The name of the Club shall be The Cairn Terrier Club of America hereinafter referred to as the Club.
The objects of the Club shall be:
(a) to encourage and promote quality in the pure-bred breeding of the old working terrier of Skye and the West Highlands now known as the Cairn Terrier and to do all possible to bring their natural qualities to perfection;
(b) to encourage the organization of independent local Cairn Terrier Specialty Clubs in those localities where there are sufficient fanciers of the breed to meet the requirements of The American Kennel Club;
(C) to urge members and breeders to accept the standard of the breed as defined by The Cairn Terrier Club of America and approved by The American Kennel Club as the only standard of excellence by which Cairn Terriers shall be judged;
(d) to do all in its power to protect and advance the interests of the breed and to encourage sportsmanlike competition at dog shows, field trials, and obedience trials;
(e) to conduct sanctioned matches and specialty shows, field trials, and obedience trials under the rules of The American Kennel Club.
The Club shall not be conducted or operated for profit and no part of any profits of remainder or residue from dues or donations to the Club shall inure to the benefit of any member or individual.
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.
There shall be Five types of membership, open to all persons who are in good standing with The American Kennel Club and who subscribe to the purposes of this Club.
(a) Regular Members - Open to persons 18 years of age or older and enjoying all privileges of the Club including the right to vote, hold office, and serve on the nominating committee.
(b) Honorary Members - Open to persons 18 years of age and older. Pay no dues, not eligible to vote or hold office. However, such members can maintain regular membership upon payment of dues.
(c) Foreign Members - Open to persons 18 years of age and older and consisting of persons residing outside the United States or Canada and having all privileges of the Club except the right to vote, hold office, or serve on the nominating committee.
(d) Junior Members - Open to persons 10-17 years of age. Junior Members cannot vote or hold office and may convert to Regular Membership upon reaching their 18th birthday.
(e) Affiliated Club - consisting of an American Kennel Club recognized club devoted to furthering and promoting the breeding and showing of Cairn Terriers and being entitled to one vote at meetings of the Club. The vote of any such Affiliated Club shall be cast by a duly authorized representative which it shall appoint for such purpose provided that such representative shall first present to the Corresponding Secretary of the Club satisfactory proof of his/her authority to represent an Affiliated Club.
Membership dues for Regular, Foreign, and Junior and Affiliated memberships shall be established by the Board of Governors and approved by a majority of the regular members present and voting at an annual meeting. Membership dues shall be payable on or before the 1st day of (January) of each year.
(a) No member may vote whose dues are not paid for the current year.
(b) During the month of (November), the Treasurer shall send to each member a statement of their dues for the ensuing year.
(c) Regular Membership shall be granted for life to members who have been Regular Members of the Club for forty years. These Lifetime members will enjoy all the privileges of regular membership but shall pay no dues.
Each applicant for Regular, Foreign, and Junior membership shall apply on a form as approved by the Board of Governors and which shall provide that the applicant agrees to abide by these constitution and by-laws, adhere to the code of ethics of the Club, and the rules of The American Kennel Club. The application shall state the name, address and occupation of the applicant and it shall carry the endorsement of two regular members in good standing. Accompanying the application, the prospective member shall submit dues payment for the current year.
Applicants may be elected by secret ballot at any meeting of the Board of Governors or by secret vote of the Board by mail. Affirmative votes of 2/3 of the Governors present at a meeting of the Board shall be required to elect an applicant.
An application which has received a negative vote by the Board may be presented by one of the applicant’s endorsers at the next annual meeting of the Club and the Club may elect such applicant by secret ballot and a favorable vote of 75% of the members present.
Every candidate for Affiliated Club membership shall submit to the Corresponding Secretary a written request for such membership signed by its duly authorized representative, together with a copy of its constitution and by-laws, acceptance by the American Kennel Club, and a list of the names and addresses of its officers and members. The Corresponding Secretary shall communicate such request to the Board of Governors and, if the Board of Governors approve such request, the candidate shall be deemed elected to membership.
Honorary memberships may be conferred upon an adult who has rendered notable service to the Club and/or the Breed. Upon signed recommendation of one regular member, seconded by another regular member, an application for honorary will be considered by the Board and will be deemed elected upon receipt of a favorable vote of 75% of the Board members present.
Lifetime membership will be conferred upon any regular member upon attaining 40 years regular membership in the Club. Such members will be recognized in an appropriate ceremony at the next annual dinner and meeting following their 40th anniversary as regular members.
