Deutsch-Kurzhaar Group North America
A Nonprofit Corporation
Revised November 19, 2019
ARTICLE I: NAME AND PURPOSE AND ORGANIZATION
Section 1 – NAME. The name of this organization is the “Deutsch-Kurzhaar Group North America”, hereinafter referred to as “DKGNA”. The DKGNA is an affiliate club of the Deutsch-Kurzhaar Verband (DKV), the German Shorthair Association of Germany, and a member of Jagdgebrauchshundverband e.V. (JGHV).
Section 2 – PURPOSE. The purposes of this club are to:
- Educate all interested persons in the techniques of training, breeding and caring for continental hunting dogs, to conduct tests of continental hunting dogs, and to promote responsible breeding of continental hunting dog breeds;
- Foster, improve, promote, and protect the continental hunting dog breeds in North America; and
- Promote the interest of wildlife by fostering ethical hunting and the conservation of game through educational programs, the use of properly trained hunting dogs, and other means.
Section 3 – PERMITTED ACTIVITIES. - No part of the net earnings of the DKGNA shall be for the benefit of, or distributable to, its members, officers, or other private persons, except that DKGNA shall be empowered to pay reasonable compensation for the services rendered and to make payments and distributions in furtherance of the exempt purposes for which it was formed.
- No substantial part of the activities of the corporation shall be the carrying on of propaganda, or otherwise attempting to influence legislation, and the corporation shall not participate in, or intervene in any political campaign.
- Notwithstanding any other provision of these articles, the corporation shall not carry on any other activities not permitted to be carried on: (a) by a corporation exempt from Federal Income Tax under Section 501(c)(3) of the Internal Revenue Code of 1954 (or the corresponding provision of any future
United States Internal Revenue Law), or (b) by a corporation, contributions to which are deductible under section 170(c)(2) of the Internal Revenue Code of 1954 (or the corresponding provision of any future United States Internal Revenue Law).
Section 4 – ORGANIZATION. The organization shall consist of:
A. A Board of Directors (Board) shall consist of the Officers, elected by the membership, and the Regional Directors, elected by the respective members of each Region. The board shall have responsibility for the operation and continuance of the DKGNA. An elected Board member removed will be replaced in accordance with Article II, Section 2 F.
B. The Board, as the executive policy-making group, shall have responsibility for interpretation of DKGNA Bylaws.
C. Officers, constituting an Executive committee, shall be responsible for the day to day administration of DKGNA under the direction of the Board. The officers shall consist of (1) a President, (2) a Vice-President, (3) a Secretary, (4) a Treasurer and (5) a Breed Warden.
D. Appointed positions, are not members of the Board of Directors. They shall be nominated by the President and confirmed by a majority vote of the Board. They may consist of, but are not limited to:
Director of Testing, Director of Judging Development, Director of Promotions, and News Bulletin Editor.
Board members may serve collaterally in these positions.
E. There may be Regions established within North America, with the number and geographic boundaries determined by the Board before each election to fairly
represent the distribution of the membership. Regional Directors shall be elected from and by the DKGNA membership within the respective regional boundaries. Regions are part of the DKGNA, and are subject to the Board, but they may form their own Board of Directors.
F. All Directors shall be elected and hold offices in accordance with the provisions contained in Article II, Section 2.
ARTICLE II – MEMBERSHIP, ELECTION OF DIRECTORS AND MEETINGS
Section 1 – MEMBERSHIP
A. MEMBERSHIP: Any person interested in supporting the purpose of the club may apply for membership. A member’s regional affiliation shall be the choice
of the member each year at the time dues are renewed. If the member does not designate a Region their listed address shall determine their Region. B. MEMBERSHIP CATEGORIES: The Board shall have the authority to establish or eliminate such nominal classes of members as it deems in the best interest of the DKGNA.
C. MAINTENANCE OF MEMBERSHIP: An existing member must make payment of the annual dues within forty-five (45) days of when due to maintain membership. Thereafter, the individual must apply as a new member.
D. MEMBERSHIP RESIGNATION – Members of the DKGNA can resign their membership at any time. There is no action required of the Board of Directors and no refund of dues paid will be given.
