| ARTICLE I -
NAME |
The
Name of this organization shall be the Colored Angora Goat Breeder's
Association (hereinafter known as CAGBA or the Club). |
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| ARTICLE II -
PURPOSE |
CAGBA is a non-profit organization whose purpose shall be the development
and promotion of the colored angora goat; breeder education; colored
mohair promotion; the encouragement of closer fellowship among the members
through meetings, correspondence, circulation of useful information, news
and ideas and in the cooperation with other organizations in the
development of the colored angora goat in general. |
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| ARTICLE III -LOCATION
AND TERRITORY |
Sec. l |
The home of the
Club shall be the address of the Treasurer, or as otherwise designated by
the Board of Directors.
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| Sec. 2
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The United
States and its possessions, the Dominion of Canada, Mexico, the Islands of
the Atlantic Ocean, plus other areas as shall request service will be the
territory of operation of CAGBA. |
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| ARTICLE IV -
MEMBERSHIP |
Sec. l |
Any individual,
firm, partnership, association or corporation interested in the breeding,
sale or promotion of the colored angora goat is eligible for membership
upon proper application. Such members will abide by and be bound by the
Constitution and Bylaws of CAGBA.
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| Sec. 2. |
There shall be
an Annual Membership meeting, which will generally be held in conjunction with the CAGBA National Show. The date and location of the Annual Meeting
shall be published in the Newsletter at least 30 days prior to the
meeting. At this Annual CAGBA Meeting, an officer or director representing
the Board of Directors of the Club will give a report of the current
financial conditions of the Club, any business of the preceding and all
actions taken by the Board of Directors during that time.
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| Sec. 3 |
The Board of
Directors may call special meetings of the members as necessary to conduct
the business of this Club, provided written notice is mailed to all
members at least thirty (30) days prior to such meeting. Only the business
stated in the notice may be transacted.
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| Sec. 4 |
No officer,
director or member shall sign any notes of indebtedness in the name of the
Club, unless given specific documented authorization to do so by the action of the
Board of Directors. |
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| ARTICLE V - BOARD OF
DIRECTORS |
Sec. l |
The Board of
Directors shall act on behalf of the membership whenever a decision must
be made and insufficient time exists for action by the membership,
provided these decisions are not contrary to law or this Constitution.
These decisions may be revised or amended by the members under the
following procedure: a. Upon petition to the Secretary, by no less than
ten (10) members, the proposal to revise or amend action of the Board of
Directors shall be submitted to the members by the Secretary within thirty
(30) days after the requirement for referenda have been met. b. The
voting shall be closed thirty (30) days after the mailing. c. A
two-thirds (2/3) majority of the votes cast by membership shall constitute
a veto of any action of the Board. d. The Board will report any such
decision or amendments to the membership via the newsletter and/or the
next meeting.
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| Sec. 2 |
The term
Director, as used in this Constitution and Bylaws shall be a person who
has been elected by the membership to oversee the affairs of this Club for
a specific geographical region.
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| Sec. 3 |
The Board of
Directors shall consist of the eligible number of Directors and Officers
elected by the membership of this club.
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| Sec. 4 |
The number of
Directors shall be seven (7). One for each of the six U.S. geographic
regions (Northeast, Southeast, North Central, South Central, Northwest,
Southwest) and Canadian.
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| Sec. 5 |
Directors shall
be elected for a two (2) year term, three (3) directors each year, so that
half the number of directors is elected in any given year.
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| Sec. 6 |
A member in good
standing is eligible to hold the position of director. Two (2) years prior
membership is preferred, but not required.
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| Sec. 7 |
Directors must
keep their CAGBA memberships paid during the term of their Directorship.
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| Sec. 8 |
All voting by
Directors shall be by recorded vote so that it can be determined how each
Director voted.
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| Sec. 9 |
The President
shall be the Chairman of the Board of Directors and have a vote only in
the case of a tie. |
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| ARTICLE VI -
OFFICERS |
Sec. l |
The Officers
shall supervise the business of the Club as ordered by the Board of
Directors in accordance with the Constitution and Bylaws. The officers of
the Club shall be the President, Vice-President, Secretary, and Treasurer
and such other officers as may be authorized by the Board from time to
time.
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| Sec. 2 |
The term of
office for all officers and directors shall be
two (2) years with a limit of two (2) consecutive terms.
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| Sec. 3 |
Any member in
good standing for two (2) years, with no lapses in their membership, prior to the election is eligible to hold
office.
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| Sec. 4 |
Officers must
keep their CAGBA memberships paid during the term of their
office.
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| Sec. 5 |
At least four
(4) months prior to June 1st, the President shall appoint a
Nominating Committee of three (3) members, taking into consideration
geographical distribution. This committee shall propose at least two (2)
candidates for President, Vice-President, Secretary and two candidates for
each regional director position. The Nominating Committee shall also make
the necessary investigation to insure the proposed candidates understand the responsibilities of the office they are being nominated for, are qualified under CAGBA rules, and will accept
the office, if elected. Space shall be provided on the ballot for write-in
names for each office and director.
