Constitution

Constitution and By-Laws

  1. Name
    1.1 The name of the Club shall be The Pomeranian Club of Canada
    1.2 The Club is a nationally organized club with its area of operation being
    all of Canada
  2. Objects
    The objects of the Club shall be:
    a) To encourage and promote quality in the breeding of purebred Pomeranians and to do
    all possible to bring their natural qualities to perfection.
    b) To encourage the organization of independent local Pomeranian Specialty Clubs in
    those localities where there are sufficient fanciers of the breed to meet the
    requirements of The Canadian Kennel Club.
    c) To urge members and breeders to accept the standard of the breed as approved by the
    Canadian Kennel Club as the premier standard of excellence.
    d) To do all in its power to protect and advance the interest of the breed and to
    encourage sportsmanlike competition at conformation shows and obedience trials.
    e) To conduct sanctioned and approved events under the rules of The Canadian Kennel
    Club and to abide by the principles of The Canadian Kennel Club Code of Ethics;
    f) The Club shall be operated on a non-profit basis. Any resulting surplus shall not be
    used to the benefit of any member of the Club;
    g) The members of the Club shall adopt and may from time to time revise such by-laws
    as may be required to carry out these objects.
  3. Revision of Constitution
    Revision of this Constitution may be made only after the proposed alterations have been
    published for comment and debate over period of at least three months and then
    submitted by the Secretary for a vote by mail as stipulated in Article VII of the By-laws.
    The approved document is to contain the entire Constitution as revised.
    BY-LAWS OF THE POMERANIAN CLUB OF CANADA
    ARTICLE 1 – Membership
    Section 1: Eligibility
    The following shall be eligible for membership:
    a) Individual persons 18 years of age or older who subscribe to the purposes of this
    Club and who are in good standing with this Club and the Canadian Kennel Club
    and who have read, understand and agree to abide by the Code of Ethics of the
    Club.
    b) Regional specialty clubs, officially recognized by this Club composed of
    individuals devoted to the same purposes as this Club and who have read,
    understand and agree to abide by the Code of Ethics of the Club, and whose club
    activities are restricted to a prescribed local region of Canada.
    c) Individual persons under 18 years of age who subscribe to the purposes of the
    Club, in good standing with this Club and the Canadian Kennel club and who have
    read, understand and agree to abide by the Code of Ethics of the Club. These
    individuals are to be called Junior Members, to who no voting privileges are
    extended.
    d) Family members, living in one household, all members in good standing with this
    Club and the Canadian Kennel Club and who have read, understand and agree to
    abide by the Code of Ethics of the Club. Family membership will receive one
    household newsletter and is entitled to a maximum of two votes.
    Section 2: Termination of Memberships
    Memberships may be terminated by:
    a) 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 a
    debt to the Club; they become incurred on the first day of each fiscal year.
    b) Lapsing
    A membership will lapse and be automatically terminated if a member’s dues remain
    unpaid for 90 days after the first day of the fiscal year; the Board of Directors, however,
    upon proper application, may grant an additional 90 days of grace to such delinquent
    member in a meritorious case. No member whose dues are unpaid as of the date of a
    Club meeting, will be entitled to vote at such meeting. Nor will a ballot by mail be
    accepted by a member whose dues are in arrears. Only one issue of the Club newsletter
    containing a renewal reminder, will be sent to lapsed members.
    c) Expulsion
    A membership may be terminated by expulsion as provided in Article II, Section 6 of this
    Constitution and By-laws.
    ARTICLE II—Organization
    Section 1: Board of Directors
    The Board shall be comprised by the President, Past-President, Vice-President, Secretary,
    Treasurer and four other Directors elected by mail ballot every two years as per Article II,
    Section 3.
    Board members must reside in Canada.
    Section 2: Duties of Officers
    The President shall preside at all meetings of the Club and the Board, shall guide and
    maintain all projects and activities of the Club and shall have the duties and powers
    normally appurtenant to the office of
    President in addition to those specified in this Constitution and By-laws.
    The Vice-President shall have the duties and exercise the powers of President in case of
    the President’s death, absence of incapacity and such other duties as the President may
    assign.
    The Secretary shall keep minutes of all meetings and shall keep records of all votes taken
    by mail and of all matters of which a record shall be ordered by the Board. He/she shall
    have charge of correspondence, answering Club, breed, and membership inquiries with
    information about the Club, and application for membership, and a copy of the
    Constitution and By-laws and the Code of Ethics, notify members of meetings,
    nominations and elections, notify officers and directors of their election of office, keep a
    roll of the members of the Club with their addresses and phone numbers, and carry out
    such other duties which may be assigned to him/her by the President or the Board or as
    may be prescribed in this Constitution and By-laws. The President may assign.
  4. Section 4: Committees
    The President may appoint each year standing committees to advance the work of the
    Club in such matters as dog shows, sanctioned matches, specialty shows, obedience trials,
    judging, the breed standard, membership, trophies and prizes and other matters which
    may appropriately be served by committees. Such committees shall always be subject to
    final approval of the Board.
    Section 5: Vacancies
