeting. Any such notice shall state the purpose of the meeting, and no other business shall be transacted thereat. The quorum for such a meeting shall be a majority of the Board.
Section V. 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 they are present. Proxy voting will not be permitted at any Club meeting or election.
ARTICLE THREE - DIRECTORS AND OFFICERS
Section I. Board of Directors
The Board shall be comprised of the President, Vice-President, Secretary, Treasurer, and Past-President, and three (3) other persons including the STCA Delegate, all of whom shall be elected for a 2 year term staggered at the Club's annual meeting as provided in Article IV and shall serve until their successors are elected. General management of the Club's affairs shall be entrusted to the Board of Directors, all of whom are voting members except the Past-President. At the first election following adoption of this change to the By-Laws, the President, Secretary and 2 Board Members shall be elected to a 2-year term, the Vice President, Treasurer and one Board Member shall be elected to a one-year term. Thereafter, the open positions shall be elected to a 2 year term. STCA Delegate shall be a 1 year term for the first election.
Section II. Officers
The Club's officers, consisting of the President, Vice-President, Secretary, Treasurer, and Editor/Historian, shall serve in their respective capacities both with regard to the Club and its meetings and the Board and its meetings.
- The President shall preside at all meetings of the Club and the Board, and shall have the duties and powers normally appurtenant to the office of President in addition to those particularly specified in these BY-LAWS.
- The Vice President shall have the duties and exercise the powers of the President in case of the President's death, absence, or incapacity in addition to those particularly specified in these BY-LAWS.
- The Secretary shall keep a record of all meetings of the Club and of the Board of Directors for the current year as well as a copy of the previous Year's minutes, and of all matters of which a record shall be ordered by the Club. He or she shall notify members of special meetings, notify officers and directors of their election to office, keep a roll of the members of the Club with their addresses, etc., have charge of the correspondence, receive all new membership applications, notify new members of their election to membership, and carry out such other duties as a prescribed by these BY-LAWS. In the absence of the secretary at meetings, the President may appoint any member to fill that position on the secretary's behalf at that meeting.
- The Treasurer shall collect and receive all monies due or belonging to the Club. He or she shall deposit the same in a bank designated by the Board, in the name of the Club. His or her books shall be at all times open to inspection of the Board and he or she shall report to the Club at every meeting the condition of the Club's finances and every item of receipt or payment not before reported; and at the first meeting in February following the close of the fiscal year, shall render an account of all monies received and expended during the previous fiscal year, and carry out such other duties as are prescribed by these BY-LAWS. Two officers (The President and the Treasurer) shall be authorized to sign checks for STCGD. Only one signature shall be required checks. As a protection to the Treasurer, as well as the Club, the Treasurer shall be bonded in such an amount as may be determined by the Board, at the expense of the Club.
Section III. Vacancies
Any vacancies occurring on the Board during the year shall be filled for the un-expired term of office by a majority vote of all the members of the Board at its first regular meeting following the creation of such a vacancy, except that a vacancy in the office of President shall be filled automatically by Vice-President, and the resulting vacancy in the office of Vice President shall be filled by the Board.
ARTICLE FOUR - THE CLUB YEAR, ANNUAL MEETING, AND ELECTIONS
Section I. Club Year
The club's (Official and) Fiscal Year shall begin on the first day of January and end on the 31st day of December. Membership dues are due the 1st of January.
Section II. Annual Meeting
The annual meeting shall be held in the month of December at which time Officers and Members of the Board 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 January 1st, and each retiring officer shall turn over to his or her successor in office all properties and records relating to that office within 30 days after election.
Section III. Elections
The nominated candidate receiving the greatest number of votes for each office shall be elected. The five nominated candidates for other positions on the Board who received the greatest number of votes shall be declared elected.