E. SUSPENSION OR EXPLUSION: Members may be suspended or expelled from
DKGNA for good reason after a hearing and a two-thirds (2/3) vote of the Board. The Board may delegate part or all of this responsibility, by resolution, to an independent committee. No refund of dues shall be made and all membership rights are forfeited.
F. DENIAL: Individuals may be denied membership by a two-thirds (2/3) vote of the Board.
G. REINSTATEMENT: A member thus expelled may petition the Board for reinstatement after a period of one year. Reinstatement shall be granted by an affirmative two-third (2/3) vote of the Board.
H. NONDISCRIMINATION: The qualification for membership and for holding
office will be without regard to age, sex, religion, natural origin or other factors prohibited by law.
I. APPLICATION: Application of membership shall be made by utilizing the approved application form and submitting the membership dues.
J. Proxy voting is not allowed by regular members.
Section 2 – ELGIBILITY AND ELECTION OF OFFICERS AND REGIONAL
DIRECTORS
A. ELIGIBILTY: Any voting member in good standing on the 1st day of June of the election year is eligible to vote and will receive an election ballot. Except during the 12 months following DKGNA’s formation in which any member is eligible to hold office, any member in good standing, that has belonged to the DKGNA for not less than the previous twelve (12) months, is eligible to hold office.
B. To be on the national BoD, a person, their spouse, or significant other, within the last 7 years of the date of the close of nominations must have: 1) whelped a litter
of DKs from a female he/she owns, or 2) judged a JGHV or DKV test, or 3) trained, handled, and passed a dog in a Derby, Solms, AZP, VGP, NAKP, IKP, or Kleemann (or equivalent tests under the JGHV). C. A BoD member must attend at least 2/3 of the BOD meetings per calendar year, and cannot miss more than 3 consecutive meetings in a 365 day period. To qualify as having attended a meeting, the member must be present for at least 50% of the meeting.
D. TERMS OF OFFICE: Except as noted in 2.E.1.2 for the start-up elections, All Officers and Regional Directors terms shall be for a three (3) year period and shall run from January 1 of the first year, through December 31 of the third year. A person can serve no more than 2 consecutive terms in any single position on the Board of Directors.
E. ELECTION:
- Except for the “start-up” election noted in 2.E.1.1, starting in 2020, regular Board of Director elections will be completed by December 31 of every year for positions as noted below. Officers and Regional Directors will stand for election in the following sequence, and then every 3 years, thereafter:
2020
Vice-President, Secretary & 1/3 Regional Directors
2021
Breed Warden, Treasurer & 1/3 Regional Directors
2022
President & 1/3 Regional Directors
Elections for Board of Director members shall be held by electronic ballot, or by mail for club members that do not receive electronic communications. The elections shall be by popular vote, and a candidate must receive at least 50%-plus-1 of votes cast for that position to win. If no candidate receives 50%-plus-1 votes, the winner will be determined by a runoff election between the top two candidates. The runoff election process shall be determined by the Board, and such runoff election shall be completed by January 31.
1.1 A one-time “startup” election will be the first general election held by the DKGNA, and will occur in January, 2020. The startup election will be for all positions of the Board of Directors, and will be completed by, and terms will start, on January 15, 2020. Due to the special nature of the startup election, and so that all positions will eventually run the staggered 3-year cycle noted in
2.E.1, the “start-up term” for the positions noted below will be shortened, as follows:
A. Vice-President and Secretary start-up terms will last until the end of 2020, and will then be re-elected every three years thereafter in accordance with 2.E.1.
B. Breed Warden and Treasurer start-up terms will last until the end of 2021, and will then be re-elected every three years thereafter in accordance with 2.E.1.
C. The President’s start-up term will run a full 3 years.
1.2 Due to the shortened start-up term of 1 year for the Vice-President and Secretary, their start-up terms will not count against the term limits noted in 2.D for these two positions. However, the start-up term of 2-years and 3-years will count against the term limits of the Breed Warden and Treasurer, and the President, respectively. - A Nominating Committee of at least three (3) non-director members shall be appointed by the President, in years that the President is standing for reelection, the Secretary will appoint the Nominating Committee. The committee will solicit nominations from the membership and also give consideration to others it considers qualified. The committee members may not nominate themselves. Consideration should be given to presenting at least two candidates when more than one is qualified. Eligible members nominated by the membership and/or by the committee will appear on the ballot. The election timing and process will be determined by the Board.
