English Shepherd Club, Inc.
CONSTITUTION AND BYLAWS
Effective December 15, 2003
CONSTITUTION
ARTICLE 1: Name and Objectives
Section 1
The name of the Organization shall be the "English Shepherd Club, Inc." an Oregon Corporation, hereinafter called the Club.
Section 2
The objectives of the Organization shall be:
a. To preserve, support, and promote the English Shepherd Breed and its natural working instincts.
b. To provide information and recommendations for the prospective owner, current owners, and breeders of the English Shepherd.
c. To support a reliable Breed Registry of the English Shepherd.
d. To provide a venue for owners and breeders to exchange information.
e. To promote English Shepherd Rescue.
f. To encourage local English Shepherd activities and education programs.
Section 3
The Club shall not be conducted or operated for profit and no part of any profits or remainder of residue from dues or donations to the Club shall inure to the benefit of any member or individual.
Section 4
The members of the Club shall adopt and may from time to time revise such Bylaws as may be required to carry out these objectives.
BYLAWS
ARTICLE I: Membership
Section 1: Eligibility
Membership shall be open to all persons who subscribe to the objectives of this Club, except any person or household who has a household member who is currently suspended or has been expelled under Article VIII: Discipline.
Annual membership is available as a household membership. This membership shall be given all rights and privileges as stated in the Bylaws and allowed one (1) vote.
Section 2: Dues
Membership dues may be changed from time to time at the discretion of the Board of Directors.
Dues are payable on or before the first day of January of each year. Member households who join the Club for the first time subsequent to September 30 of the current year, shall be paid for the remainder of that year and the next calendar year. No member may vote whose dues are not paid for the current year. During the month of October the Treasurer shall send to each regular member a statement of his dues for the ensuing year.
Section 3: Membership
Each applicant for membership shall apply on a form approved by the Board of Directors which shall provide that the applicant agrees to support the Constitution and Bylaws of the Club. In addition, the prospective member shall affirm that he is not currently suspended from any Kennel Club, that he has not been charged and found guilty, pleaded no contest, or paid a fine due to any government agency's or humane society's charges of animal mistreatment or neglect. The prospective member shall submit dues payment for the current year.
Section 4: Termination of Membership
Memberships may be terminated, with no fees or monies refunded, in the following ways:
a. by resignation.
b. by lapsing. A membership will be considered as lapsed and automatically terminated if member's dues are unpaid the first day of the fiscal year. In no case may a person be entitled to vote whose dues are unpaid.
Section 5: Reinstatement of Membership
In the case of members with tardy dues payments, membership maybe reinstated by payment of all dues in arrears, except for those members who have been expelled or suspended. Previously suspended members must pay the current year's dues at the end of any suspension to be reinstated.
ARTICLE II: Meetings
Section 1: Annual Club Meeting
The Annual Meeting of the Club shall be at a place, date and hour designated by the Board of Directors and held in conjunction with a designated dog activity and /or educational program, if possible. Sixty (60) days notice shall be given in the Club Publication. An Annual Meeting is not required.
Section 2: Special Club Meetings
Special Meetings may be called by the President, by a majority vote of the Board of Directors, or by special petition presented to the President, signed by 20% of such members of the Club who are in good standing. If by petition, the Board shall impose a reasonable fee to be paid by the petitioners to reimburse the Club for the costs of holding a Special Meeting.
Such Meetings shall be held at a place, date and hour as may be designated by the Board of Directors. A Meeting notice shall be in the Club Publication to arrive at least thirty (30) days prior to the Meeting. The notice of the Meeting shall state the purpose of the Meeting, and no other business may be transacted.
Section 3: Board Meetings
One Business Meeting of the Board is required each year and shall be called by the President, to be held within a reasonable time (not to exceed Sixty (60) days) following the election of the new Board. Other meetings of the Board of Directors shall be held at such times and places as are designated by the President or by a majority vote of the entire Board. Meetings may take place via email or telephone. Written notice of each such meeting shall be mailed or sent by electronic means by the President to each member of the Board at least fourteen (14) days prior to the date of the meeting. The quorum for a Board Meeting shall be a majority of the Board, voting in person, or by electronic media, including telephone. In addition to meetings, any Board member may submit a subject for discussion or vote at any time by mail or other means to expedite Club business. The Board of Directors shall designate the appropriate procedures.
Section 4
The Board of Directors may conduct its business by mail or electronic media as arranged through the President. Items voted upon by telephone conference calls or other undocumented communication must be confirmed in writing within seven (7) days.
ARTICLE III: Directors and Officers
Section 1: Board of Directors
The Board shall be comprised of the President, Vice President, Treasurer, Secretary, Editor and three (3) At Large Director positions. Four (4) At Large Directors shall be elected by club-wide vote. The Board of Directors shall then elect one of the At Large Directors to serve as Vice President. All notices, announcements and general communication from the Board to the members shall be by the regular Club Publication, published at least quarterly.