Memberships may be terminated:
(a) by resignation. Any member in good standing may resign from the Club upon written notice to the Corresponding Secretary; but no member may resign when in debt to the Club. Membership Dues are considered a debt to the Club and they become incurred on the first day of January each year.
(b) by lapsing. A membership will be considered as lapsed and automatically terminated if such member’s dues remain unpaid 90 days after the first day of the fiscal year; however, the Board may grant and additional 90 days of grace to such delinquent members in meritorious cases. In no case may a person be entitled to vote at any Club meeting whose dues are unpaid as of the date of that meeting.
(c) by expulsion. A membership may be terminated by expulsion as provided in Article VI of these by-laws.
The annual meeting of the Club Shall be held in the month of October in conjunction with the Club’s Specialty Show if possible, at a place, date, and hour designated by the Board of Governors. Written notice of the annual meeting shall be mailed by the Corresponding Secretary to each member at least 30 days prior to the date of the meeting. The quorum for the annual meeting shall be 10% of the members in good standing.
Special Club meetings may be called by the President or by a majority vote of the members of the Board who are present at a meeting of the Board; and shall be called by the Corresponding 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 Governors. Written notice of such meeting shall be mailed by the Corresponding Secretary at least 30 days and not more than 60 days prior to the meeting. The notice of the meeting 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.
The first meeting of the Board shall be held immediately following the annual meeting and election. Other meetings of the Board of Governors shall be held at such times and places as are designated by the President or by a majority vote of the entire Board. Written notice of each such other meeting shall be mailed by the Corresponding Secretary to each member of the Board at least 30 days prior to the date of the meeting. The quorum for a Board Meeting shall be a majority of the Board voting in person, by mail, e-mail, FAX or telephone conference call.
The Board of Governors may conduct its business by mail, e-mail, FAX or telephone conference call through the Corresponding Secretary. Items voted upon by telephone conference call must be confirmed by e-mail or in writing within 7 days.
The Board shall be comprised of the President, Vice-President, Corresponding Secretary, Recording Secretary. Treasurer, Delegate to the American Kennel Club, and fifteen other persons. all of whom shall be members in good standing. The Officers shall be elected for one-year terms at the Club’s annual meeting as provided in Article IV. and shall serve until their successors are elected. Five Governors shall be elected for three year terms at the Club’s annual meeting as provided in Article IV, and shall serve until their successors are elected. General management of the Club’s affairs shall be entrusted to the Board of Governors.
The Club’s officers, consisting of the President, Vice-President, Corresponding Secretary, Recording Secretary, Treasurer, and Delegate to the American Kennel Club shall serve in their respective capacities both with regard to the Club and its meetings and the Board and its meetings.
(a) The President shall preside at all meetings of the Club and of the Board, and shall have the duties and powers normally appurtenant to the office of President in addition to those particularly specified in these by-laws.
(b) The Vice-President shall have the duties and exercise the powers of the President in case of the President’s death, absence or incapacity. The Vice-President shall perform specific duties assigned by the President or Board of Governors.
(c) The Corresponding Secretary shall have charge of the correspondence, notify members of meetings, notify new members of their election to membership, the mailing of reports and ballots to the general membership, keeping a roll of the members of the Club with their addresses and carry out such other duties as are prescribed in these by-laws or delegated by the Board of Governors.
(d) The Recording Secretary shall keep a record of all meetings of the Club and of the Board and of all votes taken by mail, notify officers and Governors of their election to office, together with all matters of which a record shall be ordered by the Club; and shall maintain record books in which by-laws, special rules of order, standing rules and minutes are entered with any amendments to these documents, properly recorded, and will have current record books on hand at every meeting.
(e) The Treasurer shall collect and receive all monies due or belonging to the Club. He/she shall deposit the same in a bank approved by the Board, in the name of the Club. His/her books shall at all times be open to inspection of the Board and he/she shall report to them at every meeting the condition of the Club’s finances and every item of receipt or payment not before reported; and at the annual meeting, shall render an account of all moneys received and expended during the previous fiscal year. The Treasurer shall be bonded in such amount as the Board of Governors shall determine. The treasurer’s accounts may be audited by a chartered accountant at the discretion of the Board of Governors.
(f) The Club’s Delegate to the American Kennel Club is an officer of the Club, elected to a one year term by the membership as provided in Article III, Section 1. The Delegate shall represent the Club, as directed, before the American Kennel Club.
Any Officer or Board Member who is absent from two consecutive meetings without just cause, as determined by the Board, will be deemed to have vacated the position. Any vacancies 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.
The Club’s fiscal year shall begin on the 1st day of January and end on the 31st day of December.
