Constitution

Preamble

The United States of America Coton de Tuléar Club, Inc., hereafter referred to as the USACTC, Inc, or the Club, is an organization devoted to the preservation and welfare of the Coton de Tuléar breed. With this in mind, the USACTC, Inc. has defined a standard of excellence for the breed by sponsoring exhibitions for the comparison and improvement of the breeding population and also for the education of our breeders. We provide breed specific information for judges, Coton owners, exhibitors and admirers. Our goal is to produce a Coton that is uniform in type, sound of mind and body, and suited to its purpose as a small versatile companion.

Article I
Name and Objects

SECTION 1. The name of the Club shall be the United States of America Coton de Tuléar Club, Inc. (USACTC).

SECTION 2. The objects of the Club shall be:

1. To operate a membership-run, non-profit, national dog breed Club dedicated to encouraging and promoting quality and health of the Coton de Tuléar.
2. To provide education about the Coton de Tuléar dog breed to the public through a variety of the following forums:
   1. publication of Club newsletter,
   2. on-line resources such as the USACTC website, www.usactc.org, and various Club sanctioned e-groups,
   3. providing breed specific educational seminars on responsible dog ownership, healthcare and breeding to the general public, breeders and judges.
3. To uphold the breed standard as approved by the USACTC, Inc. as the authority defining the standard of excellence by which the Coton de Tuléar shall be judged.
4. To promote ethical breeding standards with particular commitment towards guarding against indiscriminate breeding and the propagation of heritable genetic disease.
5. To maintain a Coton de Tuléar pedigree registration database and Stud book.
6. To promote health awareness, support breed rescue, and provide education regarding the Coton de Tuléar dog.
7. To advance the interest of the breed by encouraging participation in conformation and performance events and supporting the development of service dogs.
8. To conduct sanctioned and licensed specialty shows and performance events.

SECTION 3. The Club shall not be conducted or operated for profit and no part of any profits or remainder of residue from dues or donations to the Club shall inure to the benefit of any member or individual. It will be noted that dues are not tax deductible as a contribution, but may be deducted as a business expense.

SECTION 4. The members of the Club shall adopt and may revise such bylaws as may be required to carry out these objects.

SECTION 5. The changes here in this Constitution and Bylaws from the previous version of this document shall be implemented immediately after the 2010 Annual Meeting is concluded. The new Board of Directors shall appoint, or at its discretion cause to be elected, a Recording Secretary, while the duly elected Secretary under the auspices of the previous Bylaws shall be designated the Membership Secretary in accordance with these new Bylaws, and shall assume the duties of that post. Similarly, the new Board of directors shall simultaneously appoint, or at its discretion cause to be elected, a fifth Representative as provided for under this document. When both of these additional members of the Board are duly seated, then the specific responsibilities of each of the five Representatives shall be portioned out by the newly seated full Board. Since this section (5.) of the Constitution is only necessary for the one time transition in 2010 from the preceding Constitution to the new one, this section shall automatically with no further necessary action, be removed from the Constitution on December 31, 2010.

USACTC, Inc. Bylaws

Article I
Membership

SECTION 1. Types of Membership

1. Regular Membership (1 vote in all Club matters requiring a vote) is for those members who own a Coton de Tuléar .
2. Family Membership (2 votes in all Club matters requiring a vote) is for those members living in the same household who own a Coton de Tuléar .
3. Sponsor Membership is for those members who do not own a Coton de Tuléar. These members shall have no vote.
4. Lifetime Membership is a membership in the USACTC, Inc. that is bestowed upon certain individuals who, at the discretion of the Board, are deserving of such an entitlement. Those members upon who lifetime membership status is conferred by the Board shall have the full rights and voting privileges of regular membership. Lifetime members are not required to renew membership in the Club each year, nor are they required to pay annual dues.

SECTION 2. Eligibility There shall be a "Regular/Voting" membership (Family which allows for 2 Votes or Individual which allows for 1 vote) and a "Sponsors/Non-Voting" membership open to individuals who meet the following criteria:

1. Applicants must apply on the current, Board approved, membership application
2. Correct Fees and a Signature are REQUIRED for applications to be processed
3. Applicant and members must be 18 years of age or over.
4. Applicants and members must not be involved in litigation against the USACTC, Inc.
5. All applications/applicants are subject to Board approval.

SECTION 3. Dues Regular (1 vote); Family Membership (2 votes); and Sponsor (non voting for those who do not own a Coton de Tuléar). Dues are payable on or before the first day of January.

