Constitution & Bylaws
Name and Objectives
Section 1. The name of the Club shall be The Research Triangle Park (RTP) Great Pyrenees Club.
Section 2. The objectives of the Club shall be:
To encourage responsible ownership and to encourage and assist all interested persons, especially new owners, to learn about caring for, training, showing, breeding and generally expanding their knowledge of the Great Pyrenees.
To encourage discriminate breeding and the importance of health tests of the Great Pyrenees, in the conviction that such an undertaking shall be for the sole purpose of attempting to bring the breed’s natural qualities ever closer 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 Great Pyrenees shall be judged.
To do all in its power to protect and advance the interests of the breed.
To encourage sportsmanlike competition at dog shows, obedience, rally and agility trials, and other competitions under the Rules and Regulations of The American Kennel Club
To conduct sanctioned matches, specialty shows, and obedience, rally and agility trials, and any other competitions under the Rules and Regulations of the American Kennel Club and or the Great Pyrenees’ Club of America.
Section 3. The Club shall not be conducted or operated for profit and no part of any profits or remainder or residue from dues or donations to the club shall inure to the benefit of any member or individual. Nor shall the Club endorse any privately-produced activity, product, or publication.
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 objects.
Article I - Membership
Section 1. Eligibility.
Membership shall be open to all persons who are in good standing with the American Kennel Club and who subscribed to the purpose of this club. Membership is for individuals 18 years or older. Members may be added to the Breeder Referral List after completing 3 years as a Member.
While membership is unrestricted as to residence, the Club’s primary purpose is to be representative of the owners, breeders, and exhibitors in this regional area.
Section 2. Dues
Annual membership dues shall be set by the Board of Directors. Annual dues shall be reviewed on a regular basis by the Board of Directors and adjusted when appropriate. During the month of October, notices of dues for the ensuing year (due by January first shall be sent by the Treasurer. If a member has not paid his dues by January first, they forfeit all rights and privileges of Membership (including the right to vote, nominate, be nominated, and petition), except that they shall be granted an additional period, until March first, to renew their membership without having to go through the formality of applying for membership as described in Section 3 of this Article.
Applicants for membership who apply after the tenth month of the year shall be considered paid through the next year.
Section 3. Election to Membership
Each applicant for membership shall apply on a form as approved by the RTPGPC Board of Directors and which shall provide that the applicant agrees to abide by this Constitution and Bylaws, the rules and regulations of the American Kennel Club, and the Code of Ethics of the Club. The application shall state the name, address, contact information, occupation, criminal records related to animal cruelty convictions, suspensions from American Kennel Club or other Kennel Clubs, and any other information about the applicant required by the Board of Directors; and it shall carry the endorsement of two members in good standing from separate households who are not immediately related to the applicant from either RTPGPC or the GPCA. The application shall be voted upon by ballot. Each member in good standing is entitled to endorse four individuals per year. Accompanying the application, the prospective member shall submit dues for the current year.
All applicants’ dues are to be filed with the Secretary, or membership chair. The applicants will be posted in our newsletter and will be voted on by the membership. The members will have 30 days to vote on each applicant sent by email to the secretary of RTPGPC. Affirmative votes of three-fourths (3/4) of the members that send in their vote shall be required to elect the applicant.
Applicants for membership who have been rejected by the RTPGPC may not re-apply within six months after such rejection.
Section 4. Termination of Membership.
Memberships may be terminated:
By member. Any member in good standing may resign from the RTPGPC upon written notice to the Secretary; but no member may resign when in debt to the RTPGPC. Dues obligations are considered a debt to the RTPGPC and they become incurred on the first day of January.
By lapsing. A membership will be considered as lapsed and automatically terminated if such member’s dues are not paid by March first.
By expulsion. A membership may be terminated by expulsion as provided in Article VI of these Bylaws.
Article II - Meetings
Section 1. Club Meetings. There will be at least two meetings per year of the RTPGPC membership that shall be held in North Carolina on the date, hour and at the place designated by the Board of Directors. The Board of Directors may also designate a meeting to be held via conference call. The Secretary will provide written notice of the meeting that will be sent by email or U.S. Mail to all members at least thirty days prior to the meeting. The quorum for such meetings shall be 10% of the members in good standing.
