CONSTITUTION AND BYLAWS
OF THE CHICAGOLAND DALMATIAN CLUB
CONSTITUTION
NAME
The name of this Club shall be the CHICAGOLAND DALMATIAN CLUB, hereafter referred to as “CDC.”
PURPOSES
The purposes of this Club shall be:
A. To promote the advancement of purebred Dalmatians as defined by the
American Kennel Club (“AKC”) standards, including the dissemination of
information regarding Dalmatians;
B. To encourage and sponsor all events for which the club is eligible under the rules and regulations of the AKC;
C. To protect the interests of the breed in accordance with the Chicagoland
Dalmatian Club’s Code of Ethics.
The Chicagoland Dalmatian Club has no goal of pecuniary profit or financial gain. No part of the assets, income, profit or net earnings of the CDC shall be distributed to, or inure to the benefit of, its members, directors or officers, except to the extent permitted under the General Corporation act of 1986, as amended, of the State of Illinois.
BYLAWS
The members of the Chicagoland Dalmatian club shall adopt and may from time to time revise such bylaws as may be required to carry out these objects.
TERM
The club shall continue in existence until the members of the Club shall vote to dissolve it, pursuant to the provisions of the Bylaws.
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~ BYLAWS OF THE
CHICAGOLAND DALMATIAN CLUB
INDEX
ARTICLE I MEMBERSHIP
Membership Requirements
Classes of Membership
Regular Members
Honorary Members
Charter Members
Section l.l
Section 1.2
Section 1.3
Section 1.4
Section 1.5
Section 1.6
Section 1.7
Section 1.8
Section 1.9
Membership Privileges, Honorary and Charter
Rejected Applicants
ARTICLE II DUES
Section 2.1
Section 2.2
Voting Rights and Privileges
Disciplinary Action
Payment of Dues
Delinquent Dues
ARTICLE III MEETINGS
Section 3.1
Section 3.2
Section 3.3
Section 3.4
Regular Business Meetings
Special Meetings
Quorum
Order of Business
ARTICLE IV OFFICERS
Section 4.1
Section 4.2
Section 4.3
Section 4.4
Section 4.5
Section 4.6
Section 4.7
Section 4.8
Section 4.9
Officers
Election of Officers
Vacancies
Eligibility
President
Vice-President
Secretary
Treasurer
Removal of Officers
ARTICLEV BOARD OF DIRECTORS
Section 5.1
Section 5.2
Section 5.3
Section 5.4
Section 5.5
Section 5.6
Section 5.7
Section 5.8
Number
Election
Vacancies
Powers and Duties
Committee Service
Meetings
Quorum
Removal of Directors
ARTICLE VI COMMITTEES
Section 6.1
Section 6.2
Section 6.3
Section 6.4
Appointment
Committees
Membership
Quorum
ARTICLE VII
ARTICLE Ylll
ARTICLE IX
ARTICLEX
FISCAL YEAR
PARLIAMENTARY AUTHORITY
AMENDMENTS
DISSOLUTION
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ARTICLE I
MEMBERSHIP
Section 1.1 Membership Requirements. Any person in good standing with the American Kennel Club who, at the time of application for membership, is an owner or co-owner of a Dalmatian, or a member of an owner’s
immediate family, may become a member of this Club. While membership
is to be unrestricted as to residence, its primary purpose is to be
representative of the breeders and exhibitors in its immediate area, as
defined by the AKC.
Section 1.2 Classes of Membership. There shall be three classes of membership:
A. Regular Members
B. Charter Members
C. Honorary Members
Section 1.3 Regular Members. A person may be elected a regular member upon compliance with all of the following:
A. Proposal by a member, by written application to the Membership
Chairman; such application shall furnish information required by the
Board of Directors and shall set forth the name and address of each
applicant;
B. Support by one other member;
C. Publication of the proposed member name in the Spot News one
month prior to being presented to the Board for approval; this shall be
a thirty (30) day period during which suitable investigation may be
made and, if warranted, recommendation for denial of membership
made.
