BBCA BYLAWS

Biewer Breed Club of America Inc.

Constitution and Bylaws as approved by the Biewer Breed Club International (BBCI) on the 1st of October 2006 and the Biewer Breed Club of America Inc. (formally BBCI) on the 18th of September, 2008

Constitution:

Section 1
The Name of the Club shall be the Biewer Breed Club of America Inc., herein after known as "the Club".

Section 2
The objectives of the Club shall be:

a) To encourage and promote quality and health in the breeding of purebred Biewer a la Pom Pon and to do all possible to bring their natural qualities to perfection.

b) To urge members and breeders to accept the standard of the breed as approved by the Biewer Breed Club of America as the only standard of excellence by which the Biewer shall be judged.

c) To encourage the organization of independent Biewer Specialty Clubs in those localities where there are sufficient fanciers of the breed to meet the requirements Biewer Breed Club of America.

d) To do all in its power to protect and advance the interests of the breed and to encourage sportsmanlike competition at dog shows and obedience trials.

e) To promote the Club's Breed Order and Code of Conduct.

Section 3
The Club shall not be conducted or operated for profit and no part of any profits or remainder or residue from dues and donations to the club shall inure to the benefit of any member or individual.

Section 4
The Board Members of the Club shall adopt and may from time to time revise such Bylaws as may be required to carry out these objectives.

Section 5
All members shall abide by the Club's Code of Conduct, Breed Order and these Bylaws.

Article 1 – Membership

1 - Eligibility
There shall be membership open to all persons over the age of 18 who subscribe to the purposes of this Club, agree not to exploit their membership in the Club and agree to abide by and uphold the Club's Code of Conduct, Breed Order and these Bylaws. Persons residing in foreign countries are also eligible. Foreign members may participate in Club events and may vote in Club elections and other matters; however, foreign members cannot be counted in determining a quorum and cannot hold office.

2 - Types of Membership
a) Breeder Membership: Open to persons 18 years of age who actively breed and follow the mandatory guidelines set forth in the club’s Breed Order. Breeder Memberships include a Banner published on the BBCA website and on our approved Breeder List. They can also share photos and information on our Nursery pages.

b) Companion Membership: Open to persons 18 years of age or older who do not actively breed and have a Biewer as a pet or are only fanciers with no pet.

c) Foreign Membership: Open to persons 18 years or older from outside the United States. All members outside the United States will also be able to vote.

d) Junior Membership: This is open to any junior under 18 years of age under the family plan or with the consent and sponsorship of a current member in good standing. A junior member has no voting rights.

3 - Dues
Membership dues shall be set by the Board on a yearly basis for all member payable on or before the 1st day of January of each year. There is a given grace period to January 31st however a late fee of $10 will be assessed after midnight of January 31st if dues are not paid. No member may vote whose dues are not paid for the current year.

4 - Election to Membership
Each applicant for membership shall apply on a form as approved by the Board of Directors and which shall provide that the applicant agrees to abide by the Club's Code of Conduct, Breed Order and these Bylaws. The application shall carry the endorsement of one member’s in good standing as the sponsor, who is well known to the applicant for at least 3 months. Accompanying the application, the prospective member shall submit dues payable for the current year. All applications are to be submitted to the Secretary who will then send to the Membership for a vote. After the vote reaches a majority, the Secretary will announce the new members. Should the applicant not receive a majority vote, the Board will issue a letter to that applicant that their application was denied.

5 - Termination of Membership
The Board of Directors has the right to terminate any membership should member be in violation of the Club's Code of Conduct, Breed Order and these Bylaws.

Article 2 - Fiscal Year
The Club's fiscal year shall begin on the 1st day of January and end on the last day of December.

Article 3 - Meetings
1 - Club Meetings
Meetings of the club shall be held quarterly (March, June, September and December) unless otherwise notified. Notice of such meetings shall be sent out by the Secretary in the form of an agenda. Minutes will be taken by the Recording Secretary and then sent to the Secretary within 3 days so they can be sent to the membership and then filed in the BBCA ClubHouse.

2 - Board Meetings
Meetings of the Board of Directors shall be held whenever necessary. Minutes will be taken by the Recording Secretary and sent out within 3 days to the Board of Directors.

3 - Special Meetings/Immediate Decisions
Special Club meetings may be called by the President, or by a member of the Board, when topics are urgent and need to be addressed.

Article 4 - Board of Directors (Officers and Directors)
The administration of the Club and the care and custody of its property shall be vested in a Board of Directors (herein after referred to as "the Board"). Terms will be staggered so that there will be continuity on the Board. The Board shall have four (4) Officers and four (4) Directors numbered 1,2,3, and 4. All Board members are to be in good standing of the Club and residents of the United States of America. The immediate past President shall sit as an extra Board member for one (1) year directly following her/his term, with Board voting privileges.