- If an executive officer is nominated and chooses to be a candidate for an office that he/she does not hold, the officer must resign the position they hold in order to accept nomination for any officer position other than the one currently held. The resignation will be effective when the results of the election take effect. The election for the unexpired term of the resigned position will be conducted in conjunction with the regular election and will follow regular election procedures.
F. OFFICERS (EXECUTIVE COMMITTEE): The Officers shall function as an Executive Committee of the Board. The Executive Committee shall be considered
the operating committee charged with the day-to-day functions of the DKGNA and with carrying out the policies set forth by the Board. All Board members are to receive copies of all Executive Committee meeting agendas and minutes. - PRESIDENT: The President’s duties shall include, but will not be limited to, the following:
- Call and preside over all meetings of the Board and the Executive Committee;
- Preside at all national meetings of the membership and conduct said meetings in the manner provided herein;
- Recommend candidates for interim appointments to national office should vacancies occur. All appointments must be confirmed by the Board;
- Appoint committee chairpersons from the membership dealing with
DKGNA activities; - Be the official spokesperson for the DKGNA; and
- Be the official representative of the DKGNA, in all circumstances, including but not limited to the JGHV, DKV, and any other organizations, corporations, or committees.
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- VICE-PRESIDENT: The Vice President shall perform the following duties:
- In the event of the Presidents absence, disability or disqualification, the Vice-President shall perform all duties of the President;
- Attend and participate in all meetings of the Executive Committee and the Board; and
- If both the President and the Vice President are absent or unable to perform their duties, the Board shall appoint a President, Pro Tempore.
- TREASURER: The Treasurer shall perform the following duties:
- Be responsible for the financial affairs of the DKGNA;
- Prepare, interpret and disseminate budgets and periodic financial reports to the Board, which after approval by the Board, will be published in the News Bulletin at least annually; and
- Attend and participate in all meetings of the Executive Committee and Board.
- SECRETARY: The Secretary shall perform the following duties:
- Be responsible for the minutes of all meetings of Board, Executive
Committee and the national membership meeting of the DKGNA; - Attend and participate in all meetings of the Executive Committee and the Board; and
- Maintain all club records and conduct club correspondence.
- BREED WARDEN: The Breed Warden shall perform the following duties:
- Be responsible for assisting any member who is interested in breeding and registering his/her Deutsch-Kurzhaar. The Breed Warden will also answer, or get answers from the DKV, to questions from members regarding the DKV breeding program; and
- Attend and participate in all meetings of the Executive Committee and the Board.
J. REGIONAL DIRECTORS: If Regional Directors are appointed they shall perform the following: - Serve as a member of the Board and actively represent the Region at all Board meetings;
- Be responsible for the development and maintenance of their respective regional program; and
- Appoint regional committees as appropriate.
- Regional Directors are required to hold a regional meetings each year with their regional members (or with the regional BoD if one has been formed) in that region. This includes a call for Agenda items 7 days in advance.
- Regions must form a regional BoD with voting powers when there are at least 20 members in that Region. The Regional Director is the President of the Regional BoD. The regional BoD must have at least 5 members.
- Regional BoD members are appointed by the RD until the Region has at least 30 members, at which point they are elected by the regional members.
K. APPOINTED POSITIONS: Positions established by the President and confirmed by the Board shall perform duties as assigned, but not limited to the following: - The Director of Testing is responsible for organizing all tests.
- The Director of Judging is responsible for developing the uniformity of judging standards.
- The Director of Promotions is responsible for organizing material and activities to promote the DKGNA and DKV to prospective new members and the general public.
- The Editor publishes the News Bulletin four (4) times a year and distributes a copy to each member.
K. VACANCIES: In the event of a vacancy caused by death, resignation, removal for cause, or otherwise, in the Executive Committee or Regional Directors, the Board shall fill, by appointment, such vacancy for the unexpired portion of the term of the office. The Board shall give consideration to candidates nominated by the President. The Board shall, for Regional Directors, consider candidates nominated from the Region.