1. Membership shall be considered to be expired if dues are not received by Jan 30th of the current renewal year. However, no member may vote on any item whose dues are not paid for the current fiscal year.
2. Board approved renewal applications shall be sent to each member by October 31 of each year.
3. The Board of Directors may periodically increase or decrease membership dues.
4. Annual Dues are for fiscal year January 1st ending on December 31st. Policy for proration of annual dues shall be determined each year by the Board.

SECTION 4. Election to membership Applicants must apply for membership on a current, Board approved membership application form. All applications must be submitted with appropriate dues to the Membership Secretary.

1. All applicants are subject to Board approval.
2. All applications are to be filed with the Membership Secretary.
3. Each applicant and all members must meet all eligibility requirements for membership listed in Article I, Section 1 of these bylaws.
4. Applicants for membership who have been rejected by the Club may not re-apply within six months after such rejection.

SECTION 5. Renewal of Membership The Board has the right to refuse renewal applications for membership in the USACTC, Inc.

SECTION 6. Termination of Membership Memberships may be terminated:

1. 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.
2. by lapsing. A membership will be considered as lapsed and automatically terminated if such member's dues remain unpaid 30 days after the first day of the fiscal year. In no case may a person be entitled to vote whose dues are unpaid as of the date of that meeting.
3. Anytime the eligibility requirements for membership in the USACTC, Inc. are violated, the Board reserves the right to eject the member from the Club without a hearing.
4. by expulsion. A membership may be terminated by expulsion as provided in Article VI or as otherwise provided in these bylaws

SECTION 7. Definition of a Member in Good Standing A member in good standing is:

1. a member who meets all of the eligibility requirements during the entire time of their membership, has paid current dues, and who is not currently under disciplinary action by the USACTC, Inc

Article II
Meetings

SECTION 1. Annual Meeting The annual meeting of the Club shall take place at such hour and place, and by such means, as may be designated by the Board of Directors. The Recording Secretary shall notify the membership by whatever means, including electronic mail, that the Board decides to employ, of the time and place of the annual meeting at least 30 days prior to the date that the annual meeting shall be held. The quorum for such meetings shall be 10% of the members in good standing.

SECTION 2. Special Club Meetings Special Club meetings may be called by the President, or by a majority vote of the members of the Board or shall be called by the Secretary upon receipt of a petition signed by 10% of the members of the Club who are in good standing. Such meeting shall be held at such place, date, and hour as may be designated by the Board of Directors. Written notice of such a meeting shall be sent by the Secretary at least 14 days and not more than 25 days prior to the meeting. Said notice shall state the purpose of the meeting, and no other Club business may be transacted. The quorum for such a meeting shall be 10% of the members in good standing.

SECTION 3. Board Meetings. With the exception of the Annual Board Meetings, Board Meetings including those held by telephone or electronic conferences, shall be held at such times and places as are determined either by the President or by majority vote of the entire Board. The time and place of Annual Board Meetings shall be determined by a majority vote of the entire Board. A quorum for a Board Meeting shall be a majority of the Board. The Board shall conduct its business by any special rules of order that they may adopt. The Board may conduct its business by mail, telephone conference call or electronic communication.

Article III
Board of Directors, Elected Officers and Representatives, and Appointed Officers

SECTION 1. Board of Directors The Board shall be comprised of the President, Vice President, Recording Secretary, Membership Secretary, Treasurer, and Five Board Representatives, and the prior Club President, (or other past President if the immediately prior past President cannot serve), all of whom must be members in good standing and residents of the United States. The Board will determine the geographical area(s) that each Representative shall represent.

1. The President shall be Chairperson of the Board of Directors.
2. The Board Members and Officers are elected for a two-year term as provided in Article V of these bylaws or shall serve until their successors are elected.
3. The President’s position shall be limited to two consecutive terms.
4. General management of the Club’s affairs shall be entrusted to the Board of Directors.
5. Board policy and/or decisions shall be by a majority vote of the Board.
6. Release of Club sensitive information, such as: member listings, meeting notes, and detailed financial information may only be released by majority vote of the full membership of the Board.
7. The Board shall have full access to all Club information.
8. Board Members, upon acceptance of their elected position, shall sign a confidentiality agreement that shall state their agreement to follow the Board’s policy with reference to Club sensitive information.
9. Husband and Wife; or members of the same family; or life partners sharing the same household; may not serve concurrent terms on the USACTC Board.  Should a husband and wife, or members of the same family, or life partners sharing the same household, be declared elected for a concurrent term of office in any position, then one shall remain and the other or others must immediately decline the position.  If the parties involved are unable to reach a decision about who shall remain, then the remaining members of the elected Board will appoint one of these parties to the Board and shall fill any resulting vacancies in accordance with Article III of these bylaws.