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| Sec. 6 |
The newsletter
editor shall prepare the ballot in the newsletter from information
received from the Chairman of the Nominating Committee, for mailing to the
membership sixty (60) days before June 1st. Balloting will close
thirty (30) days after the mailing. A newsletter containing ballots will
be mailed first class.
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| Sec. 7 |
The Chairman of
the Nominating Committee shall receive the ballots and tabulate at least
twenty (20) days before June 1st. The Chairman shall notify all
current officers as to the results of the election at least ten (10) days
before the Annual Meeting and/or prior to the election results
announcement to the membership.
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| Sec. 8 |
In the case of a
tie vote, the candidate who has had the longest continuous membership with no lapses in their club membership shall be declared elected.
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| Sec. 9 |
Duties of the
new officers shall be assumed June 1st.
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| Sec. 10 |
Any office
vacated for any reason with a term of nine (9) month or over remaining
will be filled by special election. Vacated offices with terms of less
than nine (9) months remaining will be filled by appointment by the
President. |
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| ARTICLE VII -
COMMITTEES |
Sec. l |
The President
shall appoint the chairman of all standing and special committees. All
such appointees shall be subject to removal by the President. |
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| ARTICLE VIII -
MEMBERSHIP MEETINGS |
Sec. l |
There shall be
an Annual Meeting in conjunction with the annual CAGBA National Show. Date and location of the annual meeting
shall be published in the Newsletter at least sixty (60) days prior to the
meeting. Prior to the annual meeting a Board of Directors meeting shall be
held:
- Reading of Minutes
- President and Vice President's Report
- Secretary's Report
- Treasurer's Report
- Directors' Reports
- Committee Report(s), if any
- Unfinished Business
- New Business
- Good of the Association
- Adjournment
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| Sec. 2 |
The procedure of
all meetings shall be conducted according to the "Roberts Rule of
Order." |
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| ARTICLE IX -
AMENDMENTS |
Sec. l |
The Constitution
and/or Bylaws may be amended by petition in writing to the Secretary and
signed by not less than ten (10) members in good standing. The Secretary
shall prepare a ballot to be included in the next Newsletter and voting
shall be closed thirty (30) days after the mailing. The President shall
appoint a committee for the purpose of tabulating and announcing the
results.
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| Sec. 2 |
This
Constitution and/or Bylaws may be amended by a two-thirds (2/3) vote of
all votes cast. |
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| ARTICLE X - AMENDMENT
PROCEDURE |
Sec. l |
The issue in all
voting shall be determined by a majority of votes cast unless specifically
provided otherwise.
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| Sec. 2 |
For questions on
parliamentary procedure, the "Roberts Rules of Order" shall govern, unless
the Board of Directors shall provide otherwise. |
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| BYLAWS |
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| PREAMBLE |
We,
the Board of Directors, with the object in view of providing regulation
favorable for the implementation of and pursuant to the Constitution of
the Colored Angora Goat Breeder's Association do hereby adopt these
Bylaws. |
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| ARTICLE I -
MEMBERSHIP |
Sec. l |
Application for
membership shall be addressed to the Treasurer and shall be accompanied by
annual dues. The application shall be in accordance with the rules as
established by the Board of Directors.
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| Sec. 2 |
Annual dues
shall be set by the Board of Directors and the membership notified through
advertisements of the Club. The membership year shall be January 1st
through December 31st. Membership dues are payable on or before January
1st. Dues of members unpaid on March 1st and due since January 1st shall
be considered in arrears and membership shall lapse. New members paying
dues between January 1st and August 31st shall be credited with a full
membership for the duration of that calendar year. New members paying dues
between September 1st and December 31st shall be credited with a full
membership through the following calendar year.
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| Sec. 3 |
The Board of
Directors shall designate a location for the Annual Meeting before March 1st
of any year. If not so done, the President shall designate a place within
sixty (60) days after March 1st.
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| Sec. 4 |
The Secretary
shall inform the membership of the place, day and hour of each annual
meeting through the newsletter of this Club. Notice of the annual meeting
must be published at least thirty (30) days prior to the meeting. In the
event of a special meeting, notification shall be twenty (20) days before
the time at which the meeting is to be held. If notice is mailed to the
last know place of business or residence of any member, such mailing shall
constitute proper notice under this Section.
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| Sec. 5 |
Those members
present at any meeting of the membership in order constitute a quorum for
transaction of business. |
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| ARTICLE II - BOARD OF
DIRECTORS |
Sec. l |
The officers and
directors shall be elected by a postal ballot of the membership.
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| Sec. 2 |
The newly
elected officers and directors shall assume their duties on June 1st.
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| Sec. 3 |
The President
shall—
- As Chief Executive Officer of the Club, maintain general supervision
of the affairs of the Club.