Section IV. Nominations
No person may be a candidate in a Club Election who has not been nominated. During the month of September the Board shall select a Nominating committee consisting of three members and two alternates, not more than one whom may be a current member of the Board. The Secretary shall immediately notify the committee persons and alternates of their selection. The Board shall name a Chairperson for the committee, and it shall be his or her duty to call a committee meeting which shall be held on or before October 1st.
- The committee shall nominate one candidate for each office and for the five other positions on the Board including the STCA Delegate, and, after securing the consent of each person so nominated, shall immediately report their nominations to the Secretary in writing.
- Upon receipt ofthe Nominating Committee's report, the Secretary shall before October 1st, notify each member in writing of the candidates so nominated.
- Additional nominations may be made at the meeting prior to the Annual Meeting by any member in attendance, provided that the person so nominated accepts when his or her name is proposed, and provided further that if the proposed candidate is not in attendance at this meeting, his or her proposer shall present to the Secretary, a written statement from the proposed candidate signifying his or her willingness to be a candidate.
- No person may be a candidate for more than one position, and the additional nominations which are provided herein may be made only among those members who have not accepted a nomination from the Nominating Committee.
- Nominations cannot be made at the Annual Meeting or in any manner other than provided in this Section.
ARTICLE FIVE - COMMITTEES
Section I.
The Board may each year appoint standing committees to advance the work of the Club in such matters as dog shows, obedience trials, tracking, performance, trophies, rescue service, memberships, and other areas which may well be served by committees. Such committees may also be appointed by the Board to aid it o particular projects.
Section II.
Any committee appointment may be terminated by a majority vote of the membership of the Board upon written notice to the appointee; and the Board may appoint successors to those persons whose services have been terminated.
ARTICLE SIX - DISCIPLINE
Section I. 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 II. Charges
Any member may prefer charges against a member for alleged misconduct Prejudicial to the best interest of the Club or Breed. Written charges with specifications must be file with the Secretary together with a deposit of $50.00 which shall be forfeited if such charges are not sustained by the Board following a hearing. The Secretary shall promptly send a copy of the charges to each member of the Board or present them at a Board Meeting. The Board shall first consider whether the actions alleged in the charges, if proven, might constitute conduct prejudicial to the best interest of the Club. If the Board considers that the charges do not indicate conduct, which would be prejudicial to the best interest 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 (3) weeks no more than six (six) weeks thereafter. The Secretary- shall promptly send one copy of the charges to the accused member by certified mail together with a notice of the hearing and an assurance that the defendant may personally appear in his or her own defense and bring witnesses if he or she wishes.
Section III. 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, after hearing all the evidence and testimony presented by complainant and defendant, the Board may, by a majority vote of those present, suspend the defendant from all privileges of the Club for no 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 or her fellow members at the ensuing Club meeting 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 Secretary. The Secretary, in turn shall notify each of the parties of the Board's decision and penalty, if any.
Section IV. 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 60 days but not earlier than 30 days after the date of the Board's recommendation. The defendant shall have the privilege of appearing in his or 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 or her own behalf, it he or she wishes. The meeting shall then vote by secret, written ballot on the proposed expulsion. A two-thirds (2/3) vote of those present and voting at the meeting shall be necessary for expulsion. If expulsion is not so voted, the Board's suspension shall stand.
ARTICLE SEVEN - AMENDMENTS
Section I.
Amendments to the Constitution and BY-LAWS may be proposed by the Board of Directors or by written petition addressed to the Secretary signed by twenty percent {20%} of the membership in good standing. Amendments proposed by such petition shall be promptly considered by the Board and must be submitted to the members with recommendations of the Board by the Secretary for a vote within three months of the date when petition was received by the Secretary.
Section II.
The Constitution and BY-LAWS may be amended by two-thirds {2/3) vote of the members present and voting at any regular or special meeting called for the purpose. Proposed amendments and notice of the meeting must be mailed to each member at least two weeks prior to the date of the meeting at which they will be voted upon.