No two members of the same household shall serve on the Board of Directors at the same time. All Directors shall be members in good standing. The general management of the Clubs affairs shall be entrusted to the Board of Directors. All members of the Board of Directors shall be elected for a two year term. The Clubs Officer/Directors shall fulfill their positions as described in Section 2 of this Article, until their successors are elected.
Section 2: Officers
The Club's Officers, consisting of the President, Vice President, Secretary, Treasurer, and Editor shall serve in their respective capacities for a two year term. The Board of Directors shall determine the need to bond individuals handling monies.
a. President. The President shall preside at all meetings of the Club and of the Board, and shall have the duties and powers normally assigned to the office of President in addition to those particularly specified in these Bylaws.
b. Vice President. The Vice President shall fulfill the duties and responsibilities of the President in his or her absence, and shall assist in the performance of such duties as delegated by the President.
c. Secretary. The Secretary shall keep a record of all meetings of the Club, the Board, matters of which a record shall be ordered by the Club and shall handle all business correspondence directed to the Club. The Secretary shall notify members of meetings, receive nominations, provide ballots for elections, notify Officers and Directors of their election to office, and carry out such other duties as are prescribed in these Bylaws.
d. The Treasurer shall collect all monies due to the Club, pay all bills and shall report to the members of the Club, at every meeting, the condition of the Club's financial status. Monies shall be deposited in a bank approved by the Board, in the name of the Club. The Treasurer shall send dues notices, maintain the Club Roster and provide mailing labels for the Club Publication. The books shall at all times be open to the inspection of the Board or its designee, and a report shall be given at every Meeting on the condition of the Club's finances. An annual budget will be presented to the Board for approval at the Annual Board Meeting and published. The Board shall determine the procedure for reviewing the financial records and any paid-out amount that will require two signatures.
e. Editor. The Editor shall be responsible for the Club Publication, its frequency determined by the Board of Directors, and any other informational material provided by the Club. The Editor shall insure the accuracy and consistency of information published and shall work in conjunction with the Publications Committee appointed by the Board of Directors.
Section 3: Vacancies
Any vacancy occurring on the Board of Directors during a term of office shall be filled until the next election by a majority vote of all the then members of the Board. If a Board member, including Officers, does not attend two successive meetings, fails to perform his job in a timely manner, or fails to respond to three successive notifications regarding Board matters, the Board may declare the position vacant by majority vote of the members in attendance.
ARTICLE IV: The Year, Voting, Nominations, Elections
Section 1:
Club YearThe Club's fiscal year shall begin on the first day of January and end on the last day of December.
The Club's official year shall be the same as the fiscal year. The elected Officers and Directors shall take office on the first day of January following the election, and each retiring officer shall turn over to his successor in office all properties and records relating to that office within thirty (30) days after the election.
Section 2: Voting
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.
The election of President, Secretary, Treasurer, Editor and At Large Directors, amendments to the Constitution and Bylaws, and to the Standard for the Breed, shall only be decided by written ballot sent to all members and cast by mail. The office of Vice President shall be filled by election of an At Large Director to fill that position by the Board of Directors. Voting by proxy shall not be permitted. The Board of Directors may decide to submit specific questions for decision of all of the members by written mail ballot in the same manner as the election of Officers and Directors.
Section 3: Election of Officers and Directors
The election of President, Secretary, Treasurer, Editor and Directors shall be conducted by secret ballot mailed to all members not less than fourteen (14) days before the published closing date. The ballots shall be pre-addressed return post cards and shall be included with the Club Publication. Ballots, to be valid, must be received by the Secretary by the published closing date.
The nominated candidate for each office receiving the greatest number of votes shall be declared elected. In the event of a tie vote the current Board will select the candidate by a majority vote of the Board. If any nominee 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 Directors in the manner provided by Article III, Section 3.
Section 4: Nominations and Ballots
a. Nominations for any office by any eligible member may be made by written petition or email addressed to the Secretary and delivered on or before July 1, signed by one eligible member and accompanied by the written acceptance of each nominee signifying his willingness to be a candidate. A written statement of the candidate's qualifications, not to exceed two hundred and fifty (250) words (provided by the candidate), should be included for publication. Nominating oneself is acceptable and each candidate must have the willingness and desire to fulfill his respective office.
b. The Secretary shall, on or before November 1, include with a Club Publication sent immediately preceding the vote to each member in good standing as of October 1 or as near to the date of the mailing as possible, a ballot, listing all of the nominees for each position in alphabetical order. The ballot shall be a post card and pre-addressed to the Secretary. The date for return to the Secretary must be clearly stated and must be at least fourteen (14) days from the expected delivery of the mailing or by December 1. The ballots shall be opened and tallied by the Secretary and shall be kept for six (6) months. The Secretary shall apprise the Board of the vote within seven (7) days of the ballot count. An announcement of the winners shall be made in the next Club publication.
c. Nominations shall not be made in any manner other than as provided above.