- Or their appointee, preside at all meetings of the membership, report to the members and
make suggestions that S/he may deem advisable.
- Be an ex-officio member of all committees.
- Call for regular committee reports and see that all committees
function properly.
- Appoint members to special committee chair positions not filled
through elections and fill board vacancies, as described in the Bylaws.
- Ensure that the resolutions of the board are carried into effect.
- Assist the newsletter editor in obtaining all news of this
organization for publication in the newsletter.
- Develop and suggest guidelines and strategies to improve Club
effectiveness and efficiency.
- Present propositions pertaining to administration policy to the
Board of Directors or to the members, by separate mailing or though the
newsletter of this Club.
- Ensure active and effective communication within the Club.
- Represent the Club in matters not otherwise provided for.
- Maintain an activity/history log for transition to successor.
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| Sec. 4 |
The
Vice-President shall—
- Occupy the position and perform the duties of the President, when,
for any reason, the President is unable to perform such duties. S/he
shall perform any additional duties requested by the President or the
Board of Directors.
- Assist in planning the agenda for the Annual Meeting of the
Membership.
- Actively participate in all board meetings (including e-meetings)
and decision-making.
- Perform any additional duies requested by the President or the Board
of Directors.
- Maintain an activity/history log for transition to successor.
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| Sec. 5 |
The Secretary
shall—
- Be the recording and corresponding officer of the Club.
- Keep accurate minutes of the Club's activities and meetings,
submitting the same to the newsletter editor for publication and reading
at subsequent meeting.
- Conduct the Club's correspondence and maintain files for all
correspondence.
- Ensure that notice is given for upcoming meetings and elections.
- Ensure officers and directors receive copies of meeting agendas and
minutes.
- Maintain an up-to-date roster of the membership and—
- immediately notify the board, newsletter editor, and web site host
of all new or lapsed membership,
- provide an updated membership list to the newsletter editor
quarterly (prior to n ewsletter publication), and
- send welcome packets to new members.
- Assist the newsletter editor with notification to the membership of Club
meetings.
- Actively participate in all board meetings (including e-meetings)
and decision-making.
- Maintain an activity/history log for transition to successor.
- Maintain an electronic historical archive of all motions and decisions made by the board or members.
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| Sec. 6 |
The Treasurer
shall—
- Serve as financial Officer for the Club. It is helpful, but
mandatory for this person to have accounting experience and appropriate
software to assist in the tasks this position requires.
- Maintain custody of the general funds, including membership dues of
the Club and dispursing these funds as authorized by the vote of the
membership and/or Board of Directors.
- Record and report all income and expenditures agains projections (an
annual budget).
- Receive and deposit funds and keep accurate records of all receipts
and disbursement of monies, to include depositing checks/cash, writing
checks for Club expenses, and reconciling the Club's bank account(s)
monthly.
- Prepare a Treasurer's Report including—
- a quarterly report presented to the Board of Directors for review
prior to submitting to the newsletter for publishing, and
- a report for the Annual Meeting showing receipts and dispursements
with a statement of the financial condition of the Club.
- Assist the Board of Directors in completing the annual budget.
- Receive and process all new and renewal memberships, to include
collecting membership dues and notifying the Club Secretary and
President of new membership bi-monthly.
- Ensure that reports, funds, books, and files are available to the
Board for verification and inspection at all times.
- Review and recommend financial policies to the Board of Directors.
- Ensure adequate internal controls and maintain records in accordance
with standard accounting practices.
- Actively participate in all board meetings (including e-meetings)
and decision-making.
- Identify and recommend a qualified successor.
- Train successor prior to vacating the position.
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| Sec. 7 |
The Regional
Director shall—
- Provide support and serve as a contact for CAGBA members within their region.
- Provide the newsletter editor with a quarterly regional report.
- Work with regioanl fairs/events to promote and support the Club.
- Communicate with local groups to promote the Club.
- Represent the breeders of his/her region to the best of his/her
ability.
- Encourage new memberships and welcome new members.
- Actively participate in all board meetings (including e-meetings)
and decision-making.
- Maintain an activity/history log for transition to successor.
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| ARTICLE III - STANDING
COMMITTEES |
The
President shall create those standing committees as called for by the
Constitution or as are necessary for the operation and progress of the
Club. |
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| ARTICLE IV -
DISSOLUTION |
In the
event of the dissolution of the Colored Angora Breeder's Association, any
funds in the treasury shall be donated to an organization for the benefit
of colored angora goats, which will be selected by the Board of Directors
prior to dissolution. |
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| ARTICLE V - GRANDFATHER
CLAUSE |
All
rules and regulations of the Club in effect at the time of adoption of the
Constitution and Bylaws and not changed by or in conflict with this
constitution and Bylaws shall remain in effect until changed by the Board
of Directors and adopted by the membership via postal
ballot.
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