ARTICLE EIGHT- DISSOLUTION
Section I.
The Club may be dissolved at any time by written consent of no less than two thirds (2/3) of the members. In the event of the dissolution of the club other than for purposes of reorganization, whether voluntary or involuntary 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, 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. This organization shall be chosen by the Board. All Rescue monies and its interests shall be fully given to a specific Scottish Terrier Rescue Organization. This organization shall be chosen by the Board.
ARTICLE NINE - ORDER OF BUSINESS
Section I. General Meetings
At general 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
- Reading of the minutes of the Last Meeting
- Report of the President
- Report of the Vice-President
- Report of the Secretary
- Report of the Treasurer
- Report of the Editor
- Report of Committees
- Unfinished Business
- New Business
- Election of Officers and Board (annual meeting)
- Installation of New Board (annual Meeting)
- Election of New Members
- Adjournment
- Program
Section II. Board Meetings
At Board Meetings the order of business, unless otherwise directed by majority vote of those present, or unless called for a special meeting, shall be as follows:
- Roll Call
- Reading of the Minutes of last Meeting
- Report of President
- Report of the Vice-president
- Report of the Secretary
- Report of the Treasurer
- Report of Committees
- Unfinished Business
- New Business
- Adjournment
ARTICLE TEN - PARLIAMENTARY AUTHORITY
Section I.
The rules contained in the current edition of Robert's Rules of Order, Newly Revised, shall govern the Club in all cases to which they are applicable and in which they are not inconsistent with these BY-LAWS and any special rules of order the Club may adopt.
ARTICLE ELEVEN - THE SCOTIISH TERRIER CLUB OF GREATER DENVER, INC. STANDARD OPERATING PROCEDURE MANUAL
- The Club colors shall be Royal Blue and Gold
- A calendar of meeting dates for the year shall be set by the board at the first board meeting of the year. This shall be published in the newsletter throughout the year.
- At club events (i.e. shows, matches, parties) the Ways & Means Committee, or sub-committee in charge of fund-raising for that event, shall select and approve all items sold on the club's behalf, including pricing. This committee should approve and screen outside persons allowed to sell at these events to ensure no duplications and fair pricing.
- If outside persons/vendors are invited in to sell independently at club events, a fee of ($50.00) for a standard 5- or 6-foot table shall be charged.
- The Club shall maintain a subscription or electronic subscription to the AKC Gazette, Events, and Awards publications to be mailed to the President.
- The Club shall maintain memberships in local canine related organizations that the Board feels appropriate.
- The "Show Chair" for any club show, match, dig, etc. must be a current board member in good standing with the club and is accountable to the Board at all times.
- The STCGD shall maintain a rescue program through a referral basis and maintain a rescue liaison to work with other club rescue programs.
DUTIES OF OFFICERS
Refer to Article TWO, Section II. A.
General Duties of the President:
- Prepare and send agenda to the Board Members prior to Board Meetings.
- To call meetings to order and to preside over and serve as chairman of meetings of the Board of Directors and general meetings of the members.
- To maintain order at such meetings and to control debates or discussions.
- To state each question or motion that is brought before the meeting; to call for a vote upon motions, and to announce the results after votes have been taken.
- To follow rules of order and conduct Club business in an accepted manner.
- To name members who are appointed to serve on any committee, with the approval of the Board of Directors.
- To sign letters and documents which are necessary to carry out the will of the Club.
- The President must remain impartial at all times. He or she cannot vote except when the vote of the Board of Directors or of the members is a tie.
General Duties of the Vice-President:
See Article Two, Section II B
- Have the duties and exercise the powers of the President in case of the President's death, absence, or incapacity.
- The Vice-President will chair the Program Committee, which will include two (2) additional members.
General Duties of the Secretary: See Article Two, Section II C
- Keep a record of all meetings of the Club and of the Board for the current year as well as a copy of the minutes for the previous year, and of all matters of which a record shall be ordered by the Club.