    Any vacancies occurring on the Board during the year shall be filled for the unexpired
    term of office by a majority vote of the remaining members of the Board.
    Section 6: Discipline
    a) Any member of this Club who is suspended from the privileges of the Canadian
    Kennel Club shall automatically be suspended from the privileges of this Club for a
    like period.
    b) Complaints and charges shall be handled through procedures determined at the
    discretion of the Board of Directors.
    ARTICLE III—Meetings
    Section 1—Annual Club Meetings
    The annual meeting of the Club shall be held at a place, date, and hour designated by
    the President. Written notice of the annual meeting shall be mailed to each member
    at least 14 days prior to such meeting, or shall be included in a newsletter mailed to
    each member at least 14 days prior to such meeting. A quorum is 10% of members in
    good standing.
    Section 2: Special Club Meetings
    Special meetings of the Club may be called:
    a) by the President
    b) by a majority vote of the Board of Directors
    c) by the Secretary on receipt of a petition signed by 25% of the members of
    the Club who are in good standing. The same notice as in Section 1 shall apply,
    with the purpose of the meeting specifically included.
    Section 3: Board Meetings
    A meeting of the Board of Directors shall be held before the annual meeting.
    Other meetings shall be held at such times and places as are designated by the
    President or a majority of the Board. The same notice as in Section 1 shall apply.
    Section 4: Voting
    At the annual meeting or a special meeting of the Club voting shall be limited to
    members of good standing who are present at the meeting except the following
    matters which shall be by written ballot cast by mail or returned to the Secretary
    by hand:
    a) Election of officers and directors
    b) Amendments to Constitution and By-laws
    c) Amendments to the standard of the breed.
    Section 2: Duties of Officers (cont’d)
    The Treasurer shall collect and receive all monies due or belonging to the Club. He/she
    shall deposit the same in a bank designated by the Board and according to this
    constitution and By-laws. The Treasurer’s books shall be open at all times to inspection
    by the members of the Board. A Treasurer’s Report shall be submitted to be published in
    each issue of the official Club newsletter or at least quarterly to the general membership
    of the Club. In April of each year, the Treasurer shall submit a notice to the membership
    of dues for the ensuing Club year and shall see that each member receives an application
    for membership renewal. By June 30, the Treasurer will have collected and processed
    submitted applications for membership by 1) photo-copying each application, sending a
    copy to the Secretary, 2) sending a membership card and receipt for dues paid to each
    applicant and 3) seeing that all members new and re-new have a copy of the Club
    Constitution and By-laws.
    Section 3: Nominations and Ballots
    a) Not later than October 15 preceding the election year the Secretary shall mail to each
    member in good standing, a letter calling for nominations of eligible members of the
    Club for each expiring position on the Board of Directors. The format of the letter is
    to be approved by the existing Board of Directors and shall state what date all
    nominations must be received by the Secretary to be valid.
    b) Not later than February 1 of the above nomination year the Secretary shall mail to
    each member in good standing a letter listing all those nominated and for what
    position. This letter shall state that no person shall be a candidate for more than one
    office or position. Also this letter shall state that all those nominated who wish to run
    for office must report by mail to the Secretary by February 28 of the nominating year.
    If the acceptance is not procured by the stated time then its absence will indicate the
    person does not wish to run for office and as a result their name will not appear on the
    ballot.
    c) Nominations cannot be made in any other manner than as provided above. No person
    may be a candidate in any Club election who has not been nominated as herein
    provided. In the even of the death, refusal to serve, or unavailability for any reason of
    the candidate elected as provided above, and if no other candidate has been
    nominated for the office, the office shall be filled by the new Board of Directors as
    provided in Article II, Section 5.
    d) Not later than the 14th day of April the Secretary shall mail to each member in good
    standing a ballot listing in alphabetical order, all nominees for each position together
    with a blank envelope and return envelope addressed to the Secretary marked
    “Ballot” and bearing the name of the member to whom it was sent, and who voted the
    enclosed ballot. In order that the ballots may remain secret, each voter, after marking
    his ballot, shall seal it in the envelope, which in turn shall be placed in the second
    envelope bearing his name and addressed to the Secretary and shall mail the latter.
    The ballots must be returned to the Secretary by May 30. The inspectors of the
    election selected at the discretion of the Secretary shall check the outer envelopes
    against the list of members in goods standing, prior to opening of them. While
    removing the blank envelopes and counting the ballots, they shall certify the
    eligibility of voters as well. Inspectors shall make certain that there are no duplicate
    votes, and they shall take steps to assure that there are not disclosures as to who has
    voted for whom. Inspectors shall sign a form letter provided by the Board certifying
    that the ballots had been handled fairly and within the discipline of this by-law ruling.
    Elected officers shall take office immediately following conclusion of the election.
    Without exception, each retiring officer within 30 days shall turn over to his
    successor all property and records relating to that office.
    e)
    Constitution and By-Laws
    ARTICLE VII – Alteration of Amendments