ARTICLE V: The Registry
The Board of Directors may elect to establish and maintain a Registry of the English Shepherd. The Registry shall be a protected document, with the original being maintained by the Registrar of the Club, and a second copy maintained in a depository chosen by the Board of Directors. The Board of Directors shall approve and implement all policies, fees, and procedures pertaining to registration of the English Shepherd. Policies and Procedures shall be kept in a Registry Standard Operating Procedures Manual (RSOP). As an alternative, the Board may select and/or contract with an outside registry to provide such services.
ARTICLE VI: Breed Standard
Section 1: The Club shall establish a Breed Standard for the English Shepherd
Section 2:
OFFICIAL BREED STANDARD
Revised Breed Standard
Introduction
English Shepherds have been bred for generations as all-purpose, working farm dogs. Their responsibilities have ranged from herding and protecting stock, to dispatching vermin, guarding the home, and watching over children. The unique ability to handle all types of livestock and a variety of tasks is the defining feature of this breed.
The English Shepherd is a dog of medium size, presenting a picture of sturdy balance and harmonious proportions. He is alert and his face shows a high degree of intelligence. Since working and tending livestock are the primary functions of the English Shepherd, his physical make-up should enable him to fulfill those duties with maximum efficiency. Evaluation of type must be subordinated to evaluation of soundness, character, and ability when determining the value of an English Shepherd.
Working Characteristics
The English Shepherd typically works stock in an upright, loose-eyed manner rather than crouching and showing strong eye. He is generally a natural low heeler and will gather or drive as is needed. He will be forceful if necessary, but not be too rough, discerning the amount of force needed and handling stock accordingly.
The seamless combination of independent working ability and a desire to work in partnership with his master is a hallmark of the English Shepherd. His natural instincts enable him to carry out his work with a minimum of direction; his confidence, purposefulness, and a deep commitment to rules compels him to maintain order in his environment even in his master's absence. At the same time, he is intensely loyal to and ever aware of his master and possesses a willingness to obey.
The English Shepherd is not obsessive about herding and is capable of resting quietly at his master's feet when there is no work required. He can be trusted to not bother livestock and does not require kenneling when chores are done. Indeed, the English Shepherd frequently develops a bond with, and displays a nurturing attitude toward, his owner's livestock and will keep them in their place while guarding against unwanted predators and pests.
The English Shepherd is agile and quick, sturdy and muscular, with the stamina and grit to cover many miles over all types of terrain. He has keen senses, and can trail lost or injured animals. Calm in disposition, the English Shepherd will withstand the pressure of long hours of demanding work.
Physical Characteristics
HEAD - Medium length with moderately defined stop. Broad and slightly rounded between the ears. Distance from tip of nose to stop roughly equal to the distance between stop and occiput and to width across top of skull between bases of ears.
Teeth full dentition with scissor bite. Note: no penalty for teeth broken or missing due to trauma.
Muzzle moderately broad, neither pugged nor pointy. Flews straight with no sloppy droop.
Nose fully-pigmented, generally solid black; "clear" sable dogs may have brown nose.
Eyes brown and moderately round with a slightly oblique set. Eyes should express character with a strong, intelligent look.
Ears typically wide apart, stand slightly outward at the base with a sharp bend and lie close to the head when relaxed, raised up slightly when alert; however ЀԔԕ؋،ࠞࠟओset are insignificant
NECK - Strong and arched.
BODY - Back strong and level, loins strong and deep with slight muscular arch. Shoulders well laid back. Ribs well sprung and chest extending down in depth approximately to elbows. Body slightly longer than tall. Chest moderately broad.
LEGS - Forelegs straight when viewed from front. Pasterns are short, thick and strong, but still flexible, showing a slight angle when viewed from the side. Back legs well boned and muscled, placed well apart, with moderate angulation. Feet oval and compact, toes together and well arched, well padded and tough. Rear dewclaws common but may be removed.
TAIL - Moderately long with sweep toward end. Carriage may vary, but preferably held low when standing relaxed. Natural bobtails are acceptable. Bobtails may be up to eight inches long. .
GAIT - Viewed from the front at a fast trot, the front feet track close together but do not cross over. The gait should give the impression of ability to change direction instantaneously. The dog moves ahead in a straight line with effortless motion and without a rolling gait. Viewed from the rear, the hind legs are straight and converge as pace increases so as to take the weight under the center of gravity. The gait is smooth without choppiness.