D. Approval by the unanimous vote of the Board of Directors at a
meeting of the Board of Directors.
Section 1.4 Honorary Members. A person may be elected an honorary member upon
compliance with the following:
A. Proposal by a member, by written recommendation to the Membership
Chairman; such recommendation shall furnish information required by
the Board of Directors which would justify the conferral of honorary
membership;
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B. Support by one other member;
C. Approval by the unanimous vote of the Board of Directors at a
meeting of the Board of Directors.
D. Any member who has been an active member of CDC for a period of
forty (40) years, shall be given honorary status. The member’s spouse,
if any, will also be given honorary status.
E. Ratification of status shall be made by a majority of the members at a
regular monthly meeting.
Section 1.5 Charter Members. Those who were original founding members of CDC.
Section 1.6 Honorary and Charter members have all membership privileges of regular
members. They do not pay membership dues.
Section 1. 7 Applicants for membership who have been rejected by the CDC may not
reapply for membership within six months after such rejection.
Section 1.8 Voting Rights and Privileges.
A. Any member in good standing may vote on any general business,
except as noted, that shall be presented at a general business meeting.
B. Any member in good standing who is at least eighteen (18) years of
age and who has attended three (3) regular business meetings within
the preceding twelve (12) month period, shall be entitled to vote for
officers, directors and in disciplinary matters.
C. There shall be no proxy voting.
Section 1.9 Disciplinary Action. A member may be suspended, expelled, or
otherwise disciplined for misconduct prejudicial to the breed according to
AKC and/or CDC bylaws and the CDC Code of Ethics and Guidelines.
Such suspension, expulsion, or discipline shall be by a two-thirds (2/3)
majority vote of the full Board of Directors, which must be ratified by a
two-thirds (2/3) majority vote of the attending membership entitled to vote
on such matters, provided that a written statement of the charges shall
have been delivered, with a return receipt, to the member at least fifteen
( 15) days before final action is taken. This statement shall be accompanied
by a notice of the time when, and the place where, the Board of Directors
is to take action. The member shall be given an opportunity to answer or
defend himself at the time and place given in the notice.
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ARTICLE II
DUES
Section 2.1 Payment of Dues. The annual membership dues shall be determined by a
majority vote of the Board of Directors and shall be ratified by a majority
vote of the general membership present at a regular meeting, provided that
written notice of the proposal shall have been published in the Spot News
not less than thirty (30) days before the vote is to be taken. Dues shall be
payable on or before the 1st day of January.
An applicant elected to membership after June 1 will have the amount paid
for dues applicable to the following calendar year.
Section 2.2 Delinguent Dues. Members who fail to pay their dues within four (4)
weeks of the time they become due shall be considered members not in
good standing and after three months following the due date shall be
dropped from the membership rolls. Such delinquent members shall
thereupon forfeit all rights and privileges of membership and must reapply
for membership.
ARTICLE III
MEETINGS
Section 3.1 Regular Business Meetings. There shall be business meetings of the Club
held bimonthly at the designated meeting place in the greater Chicago
area, or by electronic means, or a combination of the two.
A. Notice shall be sent, by regular mail or electronically, at least ten (10)
days prior to such meeting and shall set forth the method, place, date,
and time of the meeting.
B. The Board of Directors, by a two-thirds vote, may, at its discretion,
change the date of a regular meeting or cancel such meeting.
C. No more than two (2) regular meetings may be cancelled in any fiscal
year.
D. Notice of meeting changes shall be given in the usual manner, as
stated in A. above, unless an emergency situation ( e.g. inclement
weather) requires immediate action.
Section 3.2 Special Meetings. A special meeting of the Club may be called by the
President, or shall be called by the President upon written request of five
(5) members of the Club. Notice of any special meeting shall be given in
the same manner as for the regular meeting. No business other than that
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specified in the call of the meeting shall be transacted at any special
meeting.