The Club’s official year shall begin immediately at the conclusion of the election at the Annual Meeting, and shall continue through the election at the next Annual Meeting. The elected officers and directors shall take office immediately upon the conclusion of the election and each retiring officer shall turn over to his successor in office all properties and records relating to that office within 30 days after the election, except the Treasurer who shall transfer all records and monies within 30 days of the end of the fiscal year.
At the Annual Meeting or at a special meeting of the Club voting shall be limited to those members in good standing who are present at the meeting, except for the annual election of Officers, Governors, amendments to the constitution and by-laws, and the standard for the breed which shall be decided by written ballot cast by mail. Voting by proxy shall not be permitted. The Board of governors may decide to submit other specific questions for decision of the members by written ballot cast by mail.
At the Annual Meeting for the Election of Officers and Governors the vote shall be conducted by secret ballot. Ballots to be valid must be received by the independent agency designated by the Board by September 15. Ballots shall be counted before the meeting by the independent agency who shall provide the results to the Recording Secretary by October 1.
The person receiving the largest number of votes for each position shall be declared elected. If any nominee, at the time of the meeting, is unable to serve for any reason, such nominee shall not be elected and the vacancy so created shall be filled by the new Board of Governors in the manner provided by Article III, Section 3.
No person may be a candidate in a Club election who has not been nominated in accordance with these by-laws. A Nominating Committee shall be chosen by the Board of Governors before May 1. The Committee shall consist of five members from different geographical areas, and five alternates each from the same respective geographical area, all regular members in good standing, no more than one of whom may be a member of the current Board of Governors not subject to reelection. The Board shall name a chair for the Committee. The Nominating Committee may conduct its business by mail, e-mail, FAX, or telephonic communication.
(a) The Nominating Committee shall nominate from among the eligible members of the Club, one candidate for each office and for each other position on the Board of Governors and a candidate for the Delegate to The American Kennel Club and shall procure the acceptance of each nominee so chosen in writing. The Committee should consider geographical representation of the membership on the Board to the extent that it is practicable to do so. The Committee shall then submit its slate of candidates to the Corresponding Secretary who shall mail the list, including the full name of each candidate and the name of the State in which he/she resides, to each member of the Club an or before July 1. so that additional nominations may be made by the members if they so desire.
(b) Additional nominations of eligible members may be made by written petition addressed to the Corresponding Secretary and received at his/her regular address on or before August 1, signed by five members and accompanied by the written acceptance of each such additional nominee signifying his willingness to be a candidate. No person shall be a candidate for more than one position. The additional nominations which are provided for herein may be made only from among those members who have not accepted a nomination of the Nominating Committee.
(c) If no valid additional nominations are received by the Corresponding Secretary on or before August 1, the Nominating Committee’s slate shall be declared elected at the time of the Annual Meeting, and no balloting will be required.
(d) If one or more valid additional nominations are received by the Corresponding Secretary on or before August 1 he/she shall, on or before August 15, mail to each member in good standing a ballot listing all of the nominees for each position in alphabetical order, with the names of the states in which they reside, together with a blank envelope and a return envelope addressed to the designated independent agency marked “Ballot” and bearing the name of the member to whom it was sent. So that the ballots may remain secret, each voter, after marking his ballot, shall seal it in the blank envelope which in turn shall be placed in the second envelope addressed to the designated independent agency. The designated independent agency shall check the returns against the list of members whose dues are paid for the current year prior to opening the outer envelopes and removing the blank envelopes, and shall certify the eligibility of the voters as well as the results of the voting. The certified results of the voting shall be forwarded by the independent agency to the Recording Secretary in accordance with Article IV, Section 3. The Recording Secretary shall retain the results of the voting, without disclosure except to the elected candidates and shall announce said results at the annual meeting.
(e) The Ballot procedure shall be conducted in accordance with Article IV, Section 4 (d) except that in the event of a tie vote, the designated independent teller agency shall immediately notify the Corresponding Secretary. The Corresponding Secretary shall, within five (5) days of receiving said notification, mail to each member in good standing a runoff ballot listing two nominees for each position in alphabetical order. Ballots to be valid must be received by the independent agency by the date designated on the ballot which shall not be less than twenty (20) days or more than thirty (30) days from the mailing date. All ballots shall be held by the independent agency for a period of sixty (60) days following the annual meeting and then forwarded to the Recording Secretary.
(f) Nominations cannot be made at the Annual Meeting or in any manner other than as provided in these Bylaws.