Section 2. Special Club Meetings. Special RTPGPC 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 receipt of a petition signed by five voting members of the Club who are in good standing. Such special meetings shall be held in North Carolina at such place, date and hour as may be designated by the persons authorized herein to call such meetings. The Board of Directors may designate such a meeting to be held via conference call. Written notice of such meeting shall be e-mailed or sent via First Class Mail by the Secretary, or newsletter editor to each Member at least fourteen 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 a meeting shall be 10% of the members in good standing.
Section 3. Board Meetings. Meetings of the Board of Directors shall be held in North Carolina at such date, hour and place as may be designed by the Board or by conference call. Written notice of each such meeting shall be emailed or sent via U.S. Mail by the Secretary or newsletter editor to each member of the Board at least fourteen days prior to the date of the meeting. The quorum for such a meeting shall be the majority of the Board. An agenda shall be prepared whenever possible in advance. There shall be at least six meetings per year.
Section 4. Special Board Meetings. Special meetings of the Board may be called by the President, or shall be announced by the Secretary upon receipt of a petition signed by five members of the Board. Such special meetings shall be held in North Carolina at such place, date and or by conference call, as may be designated by the persons authorized herein to call such meetings. Written notice of such meeting shall be e-mailed or sent via First Class Mail by the Secretary, or newsletter editor to each Member of the Board at least seven 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 a meeting shall be a majority of the board.
Section 5. Conduct of meetings. The Board of Directors may conduct meetings in person, by videoconference or by teleconference. It may conduct its business at meetings or by mail, e-mail, or telephone calls in accordance with the AKC policy (2/2001; revised 4/2003). E-mail may not be used when a secret ballot is called for, but may be used for all other types of business provided that: 1) every Board member is provided with a means to participate; 2) the identity of each individual participating is verified; 3) a mechanism is in place to ensure all eligible Board members are participating; and 4) each year, all Board members agree to participate in this manner.
Section 6: Voting. Each voting member in good standing whose dues are paid for the current year shall be entitled to one vote at any meeting of the RTPGPC at which he is present. Proxy voting will not be permitted at any club meeting or election.
ARTICLE III - Directors and Officers
Section 1. Board of Directors. The general management of the Club’s affairs shall be entrusted to the Board of Directors. The Board shall be comprised of the President, Vice-President, Secretary, Treasurer and three other persons all of whom shall be members in good standing. The Officers will be elected for three years. One Director will serve for one year, second Director will serve for two years and the third Director will serve for three years. All subsequent officers and Directors shall be elected to two year terms as provided in Article IV and shall serve until their successors take office in March, after the Annual Meeting the next year. The three Directors shall draw to determine who will serve one year, two year and three year terms, unless an agreement can be reached between the Directors regarding length of terms.
Section 2. Officers. The RTPGPC officers, consisting of the President, Vice-President, Secretary, and Treasurer shall serve in their respective capacities both with regard to the RTPGPC and its meetings and the Board and its meetings.
The President shall preside at all meetings of the RTPGPC and of the Board, and shall have the duties and powers normally appurtenant to the office of President in addition to those particularly specified in these Bylaws.
The Vice-President shall have the duties and exercise the powers of the President in case of the President’s death, absence or incapacity.
The Secretary shall keep a record of all meetings of the RTPGPC and of the Board and of all matters of which a record shall be ordered by the Club. The Secretary shall also have charge of the correspondence, 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 members of the RTPGPC with their addresses including e-mail addresses and carry out such other duties as are prescribed in these Bylaws. The mailing address of the RTPGPC shall be that of the Secretary. All ballots shall be kept by the Secretary for twelve months (12 months) or until they are replaced by their successor.
The Treasurer shall collect and receive monies due or belonging to the RTPGPC. The Treasurer shall deposit the same in a bank designated by the Board, in the name of the Club. The Treasurer’s books shall at all times be open to inspection of the Board and the Treasurer shall report to them at every meeting the condition of the RTPGPC’s finances and amount as the Board of Directors shall determine.
Section 3. Vacancies. Any vacancies occurring on the Board or among the offices during the year shall be filled until the next annual election by a majority vote of all the members of the Board at its first regular meeting following the creation of the vacancy, or at a special board meeting called for that purpose; except, that a vacancy in the office of the President shall be filled automatically by the Vice-President and the resulting vacancy in the office of the Vice-President shall be filled by the Board.