Section 3.3 Quorum. Twenty per cent (20%) of the membership shall constitute a
quorum at any business meeting of the Club.
Section 3.4 Order of Business. The order of business at all meetings of the Club and
of the Board of Directors shall be as follows:
A. Opening of meeting
B. Approval of minutes
C. Reports of officers and committees
D. Elections to fill vacancies for officers, directors, judges, etc.
E. Unfinished business
F. New business
This order of business may be altered at any meeting by a majority vote of
the membership in attendance.
ARTICLE IV
OFFICERS
Section 4.1 Officers. The officers of this club shall be a President, Vice President,
Secretary and Treasurer.
Section 4.2 Election of Officers. The officers shall be elected at a meeting designated
for that purpose for the following fiscal year or until their successors shall
be duly elected. The President may serve a maximum of two successive
years in any three-year period.
Section 4.3 Vacancies. When a vacancy occurs, a successor shall be elected at the
next general business meeting by members present who are entitled to
vote for officers. The successor shall serve until the next regular election.
Section 4.4 Eligibility. No member shall be eligible for the office of President or Vice
President unless he/she has been an officer or member of the Board of
Directors for at least one year.
Section 4.5 President. The President shall be the Chief Executive Officer of the CDC.
He/She shall preside at all meetings of the Club and of the Board of
Directors. He/She shall execute all instruments and documents on behalf
of the CDC. He/She shall appoint a Parliamentarian. He/She shall appoint
all committees, with approval of the Board of Directors, unless otherwise
provided in these Bylaws or unless the membership, by vote, in requesting
the appointment of a committee shall specifically set forth the manner of
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its selection. He/She shall be an ex-officio member, without vote, of all
committees except Nominations.
Section 4.6 Vice-President. The Vice-President shall perform the duties of the
President in the absence or incapacity of the President or when the office
becomes vacant, and shall assist the President in the performance of
his/her duties.
Section 4.7. Secretary. The Secretary shall keep the minutes of all the proceedings of
the Club and of the Board of Directors. The Secretary shall keep the
Policy Manual of the Club, such manual to be audited annually by at least
two members of the Board of Directors. The Secretary shall issue notices
of all meetings; shall have charge of the Club’s correspondence; shall
advise members of their election to office, appointment to committees,
election to directorships.
Section 4.8 Treasurer. The Treasurer shall receive all monies paid to the Club; shall
make such disbursements as are authorized by the Club; shall keep a
record of the membership of the Club; shall send notices for annual dues
at least forty-five ( 45) days in advance of due date; shall keep an itemized
account of all funds received and expended; shall render a written report
of all receipts and disbursements at the meetings of the Board of Directors
and of the members; shall prepare an annual statement at the end of the
fiscal year, such statement to be audited by at least two members of the
Board and one other member; shall deposit the funds of the Club in a bank
designated by the Treasurer, in an account in the name of the Club; shall
file any documents deemed necessary by the Internal Revenue Service and
the State of Illinois.
Section 4.9 Removal of Officers. Any officer may be removed for cause at any time
by a two-thirds majority vote of the Club membership in attendance at any
special meeting called for that purpose.
ARTICLEV
BOARD OF DIRECTORS
Section 5.1 Number. The affairs, business, government, and management of the Club
shall be invested in a Board of Directors, consisting of six ( 6) directors
and the officers of the Club. A Director Emeritus may be appointed at the
discretion of the President, with unanimous Board approval, the term to be
for an indefinite length of time. The total number of Directors Emeritus
may not exceed one for every three hundred members. The Director
Emeritus shall have no voting privileges at Board Meetings. The
immediate past president shall be a member of the Board of Directors for
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the term of one year immediately following his/her term, but shall have no
voting privileges at Board Meetings.