The Board may each year appoint standing committees to advance the work of the Club in such matters as dog shows, field trials, obedience trials, trophies, annual prizes, membership and other fields which may well be served by committees. Such committees shall always be subject to the final authority of the Board. Special committees may also be appointed by the Board to aid it on particular projects.
Any committee appointment may be terminated by a majority vote of the full membership of the Board upon written notice to the appointee; and the Board may appoint successors to those persons whose service has been terminated.
Any member who is suspended from the privileges of The American Kennel Club automatically shall be suspended from the privileges of this Club for a like period. The Board may review the basis of the suspension by the American Kennel Club and if it deems that punishment insufficient, it may recommend to the membership that the penalty be expulsion, in accordance with Section 4 of this Article.
Any member may prefer charges against a member for alleged misconduct prejudicial to the best interests of the Club or the breed. Written charges with specifications must be filed in duplicate with the Corresponding Secretary together with a deposit of $50 which shall be forfeited if such charges are not sustained by the Board or a Committee following a hearing. The Corresponding 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 the breed. If the Board considers that the charges do not allege conduct which would be prejudicial to the best interests of the club or of the breed it may refuse to entertain jurisdiction. If the Board entertains jurisdiction of the charges it shall fix a date of a hearing by the Board or a Committee of not less than three members of the Board, not less than 3 weeks nor more than 6 weeks thereafter. The Secretary shall promptly send one copy of the charges to the accused member by certified mail together with a notice of the hearing and an assurance that the defendant may personally appear in his own defense and bring witnesses if he/she wishes.
The Board or Committee 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 or Committee may by a majority vote of those present suspend the defendant from all privileges of the Club for not more than six months from the date of the hearing, or until the next Annual Meeting if that will occur after six months. And, if it deems that punishment insufficient, it may also 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 fellow members at the ensuing Club meeting which considers the recommendation of the Board or Committee. Immediately after the Board or Committee has reached a decision, its findings shall be put in written form and filed with the Recording Secretary. The Corresponding Secretary, in turn, shall notify each of the parties and the Board of Governors of the decision and penalty, if any.
Expulsion of a member from the Club may be accomplished only at the Annual Meeting of the Club. Circumstances that warrant expulsion shall be in accordance with Section I of this Article or following a hearing and upon the recommendation of the Board or Committee as provided in Section 3 of this Article. The defendant shall have the privilege of appearing in his own behalf though no evidence shall be taken at this meeting. The President shall read the charges and the findings and recommendations, and shall invite the defendant, if present, to speak in his own behalf. The meeting shall then vote by secret written ballot on the proposed expulsion. A 2/3 vote of those present and voting at the Annual Meeting shall be necessary for expulsion. If expulsion is not so voted the suspension shall stand.
Amendments to the constitution and by-laws and to the Standard for the breed may be proposed by the Board of Governors or by written petition addressed to the Corresponding Secretary signed by twenty percent of the membership in good standing. Amendments proposed by such petition shall be promptly considered by the Board of Governors and must be submitted to the members with recommendations of the Board by the Corresponding Secretary for a vote within three months of the date when the petition was received by the Corresponding Secretary.
The constitution and by-laws or the Standard for the breed may be amended at any time provided a copy of the proposed amendment has been mailed by the Corresponding Secretary to each member in good standing on the date of mailing, accompanied by a ballot on which he/she may indicate his choice for or against the action to be taken. Dual-envelope procedures described in Article IV, Section 4(d) shall be followed in handling such ballots, to assure secrecy of the vote. Notice with such ballot shall specify a date not less than 30 days after the date of mailing by which date the ballots must be returned to the Recording Secretary to be counted. The favorable vote of 2/3 of the members in good standing who return valid ballots within the time limit shall be required to effect any such amendment.
No amendment to the constitution and by-laws or to the Standard for the breed that is adopted by the Club shall become effective until it has been approved by the Board of Directors of The American Kennel Club.
The Club may be dissolved at any time by the written consent of not less than 2/3 of the members. 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 nor any proceeds thereof nor any assets of the Club shall be distributed to any members 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 Governors.
At meetings of the Club, the order of business, so far as the character and nature of the meeting may permit, shall be as follows:
At meetings of the Board, the order of business, unless otherwise directed by majority vote of those present, shall be as follows:
The rules contained in the current edition of Robert’s Rules of Order Newly Revised shall govern the Cairn Terrier Club of America in all cases to which they are applicable and in which they are not inconsistent with these by-laws and any special rules of order the Club may adopt.
[Approved by the AKC and adopted by the CTCA on February 14, 2002]