COAT - Medium length and texture, straight, wavy or curly, weather and dirt-resistant, with an undercoat that sheds seasonally. Hair is short and smooth on the head, outside of ears, front of forelegs and below the hocks. Backs of forelegs are moderately feathered; breeches are moderately full; tail is plume-like. Excessively heavy manes and heavy frills on underside of neck and on breast are not desirable. A correct English Shepherd coat should require minimal grooming.
COLOR - The four predominant color patterns are: black and tan, tricolor (black, tan, and white), black and white, and sable and white.
A sable dog may have black-tipped hairs, or may have a solid black saddle pattern, or may be "clear" -- without black pigment in the coat. Sable may appear as shades of brown from a pale honey-gold color through a deep mahogany.
White markings are typically distributed in an "Irish" pattern, with or without a white collar.
A black mask is acceptable in any of the color patterns.
In none of the color patterns is white permitted to be unbalanced to a degree of being splotchy-looking or of covering more than 30% of the body. Solid white coats or piebald markings are not desirable. Merles do not appear in the English Shepherd.
SIZE Range:
height: 18 24", preference for 19 - 22";
weight: 35 65#, lean and fit condition
turdy balance and harmonious proportions are more critical than absolute size. Males ਗ਼મયlarger than females.
DISQUALIFICATION Natural reserve with strangers is a normal and desirable quality, however viciousness or excessive shyness/fearfulness are disqualifications; cryptorchid or monorchid adult dogs; merle dogs.
ARTICLE VII: Committees
Section 1: Standing Committees
The Board may each year appoint standing Committees to advance the work of the Club in such matters 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. All Committees shall include one member from the Board of Directors. Standing Committees may include, but are not limited to, the following:
Publications Committee.
Public Relations Committee.
Health and Genetics Committee.
Ways and Means Committee.
Historical and Library Committee.
Registry Relations Committee.
Section 2: Committee Appointments and Successors
Any Committee appointment may be terminated by a majority vote of the Board upon written notice to the appointees and the Board may appoint successors to those persons whose service has been terminated. In any case, all Committees and their members are automatically terminated at the end of the Board of Directors' term.
ARTICLE VIII: Discipline
Section 1: Suspension by Another Kennel Club
Any member who is suspended from the privileges of another Kennel Club shall automatically be suspended from the privileges of this Club for a like period.
Section 2: Mistreatment or Neglect of Animals
Any member who is charged and found guilty, pleads no contest, or pays a fine to any government agency's or humane society's charges of animal mistreatment or neglect shall be automatically expelled from this Club.
ARTICLE IX: Amendments
Section 1
Amendments to the Constitution and Bylaws and the Standard for the Breed may be proposed by the Board of Directors or by written petition or email addressed to the President and signed by twenty (20) percent of the membership in good standing. Amendments proposed by such petition shall be promptly considered by the Board of Directors and must be submitted to the members with recommendations of the Board by the Secretary for a vote in the next Club Publication or within four (4) months of the date when the petition was received by the President.
Section 2
ARTICLE X: Dissolution
The Club may be dissolved at any time by the written consent of not less than a majority of the voting members. In the event of the dissolution of the Club other than for purposes of reorganization, whether voluntary, involuntary or by law, none of the property of the Club, nor any proceeds thereof, nor any assets of the Club may be distributed to any members of the Club, but, after payment of debts of the Club, its property shall be sold to the highest bidder and assets shall be given to a charitable organization for the benefit of dogs which has been selected by the Board of Directors.
ARTICLE XI: Order of Business
Section 1
At the Meetings of the Club, the order of business, so far as the character and nature of the meeting may permit, shall be as follows:
Roll Call
Minutes of last meeting
Report of President
Report of Secretary
Report of Treasurer
Report of Committees
Unfinished business
New business
Adjournment
Section 2
At Meetings of the Board, the order of business, unless otherwise directed by a majority vote of those present, shall be as follows:
Roll Call
Reading of minutes of last meeting
Report of President
Report of Secretary
Report of Treasurer
Report of Committees
Unfinished business
New business
Adjournment
ARTICLE XII: Liability of Qualified Directors
The corporation adopts the provisions of ORS 65.369 providing for no civil liability of qualified directors for the performance or nonperformance of the director's duties other than gross or intentional negligence as the statute now exists or is later amended.
ARTICLE XIII: Indemnification
The corporation adopts the provisions of ORS 65.387 to 65.414 providing for indemnification of directors, officers, employees and agents.
ARTICLE XIV: Parliamentary Authority
The rules contained in the current edition of Robert's Rules of Order, Newly Revised, shall govern the Club in all cases to which they are applicable and in which they are not inconsistent with these Bylaws and any other special rules of order the Club may adopt.
End