L. REMOVAL: The BoD may remove any Officer or Director for cause by twothirds (2/3) vote of all Directors then in office, at any regular or special meeting of the Board, provided that a statement of the reason or reasons shall have been mailed by Registered Mail to the Officer or Director proposed for removal at least thirty (30) days before any final action is taken by the Board. This statement shall be accompanied by a notice of the time when, and the place where, the Board is to take action on the removal. The Officer or Director shall be given an opportunity to be heard and the matter considered by the Board at the time and place mentioned in the notice.
Section 3 – MEETINGS
A. BOARD AND EXECUTIVE COMMITTEE MEETINGS: There shall be at least one meeting each year in the first half of the year. A simple majority of the members of the Board or Executive Committee will constitute a quorum for the transaction of business. A minimum of seven (7) calendar days notice, either via US mail or electronically, must be given to each member of the Board and Executive Committee prior to any called meeting. In the event a Board member is unable to attend a Board meeting, the Board Member may vote via proxy. The Board of Directors will determine the policy for proxy voting; however, in no case may a Director vote via proxy more than once in any 365 day period.
B. NATIONAL MEMBERSHIP MEETINGS: There shall be at least one national meeting of the membership of the DKGNA each year in the first half of the year. A minimum of thirty (30) days notice, either via US mail or electronically, must be given to each active member of the DKGNA. The time and place shall be designated by the Board and included in the notice to the membership. National meetings shall be held for the purpose of reviewing and reporting on the DKGNA and its activities.
C. REGIONAL MEMBERSHIP MEETINGS: There may also be regional meetings each year, with the time and place of such meetings to be designated by the respective Regional Director. A minimum of thirty (30) days notice, either via US mail or electronically, must be given to each active member of the Region.
The time and place shall be designated by the Regional Board, or in the absence of a Regional Board by the Regional Director, and included in the notice to the Regional membership. D. SPECIAL MEMBERSHIP MEETINGS: Special Meetings of the membership
may be held at any time upon call of a majority of the Board, or upon request of twenty-five percent (25%) or more of the general membership. A minimum of
thirty (30) days notice, either via US mail or electronically, must be given to each active member of the DKGNA. The time and place shall be designated by the Board and included in the notice to the membership. The notice shall include a brief description of the purpose thereof.
E. SPECIAL MEETINGS of the BOARD of DIRECTORS: Special meetings of the Board of Directors may be called by or at the request of 1/3 of the Directors. Special meetings of the Board shall be held upon two (2) calendar days notice by either via US mail or electronically. The meeting notice must include the action item and a description of why this action must be addressed outside of the normal course of business. The Special Meeting will be limited to the listed action item.
F. PARLIAMENTARY PROCEDURE: All meetings shall be conducted in accordance with Robert’s Rules of Order Newly Revised where the rules apply and are not in conflict with these bylaws.
G. Minutes of the national and regional meetings are put on the Members Only portion of the club’s website.
Section 4 – DUES AND FEES
A. Annual membership dues shall be established by the Board and communicated to the membership annually.
B. Non-Member Fees – Seminar, Test, and other event fees charged non-members may exceed the fees charged members by the amount approved by the Board.
C. All fees and charges for tests, will be established by the Board.
ARTICLE III: BREEDING AND TEST REGULATIONS
The DKGNA is required to and fully accepts and commits to abide by all DKV, JGHV, and VDH regulations.
ARTICLE IV: DISSOLUTION, DISBURSEMENT
Section 1 – DISSOLUTION - Dissolution of the DKGNA must be voted on by US mail or electronic ballot. At least fifty percent (50%) of the members must vote and at least seventy-five (75%) of those voting must be in favor of dissolving the DKGNA. Upon dissolution, after paying or adequately providing for the debts and obligation of the DKGNA the remaining assets of the DKGNA will be sent to a tax-exempt organization that promotes the interest of wildlife as chosen by vote by the Board of Directors.
ARTICLE V: AMENDMENTS
These Bylaws may be amended by the membership in mail or electronic ballot by a 2/3 vote of those voting. Proposed amendments to the Bylaws may be submitted by the Board of Directors or by signed petition of voting members equal to or exceeding
25% of the total number of DKGNA members eligible to vote. A minimum of thirty (30) days notice, either via US mail or electronically, must be given to each voting member, in good standing, of the DKGNA. Notice must include the proposed amendment to the Bylaws.