SECTION 2.  Elected Officers and Representatives The Club's Elected officers shall consist of the President, the Vice-President, Membership Secretary, Recording Secretary, Treasurer and five elected Representatives. (The post of Past President shall be an automatic rather than an elected post.)  The description and duties of each elected position are as follows: 

1. The President shall execute the Board of Directors’ policies and decisions. The President shall be responsible for the day to day running of the Club’s affairs. 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 the President and as particularly specified in these bylaws. The President will co-sign all legal documents (excluding checks) together with the Secretary and/or the Treasurer. The President, or a Board member designated by the President, is responsible for reviewing and revising if necessary each edition of the Club newsletter. The President, or a Board member designated by the President, is responsible for overseeing the distribution of each newsletter to the membership of the Club. The President shall present candidates to be appointed as chairpersons of the committees, and candidates for Appointed Officers, to the full Board for final approval every two years after elections are finalized and a new Board is seated.  The President has the right to appoint temporary committees to work on various projects as needed. The President is an ex-officio member of all committees with the exception of the nominating committee.
2. The Vice-President shall have the duties and exercise the powers of the President in case of the President's incapacity to serve. The Vice-President shall perform such duties as may be assigned by the President or the Board of Directors.  The Vice President shall serve as Board Liaison for all standing committees and is responsible for keeping Committee Chairs on task and all related e-mail lists active.  The Vice President shall work with each Committee Chair to develop projects that would be advantageous to the Club. The Vice President shall be the Code of Ethics Breeder Liaison.
3. The Recording Secretary shall report directly to the Board of Directors. The Recording Secretary will maintain a minute book, and shall keep a record of all meetings of the Club, the Board, and of all votes taken by mail, in person, and via electronic communication as well as all matters of which a record shall be ordered by the Board. The Recording Secretary shall have charge of Club related correspondence, notify members of meetings, shall follow all voting, election procedures and timelines as outlined in these bylaws, notify officers and directors of their election to office, and carry out such other duties as are prescribed in these bylaws. The Recording Secretary shall assist the Board and/or the President on an as needed basis for Club related issues not specifically listed in these bylaws.
4. The Membership Secretary shall report directly to the Board and will work with the Recording Secretary. Membership applications will be received and processed by the Membership Secretary.  The Membership Secretary shall notify new members of their election of membership, answer membership inquiries, and will maintain a current, detailed membership roster of all Club members. The Membership Secretary shall be in charge of maintaining all Club related e-groups in a timely fashion. The Membership Secretary will conduct Board approved membership drives and encourage renewals of previous members.
5. The Treasurer shall oversee the collection of all moneys due or belonging to the Club.  Monies shall be deposited in a bank designated by the Board, in the name of the Club.  The financial records shall at all times be open to inspection of the Board and a report shall be given at every meeting of the condition of the Club's finances and every item of receipt or payment not before reported; and at the annual meeting an accounting shall be rendered of all moneys received and expended during the previous fiscal year.  The elected Officers handling moneys shall be bonded in such an amount as the Board of Directors shall determine. The Treasurer shall be responsible for obtaining bonds for the elected Officers handling moneys; filing all necessary IRS documents (unless other arrangements are made) as well as keeping all insurance policies up to date. The Treasurer will work with the President and other relevant Officers to provide both an annual financial report for the past fiscal year and a projected budget for the following year before the annual meeting.  All monies over $1000 must be Board approved prior to release. The Treasurer is responsible for keeping either paper or scanned electronic copies of all monies received, deposit slips, and bank statements.  The Treasurer shall reconcile the bank statement monthly.
6. Representatives shall represent membership areas as determined by the Board. The Representatives shall be responsible for promoting Club activities, working on projects as determined by the Board and will provide content on a monthly basis to the newsletter editors. The Representatives will function as Member Liaisons.

SECTION 3: Appointed Officers shall be comprised of the Newsletter Editor, Registrar, Championship Point Coordinator, Website Webmaster, Historian, Performance Coordinator, and Outreach Coordinator.