    Section 1: Proposal of Amendments
    Amendments to this Constitution and By-laws and the standard of the breed may be
    proposed by the Board, or by written petition addressed to the Secretary and signed by
    25% of the membership if good standing. Within three months of the date, such
    proposals shall be submitted to the members by the Secretary for a vote.
    Section 2: Voting on Amendments
    This Constitution and By-laws and the standard for the breed may be amended at time
    provided a copy of the proposed amendment is mailed by the Secretary to each member
    accompanied by a ballot, and a notice specifying a date of no less than 30 days after the
    date of mailing, by which the ballots must be returned to be counted. A favourable vote
    of 2/3 of the members in good standing whose ballots are returned within the time limit
    shall be required to effect any such amendment.
    Section 3: Approval of the Canadian Kennel Club
    No amendment to this Constitution and By-laws or to the standard of the breed shall
    become effective until it is approved by the Canadian Kennel Club.
    ARTICLE VIII – Procedure for Specialties or Boosters
    Any individual or group of individuals wishing to hold a Specialty or Booster must obtain
    permission in writing from the Board of Directors. These events will be held strictly
    within the guidelines set at the discretion of the Board of Directors.
    ARTICLE IX- Effective Date
    This Constitution and By-laws shall become effective upon its adoption by a 2/3 vote of
    the members of the Club and upon its approval by the Canadian Kennel club. All persons
    holding office under the present Constitution and By-laws shall continue to hold such
    office until the next election of the Club after adoption of this Constitution and By-laws.
    ARTICLE X – Indemnification
    Section 1: Protection of Officers and their Agents
    The Directors and Officers, for the time-being of the Club, and every one of their heirs,
    executors and administrators, shall be indemnified and saved harmless, out of the assets
    and profits of the club from and against all actions, costs, charges, losses, damages, and
    expenses which they or any of them, their or any of their heirs, executors or
    administrators shall, or may incur, or sustain by, or by reason of any act done, concurred
    in or omitted in or about the execution of their duty or supposed duty or supposed duty
    except such (if any) as they shall incur or sustain by or through their own willful neglect
    or default respectively.
    The Board of Directors of the Club are hereby authorized, from time to time, to cause the
    Club to give indemnification to any Director, or other person who has undertaken, or is
    about to undertake, any liability on behalf of the Club and any action, from time to time,
    taken by the Directors under this paragraph shall not require approval or confirmation by
    the members.
    Section 5: Order of Business
    a) At annual meetings of the Club (and, to the extent applicable, at special meetings
    of the Club) the order of Business, subject to the discretion of the President shall
    be as follows:
    Roll Call
    Minutes of the Last Meeting
    Report of the Secretary
    Correspondence
    Report of Treasurer
    Report of Committees
    Report of President
    Unfinished Business
    New Business
    Adjournment
    b] At meetings of the Board of Directors, the order of business, subject to the
    discretion of the President, shall be as follows:
    Minutes of Last Meeting
    Report of Secretary
    Report of Treasurer
    Reports of Committees
    Report of President
    Unfinished Business
    New Business
    Adjournment
    ARTICLE IV – Finance
    Section 1: The Club Year
    The Club’s fiscal year shall begin on the first day of July and end on the last day of June.
    Section 2: Dues
    Dues shall be the amounts specified in the standing resolutions hereafter.
    Section 3: Banking
    The funds of the Club, except for amounts specified in the standing resolutions, as
    authorized to be placed in the safekeeping of certain officers as petty cash funds, shall be
    placed in a branch of a Canadian Chartered bank. Two signatures, as determined by the
    Board, shall be necessary for the operation of the Club account.
    Section 4: Dissolution
    Should this Club remain inactive for a period of one year, or should its members decide
    to dissolve the Club, all assets will be converted to cash and transferred by way of cheque
    to a charitable organization for the benefit of dogs as decided by the Board.
    ARTICLE V – Procedure
    Section 1: Authority
    All meetings of the Club and its governing bodies and all other matters of practice and
    procedure not otherwise specified shall be governed by Robert’s Rules of Order.
    Constitution and By-Laws
    Section 1: Protection of Officers and their Agents (cont’d)
    No Director or Officer for the time-being of the Club shall be liable for the acts, receipts,
    neglects or defaults of any other Director or Officer or employee of for joining in any
    receipt or act for conformity of for any loss, damage, or expense happening to the club
    through insufficiency or deficiency of title to any property acquired by order of the Board
    of Directors of the Club for or on behalf of the Club or for the insufficiency for any
    security in or upon which any of the money of, or belonging to the Club shall be placed
    out, or invested, or for any loss, or damage arising from the bankruptcy insolvency or
    tortuous act or any person, for or corporation with who, or with which any money,
    securities or effects shall be lodged, or deposited or for any loss, damage or misfortune
    whatsoever which may happen in the execution of the duties of his respective office, or
    trust, or in relation thereto, unless the same shall happen by, or through his own willful
    act of default.
    STANDING RESOLUTIONS

1 – Resolved that dues be as follows:

Single Members – $25.00
Family Members – $35.00
U.S.A. Members – $40.00
International Members – $50.00

2 – Resolved that the Secretary-Treasurer have a petty cash of $25.00