ARTICLE IV - Club Year - Annual Meeting - Elections
Section 1: Club Year.
The Club’s official year shall begin at the end of each Annual Meeting and end at the conclusion of the next Annual Meeting. The Club’s fiscal year shall begin on January 1 and end on December 31.
Section 2: Annual Meeting.
The Annual Meeting shall be held in the month of March 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 after the Annual Meeting. Each retiring officer shall turn over to his successor in office all properties and records relating to that office within 10 days following the Annual Meeting. Three Inspectors of Elections shall be appointed by the Board of Directors to conduct the count at the annual election. If any nominee, at the time of the meeting, 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 Article III, Section 3.
Section 3: Elections.
The nominated candidate receiving the greatest number of votes for each office shall be declared elected.
Section 4. Nominations.
No person may be a candidate in a Club election who has not been nominated. By November 1st prior to the election year the Board shall select a Nominating Committee consisting of three members and two alternates, not more than one of who may be a member of the Board. The Secretary shall immediately notify the committee chairman and it shall be his duty to call a committee meeting that shall be held on or before January 1st.
The Nominating Committee shall nominate from among the eligible members of the Club, one candidate for each vacancy on the Board of Directors, and shall procure the acceptance of each nominee so chosen. The Committee, by February 1st shall submit its slate of candidates to the Secretary who shall submit the list, including the full name of each candidate to each member of the Club on or before February 15th so that additional nominations may be made by the regular members if they so desire.
Additional nominations of eligible members may be made by nomination at the annual meeting, and accompanied by the spoken or written acceptance of each such additional nominee signifying their willingness to be a candidate.
Restrictions on Nominations. 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 of the Nominating Committee.
Nominations cannot be made in any manner other than as provided in this Section.
Article V – Committees
Section 1: The President, with the approval of the Board, may each year appoint standing committees to advance the work of the Club. The President will appoint the committee chair prior to committee members. 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 particular projects.
Section 2: Any committee appointment may be terminated by the majority vote of the full membership of the Board upon written notice to the appointee; and the President with approval of 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 any 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 in good standing may prefer charges against a member for alleged misconduct prejudicial to the best interest of the Club or the breed. Written charges with specifications must be filed in duplicate with the Secretary together with a deposit of $50.00 per person charged 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 or the Breed. If the Board considers that the charges do not allege conduct that would be prejudicial to the best interest of the Club or the breed, it may refuse to entertain jurisdiction. If the Board entertains jurisdiction of the charges, it shall fix a date for a hearing by the Board not less than three (3) weeks or not more than six (6) weeks thereafter. The Secretary shall promptly send one copy of the charges to the accused member(s) by registered mail together with a notice of the hearing and an assurance that the defendant(s) may personally appear in his/her 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 complainant and defendant(s) 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 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 ensuring Club meeting which considers the Board's recommendation. Immediately after the Board has reached a decision, its finding 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 by registered mail.
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 60 days but not earlier than 30 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 findings and recommendations and shall invite the defendant, if present, to speak in his own behalf if he wishes. Members shall then vote by secret written ballot on the proposed expulsion. A two-thirds vote of those present and voting (2/3 vote) at the meeting shall be necessary for expulsion. If expulsion is 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 written petition addressed to the Secretary, signed by 10% of the membership in good standing. Amendments proposed by such petition shall be promptly considered by the Board of Directors and must be submitted in writing to the members with recommendations of the Board by the Secretary for a vote within three months of the date when the petition was received by the Secretary.
Section 2. The Constitution and By-laws may be amended by a 2/3 vote of the members 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 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 the written consent of not less than 2/3 of the members. In the event of dissolution of the Club other than for purposes of reorganization, whether voluntary of 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 member of the Club. But, after payments 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 IX - Order Of Business
At meetings of the Board and Club, the order of business so far as the character and nature of the meeting may permit, shall be as follows:
Call to Order
Minutes of Last Meeting
Report of President
Report of Secretary
Report of Treasurer
Reports of Committees
Election of New Members
Elections at Annual Meeting
ARTICLE X- Parliamentary Authority
The rules contained in the current edition of Robert's Rules of Order Newly Revised shall govern the RTPGPC in all cases to which they may be applicable and in which they are not inconsistent with these bylaws.
--Adopted March 22, 2015, Rev March 26, 2016