1. The Newsletter Editor shall create and assemble the newsletter from materials provided. All content is to be approved by the President. The President or a Board member designated by the President, shall oversee production and distribution of the newsletter. General newsletter policy such as ads, all content, rates, format, etc. shall be set by the Board of Directors.
2. The Registrar duties and obligations include maintaining a current stud book/registry in the prescribed way recommended by the Board. The studbook is to be available for members viewing at the annual meeting or by appointment with the Registrar at his/her location of choice. The Registrar will follow directions prescribed by the Board of Directors. The studbook is sole property of the USACTC and shall be recognized as such by the Registrar. The USACTC will determine and set registration fees. A duplicate studbook/registry is to be maintained, the copy of which shall be kept with the office of the President. Both the original studbook and duplicate studbook must be made available for examination at either the request of the Club or upon individual member request.
3. Championship Point Coordinator. The Championship point coordinator shall be responsible for:
1. The calculation of championship points for each member dog as taken from the win sheets submitted by each exhibitor.
2. The calculation of ranking points for each member dog on a quarterly basis based upon the results of totals taken from the win sheets submitted from each exhibitor.
3. The notification to members when their dog attains championship status and how to attain their champion certificate.
4. The distribution of championship certificates based upon requirements as set forth by the Board with reference to design, fees, etc.
4. Web Site Webmaster. The Web Site Webmaster is responsible for the design and maintenance of a website for the Club. Content, revisions, additions, deletions, and design are to be at the direction of the Board.
   
5. Historian. The Historian is responsible for creating and maintaining a record of the history of the USACTC. These records are to be maintained in duplicate, one to reside with the President and one with the Historian. These records are considered property of the USACTC.
   
6. Performance Coordinator. The Performance Coordinator shall be responsible for organizing a Performance Event Committee with Committee Chair appointments and final committee actions to be approved by the Board. The person shall oversee performance events and activities within performance such as obedience shows, agility trials, freestyle and fly ball events, public training demonstrations, etc.; shall be responsible for the banking and reporting to the Treasurer of any moneys generated by these events and activities; and shall be responsible for promotion of events and sharing of information regarding Performance in both printed and electronic materials disseminated by the Club.
   
7. Outreach Coordinator. The Outreach Coordinator shall be responsible for organizing an Outreach Committee with Committee Chair appointments and final Committee actions to be approved by the Board. The person shall develop and oversee opportunities for community outreach; shall be responsible for the banking and reporting to the Treasurer of any moneys generated by these events and activities; and shall be responsible for promotion of Outreach events and promulgation of information in printed and electronic materials disseminated by the Club.

SECTION 4. Vacancies. Any vacancies occurring on the Board or among the elected officers during the year shall be filled until the next biennial election by a majority vote of all the members of the Board; except that a vacancy in the office of President shall be filled automatically by the Vice-President and the resulting vacancy in the office of Vice-President shall be filled by the Board.

SECTION 5. Appointment of Officers. The Appointed officers shall be appointed by the President, subject to Board approval, for a term of two years or until their successor is appointed. These appointments shall be concurrent with the term of office of the current President.

SECTION 6. Termination of Appointment. Any officer appointment may be terminated by a majority vote of the Board upon written notice to the appointee. The President, pending Board Approval, may appoint successors to those persons whose services have been terminated. Appointments shall be concurrent with the term of the current President.

Article IV
Club Property

SECTION 1. Club Property Any Club member utilizing Club owned Property, in capacity as a member, an officer or representative, or a committee member, shall sign a “Property Agreement”. The Club secretary shall maintain this agreement which signifies that all Club property is owned by the Club and shall be relinquished upon request by the majority vote of the USACTC Board.  “Property” refers to, but isn’t limited to, printers, software, computers, dog show equipment, and the like.

Article V
The Club Year, Voting, Rescinding or Amending, Nominations, Biennial Elections

SECTION 1. Club year

1. The Club's fiscal year shall begin on the 1st day of January and end on the last day of December.
2. The Club's official year shall begin immediately at the conclusion of the annual meeting and shall continue through the next annual meeting.
3. The elected officers shall take office immediately at the conclusion of the annual meeting. Each retiring officer shall turn over to his successor in office all properties and records relating to that office within 14 days after the new officer assumes their position in office.

SECTION 2. Voting. At the Annual Meeting or at a special meeting of the Club voting shall be limited to those Regular, Family and Lifetime members in good standing who are present at the meeting. Voting for an item at a meeting shall be by majority.