- The official copy of the minutes of the previous meeting shall be sent to the President 10 days prior to the next meeting.
- Each year the official minutes of the previous year shall be sent to the Editor by March 1st, to be placed in the Club's permanent file. The Secretary shall keep a copy for reference.
- Notify members of Special Club Meetings at least 5 days and not more than 15 days prior to the date of the meeting, stating the date, hour, place, and purpose of such meetings. (Article Two, Section 2)
- Notify officers and Board of Directors of meetings and special meetings at least 5 days and not more than 15 days prior to the date of the meeting, stating date, hour, place, and purpose of such meetings. (Article Two, Sections Ill and IV)
- Keep an updated and correct roll of the paid members of the Club with their addresses, phone, etc. (Check with the Treasurer prior to January 1st for a list of all paid members.)
- Have charge of all correspondence, which shall be handled promptly. This includes various greeting cards.
- Article IV, Section IVe. Notify nominating committee persons and alternates of their selection.
- Receive a written report of the nominating committee.
- (Article IV, Section IV B) Notify the membership before October 15 in writing of the candidates so nominated.
- Article II, Section II C Notify officers and directors of their election to office.
- Article Ill, Section II C Receive and promptly send a copy of charges made against any member to each member of the Board or present them at a Board meeting. See this Article for additional information.
- Article VI Section II Notify members of the Board decisions.
- Article VII Section I Submit copies of any proposed amendments to this constitution and bylaws to the Board and club members prior to the next meeting for consideration before the voting occurs.
- Article I Section Ill Receive and promptly submit to the club all new member applications and send prospects an acknowledgment. Send a copy of new member applications to the President.
- Notify new members of their election to membership and mail them a copy of the Club-roster, Code of Ethics, Constitution and By-Laws, and Standard Operating Procedure Manual.
GENERAL DUTIES OF THE TREASURER:
Article Ill, Section II D
- Collect and receive all monies through dues, on-line payments, application fees, raffles, and sale of club fundraising items. Pay all outstanding club expenditures in a timely manner.
- Deposit the same in a bank designated by the Board in the name of the Club.
- Have the Club books at all times open to inspection by the Board and general membership.
- Report to the Board or Club at every meeting the condition of the Clubs finances. General Meeting reports shall include balances in all accounts, total receipts and total disbursements since last report. Board Meeting reports shall include balances in all accounts, itemized receipts and itemized disbursements since last report. Written reports shall include a copy of the most recent bank statement.
- At the first meeting in February render an account of all monies received and expended during the previous year.
- Send to the President, Secretary, and Editor an updated list of paid members as well as new members when elected to membership. Also carry out such other duties as are prescribed in these By laws.
GENERAL DUTIES OF The Editor/Historian-(Non Board Position) Article Ill, Section II.
- Publish the Newsletter 4 to 6 times annually as the Editor deems necessary, with notices of upcoming meetings included.
- Mail a copy of the Newsletter to the Editor of the STCA Bagpiper and a summary of quarterly activities.
- Publish extra copies of the Newsletter for prospective members, and for sharing with other Scottish Terrier Club's.
- Keep all materials, papers, Records, etc. of STCGD on permanent file with the exception of the records of the current year.
- Be responsible for ads in the Newsletter:
- Full Page $15.00 Half Page $10.00
- Quarter Page $5.00
- Business Card for a Year $25.00
GENERAL DUTIES OF THE STCA DELEGATE: /Regional Representative
- Send a composite report of the Club's activities, new officers, etc., to STCA Corresponding Secretary on or before January 10, April 10, July 10, and October 10.
- Attend STCA meetings whenever possible.
- Report to the local Club any pertinent information from STCA.
- Write a brief synopsis to the Bagpiper "Clan Connection" of club activities quarterly. January 15th, April 15th, July 15th and October 15th.
Adopted August, 2014