Duties of the Board (Officers and Directors)

1 – President: The President shall:

a) Maintain organizational leadership and advisement of the Board of Directors, Officers, and Committees

b) Serve as Chair of the Board of Directors.

c) Exercise all the duties pertaining to this office in accordance with the Bylaws

d) Order meetings of Club as provided in the Bylaws and preside at all meetings of Club

2 - The Vice President: The Vice President shall:

a) In the event the President is unable or incapable of performing assigned duties, the Vice President of the Club shall be empowered to perform the President's duties.

b) Assist with all duties within the Board and support the President when they need assistance.

3 - Secretary: The Secretary shall:

a) Keep the records of the club

b) Conduct all official correspondence of the Club

c) Issue notices of all Board of Directors meetings, General Membership meetings, and Events.

d) Serve as secretary at meetings to record all meeting minutes unless there is a separate Recording Secretary sitting on the Board. In the event there is a Recording Secretary, they are to send completed minutes to the Secretary for distribution to the members and filing

e) Maintain a membership database

f) Accept membership applications and keep a membership database with their addresses, phone numbers and email address.

g) Notifying new members of their election to the Club and announcing them to the membership. Also, providing a welcome letter to get them started as new members.

h) Announce all vote results

4 - Treasurer: The Treasurer shall:

a) Be the custodian of all Club funds in accordance with accepted accounting methods.

b) Receive all funds of Club and deposit to the accounts of Club

c) Disburse funds as directed by the Board of Directors

d) Maintain adequate and accurate financial records that document the income and disbursement of Club's funds and submit to the Secretary for monthly filing.

e) Prepare and maintain budgets and tax filing.

f) Submit all financial records to the internal auditor annually within 5 months following the end of the Club's fiscal year.

g) Submit any and all annual reports required

5 -Directors: The Directors shall…

a) Offer their assistance with all the needs within the Board
b) Attend all Board meetings
c) Attend all General Membership meetings
d) Assist with all projects performed by the Board

6 – Vacancies:

Any vacancy occurring on the Board, or among the Officers during the year, shall be filled until the next annual election by a majority vote of all the then 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.

7 – Compensation:
The members of the board shall serve without compensation for time or labor but may be compensated for reasonable and necessary expenses.

Article 5 - The Election Process

1 - The Club Year
The Club year shall begin the first day of January and end on the 31st day of December. The Club's official year shall coincide with the Club's fiscal year. The elected Officers and Directors shall take office on January 1st. Each retiring Officer shall turn over to his successor in office all properties and records relating to that office by February 1.

2 - Nominations
At the 3rd Quarter meeting, the Elections Committee will announce that it is time for nominations for Board positions for the following year. The Elections Committee consists of two (2) members, one of which must be a Board member, who will be responsible for recording nominations and handling the voting process. All nominees shall be members in good standings and members of the club for a minimum of six (6) months.

3 - Voting
Ballots will be emailed to the membership on the First Day of December. Voting will be for one week and votes are to be submitted by email to the two (2) members on the Elections Committee. Election ballots will be tabulated and then sent to the Secretary for the final tally. The Secretary will make the announcement at the Year End December meeting. The Secretary will then file all ballots for a period of 6 months.

Article 6 – Rules, Regulations and Disciplinary Actions

All members shall abide by the Club's Code of Conduct, Breed Order and these Bylaws. Any member who is in violation of said rules will be brought up to the Board of Directors for evaluation. Disciplinary actions will be up to the Board of Directors. The Board of Directors has the right to terminate any membership should member be in violation of the Club’s Code of Conduct, Breed Order and these Bylaws.

Article 7 - Contracts, Loans, Checks

1 - Loans

No loan shall be contracted on behalf of the Club, and no evidence of indebtedness shall be issued in its name unless authorized by resolution of the board of Directors. Such authority may be general or confined to specific instances.

2 - Checks, Drafts, Etc.

All checks, drafts or other orders for the payment of money, notes or other evidence of indebtedness issued in the name of the Club shall be signed by the Club Treasurer, or such agent or employee of the Club and in such a manner as shall from time to time be determined by the Board. Any purchase over $50 shall be required to be passed by the Board of Directors before issue.

Article 8 - Amendments

Amendments to the club’s Code of Conduct, Breed Order and these Bylaws begins at a meeting held by the Board of Directors. A vote is motioned and if passed it can then be submitted to the Membership in writing. The members are given two (2) weeks to address the topics, discuss issues, and then an email will go out for their vote. Should a majority take place, the Secretary will announce the outcome of the vote at either a Club Meeting or in email to the membership. The results are to be edited on the Code of Conduct, Breed Order and/or these Bylaws and then submitted to the web master for official website updates. All updates are to be finalized within a four (4) week time period. The Board of Directors has the authority to make changes to the Code of Conduct, Breed Order and these Bylaws at any time that’s deemed necessary as long as it does not impact anything other than the day to day running of the club.

Article 9 - Dissolution

The Club may be dissolved at any time by a majority vote among the Board of Directors. In the event of the dissolution of the Club, other than for purposes of reorganization, whether voluntary or involuntary or by the operation of law, none of the property of the Club or any proceeds thereof nor any assets of the Club shall be distributed to any member of the Club, but after payment of the debts of the Club, its property and assets shall be given to a charitable organization for the benefit of dogs selected by the Board of Directors.