Voting on the following items can only be accomplished by written ballot cast by mail with a majority of the votes cast by Regular, Family and Lifetime members of the Club who are in good standing at the time of the vote. For a vote to be counted it must be received by the designated ballot counter by the established cutoff date.

These items are:

1. A change in the Club’s accepted standards for the breed.
2. A yes or no vote on AKC recognition, or as otherwise noted in these bylaws.

Voting by proxy shall not be permitted. The Board of Directors may decide to submit other specific questions for decision of the members by written ballot cast by mail.

SECTION 3.  Electronic Voting. With the exception of the two items presented above in section 2, all Club business, including voting, may be conducted by electronic mail, as well as postal or facsimile services as decided by the Board.  Members will be notified of any future voting needs via several media, but each member shall cast his or her single vote via electronic media should the Board decide that this is the preferred method of voting for each particular issue under consideration.

SECTION 4. Rescind or to Amend something previously adopted – An action to rescind or amend a motion requires the same majority as stipulated for the original action.

SECTION 5. Nominations and Election Procedure. No person may be a candidate in a Club election who has not been nominated in accordance with these bylaws.

SECTION 6. Nominating Committee. A Nominating Committee shall be chosen by the Board of Directors 12 weeks prior to the Annual Meeting. The Committee shall consist of a total of three members, including the chairperson, and two alternates, all members in good standing, one of whom must be a member of the current Board of Directors. There shall be only the one member from the current Board of Directors, with the other two members and alternates chosen from the general membership. All members of this committee shall be residents of the U.S.A.  The Chairperson of this Committee shall be selected by a majority vote of the full Board, and will preferably not be a current member of the Board running for reelection. The Nominating Committee may conduct its business by mail, telephone conference call or electronic communication. The Nominating Committee shall nominate from among the eligible members of the Club, one candidate for each position on the Board of Directors and shall procure the acceptance of each nominee so chosen. The Nominating Committee shall then submit its slate of candidates to the Recording Secretary no later than 8 weeks prior to the Annual Meeting. The slate shall be presented to the members by mail, electronic mail, or posting on the Club web site by 7 weeks before the annual meeting and this slate shall be presented in the prescribed manner as determined by the Board to the membership. Included will be nominee’s response to questions as provided by the Board for each candidate.

1. Additional nominations of eligible members may be made by written petition addressed to the Recording Secretary and received by the Recording Secretary no later than 5 weeks prior to the Annual Meeting, accompanied by the written acceptance of each such additional nominee signifying his or her willingness to be a candidate. These nominees must respond to the same questions as provided by the Board for each candidate.
2. If no valid additional nominations are received, by the Recording Secretary by the deadline, the Nominating Committee's slate shall be declared elected and no balloting will be required.
3. If one or more valid additional nominations are identified, the Recording Secretary will send a ballot no later than 4 weeks prior to the annual meeting. This ballot will only include those positions with additional nominations. To be counted, the Recording Secretary or the Independent Election Judge must receive this ballot no later than 2 weeks prior to the Annual Meeting of the Club. The results of this ballot shall be announced at the Annual Meeting. Nominations cannot be made at the Annual Meeting or in any manner other than as provided above.

SECTION 7.  Biennial Elections. The election of Officers and Representatives shall be conducted by ballot once every 2 years. There are 2 ways in which the Board may choose to conduct these elections. These ways are:

1. By an independent (non-member) election judge to be chosen by the Board. If the elections are to be handled by an independent election judge, then all ballots to be counted must be received by the independent election judge by the pre-established cut off date. This election judge shall be furnished with a copy of the membership number list for verification of vote eligibility. This election judge shall provide to the Board the official count of the election no later than 1 week after the pre-established ending date for votes to be received. The ballots, tallying sheets, and results shall be sealed by the independent election judge and shall become the property of the Club. These sealed results shall be held by the Club’s Recording Secretary for no less than 6 months and no longer than 1 year. The results of this election shall be announced by the current Club President, the Vice President or Recording Secretary in the event of the absence of the President at the next annual meeting of the Club.
2. By the Club Recording Secretary at the decision of the Board. Ballots to be valid must be received by the Recording Secretary by the pre-established ending date for votes to be received. Ballots shall be counted by three inspectors of election who are members in good standing and neither members of the current Board nor candidates on the ballot. These inspectors of elections shall be furnished with a copy of the membership number list for verification of vote eligibility. The ballots, tallying sheet, and results shall be sealed by the inspectors of election and shall become the property of the Club. These sealed results shall be held by the Club’s Recording Secretary for no less than 6 months and no longer than 1 year. The results of this election shall be announced by the current Club President, the Vice President or Recording Secretary in the event of the absence of the President at the next Annual Meeting of the Club.
3. The nominated candidate receiving the greatest number of votes for each office shall be declared elected. If any nominee, at the time of the announcement of the election results, is unable to serve for any reason, such nominee shall not be declared elected and the vacancy so created shall be filled by the new Board of Directors in the manner provided by Article III, Section 4.
4. Tied Vote:  In the event of a tie, a run-off election will be held with new ballots being sent to the membership following all of the rules above. The results of this run-off election shall be sent to the membership.