Section 5.2. Election. Each candidate for director must have been a member for a
minimum of twelve (12) months and have participated on a committee
prior to election. Three (3) of the directors shall be elected at each
designated election meeting for a term of two years.
Section 5.3. Vacancies. When a vacancy occurs, a successor shall be appointed by the
president and shall serve until the next regular election.
Section 5.4. Powers and Duties. The Board of Directors shall have the power and duty
to:
A. Supervise the affairs of the Club and plan and promote measures for its
growth.
B. Admit, suspend, or expel members.
C. Set the time, place, and method of the regular meetings of the Club.
D. Report to the Club the business transacted by the Board at the
preceding Board meeting.
E. Interpret the Constitution, Bylaws, ethical guidelines and policies of
the Club.
F. Transact any general business of the Club not otherwise provided for
in these Bylaws.
G. Act on items occurring between meetings which cannot be postponed
until the next regular meeting.
Section 5.5. Committee Service. Each Director shall continue to participate on at least
one committee for the entire term of office.
Section 5.6. Meetings. The Board of Directors shall meet at least six times a year.
Such meetings shall be called by the President. Additional meetings may
be called by the President or by three (3) or more members of the Board,
upon written request to the Secretary. Notice of any Directors’ meeting
must be received by each Director at least five (5) days prior to the date of
the meeting.
Section 5.7. Quorum. Six (6) voting members of the Board of Directors shall
constitute a quorum at all meetings thereof.
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Section 5.8. Removal of Directors. Any Director may be removed for cause at any
time by a two-thirds majority vote of the Club membership in attendance
at any special meeting called for that purpose. A Director who misses
three consecutive Board meetings may be removed by a two-thirds
majority vote of the remaining Directors and Officers.
ARTICLE VI
COMMITTEES
Section 6.1. Appointment. The President shall appoint all Committee Chairmen, with
the approval of the Board of Directors.
Section 6.2. Committees.
A. There shall be the following Standing Committees:
Awards and Trophies, DCA/Regional Council, Historian, Judges’
Education, Membership, Nominations, Program, Show, Social, Social
Media, Ways and Means.
B. There shall be ad hoc committees as the President and
Board of Directors deem necessary.
C. These committees may be disbanded or suspended at any time upon the
approval of the President and the Board of Directors without any
further amendment to these Bylaws.
Section 6.3. Membership. Committee chairmen may select Club members to assist in
their duties, as needed.
Section 6.4. Quorum. A majority of any committee of the Club shall constitute a
quorum at any meeting thereof.
ARTICLE VII
FISCAL YEAR
The fiscal year shall begin on January 1 and end on December 31.
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ARTICLE VIII
PARLIAMENTARY AUTHORITY
All meetings of the Club shall be conducted in accordance with the most recent edition of
Robert’s Rules of Order, Newly Revised, unless otherwise specified in the Constitution or
Bylaws.
ARTICLE IX
AMENDMENTS
These Bylaws may be amended or repealed, in whole or in part, by a majority vote of the
members present at a regular meeting of the Club, provided that the proposed
amendments shall have been forwarded to the Secretary and printed in the Spot News or
sent to all members at least thirty (30) days prior to the meeting. If notice of the proposed
amendment or repeal is not sent to the membership as provided herein, such amendment
or repeal shall be automatically tabled until the next regular meeting, and it shall
immediately become the duty of the President to give such notice in accordance with the
provisions of this Article.
ARTICLEX
DISSOLUTION
Dissolution of the Club, other than for purposes of reorganization, whether voluntary or
involuntary, may occur after a three-fourths majority vote of the membership of the Club
on a mail or electronic ballot, to be returned and counted at a meeting duly called for that
purpose. The Club may be dissolved after payment of all debts and liabilities of the Club;
its property and assets, if any, shall be donated to the Dalmatian Club of America
Foundation or to any other corporation exclusively organized for the same purposes as
the Chicagoland Dalmatian Club.
Revised, May, 2021
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