Article VI
Committees

SECTION 1. Standing Committees: The Club has the following Standing Committees: Show, Health, Education, and Fundraising. The President shall every two years appoint a chairperson for each committee, subject to Board Approval, for a term of two years or until their successor is appointed to run concurrent with the elected President. Appointments shall occur after elections are finalized and the new Board is seated.  The actions of such committees shall always be subject the final authority of the Board.  The President and/or the Board may approve the appointment of special committees to advance the work of the Club and assist with special projects.

SECTION 2. Any committee appointment may be terminated by a majority vote of the Board upon written notice to the appointee; and the Board may appoint successors to fill the vacancy.

Article VII
Discipline

SECTION 1. Suspension. Any member who is suspended from the privileges of any official Dog Show Organization recognized by the USACTC shall be automatically suspended from the privileges of the USACTC for a like period.

SECTION 2. Charges. Any member may press charges against another 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 Recording 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 Recording Secretary shall promptly send a copy of the charges to each member of the Board or present them at a Board Meeting, and 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 or breed. If the Board considers that the charges do not allege conduct, which would be prejudicial to the best interests of the Club or breed it may refuse to entertain jurisdiction. If the Board entertains jurisdiction of the charges it shall fix a date of hearing by the Board no less than 3 weeks nor more than 6 weeks thereafter. The Board shall determine the place of this hearing. The Board shall reserve the right to conduct a Board hearing via telephone conference call. 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 or her own defense and bring witnesses if he or she wishes (in the case of a telephone conference call for the Board hearing, the number of witnesses may be limited by the Board).

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, after hearing all the evidence and testimony presented by complainant and defendant, the Board may by majority vote of those Board Members present and voting suspend the defendant from all privileges of the Club for not more than 6 months from the date of the hearing. And, if it deems that punishment insufficient, it may 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 next 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 Recording Secretary. The Recording Secretary, in turn, shall notify each of the parties of the Board's decision and the penalty imposed. The Board may conduct disciplinary hearings via teleconference call.

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 proceeding 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 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 if he or she wishes. The members shall then vote by secret ballot on the proposed expulsion. A two-thirds 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 VIII
Amendments to the Constitution and Bylaws

SECTION 1. Amendments to the constitution and bylaws may be proposed by the Board of Directors or by written petition of Club members, sent to the Recording Secretary signed by 20% of the membership in good standing. Amendments proposed by such petition shall be promptly considered by the Board and shall be submitted by the Recording Secretary to the members with Board recommendations for a vote within three weeks of the date the petition was received.

SECTION 2. The Constitution and Bylaws shall be amended or revised by a majority of the votes cast by regular, family, or lifetime members of the Club who are in good standing at the time of the vote. For a vote to be counted it must be received (by electronic mail, or postal or facsimile services as decided by the Board) by the Recording Secretary or their designee, by the established time.

Article IX
Dissolution

SECTION 1. Voting on the Dissolution of the Organization can only be accomplished by written consent of not less than two thirds of the Regular, Family and Lifetime members of the Club who are in good standing at the time of the vote. For a vote to be counted it must be received by the designated ballot counter by the established cutoff date. In the event of the dissolution of the Club, other than for purposes of reorganization, whether voluntary or involuntary or by operation of law, none of the property of the Club or any proceeds thereof nor any assets of the Club shall be distributed to members of the Club. After settlement of Club debt, its property and assets shall be given to a charitable organization to benefit dogs. The Board of Directors shall select this organization.

Article X
Parliamentary Authority

SECTION 1. 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 bylaws and any other special rules of order the Club may adopt.